424B3

424B3 1 d125348d424b3.htm 424B3 424B3

Filed Pursuant to Rule 424(b)(3)
Registration Statement No. 333-285996

LOGO

WESTERN ASSET HIGH INCOME FUND II INC.

SUPPLEMENT DATED APRIL 23, 2026 TO THE

PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION DATED SEPTEMBER 23, 2025

Portfolio Manager Updates Effective January 27, 2026

Effective as of January 27, 2026, the following supplements and, to the extent inconsistent with, supersedes the section entitled “Management of the Fund” in the Fund’s Prospectus (“Prospectus”) and the section entitled “Portfolio Managers” in the Fund’s Statement of Additional Information (“SAI”):

Prospectus

The information contained in “Investment Management Team” in the “Management of the Fund” section of the Prospectus is removed entirely and replaced as follows:

Investment Management Team

Set forth below is information regarding the team of professionals at Western Asset responsible for overseeing the day-to-day operations of the Fund. Western Asset utilizes a team approach, with decisions derived from interaction among various investment management sector specialists. The sector teams are comprised of Western Asset’s senior portfolio managers, research analysts and an in-house economist. Under this team approach, management of client fixed income portfolios will reflect a consensus of interdisciplinary views.


Name, Address and Title		Principal Occupation(s) During Past 5 Years
Michael C. Buchanan Western Asset 385 East Colorado Blvd. Pasadena, CA 91101		Responsible for the day-to-day management with other members of the Fund’s portfolio management team; employed by Western Asset Management as an investment professional for at least the past five years; Managing Director and head of U.S. Credit Products from 2003-2005 at Credit Suisse Asset Management.
Christopher F. Kilpatrick Western Asset 385 East Colorado Blvd. Pasadena, CA 91101		Responsible for the day-to-day management with other members of the Fund’s portfolio management team; employed by Western Asset Management as an investment professional for at least the past five years.
Walter Kilcullen Western Asset 385 East Colorado Blvd. Pasadena, CA 91101		Responsible for the day-to-day management with other members of the Fund’s portfolio management team; employed by Western Asset Management as an investment professional since 2002.
John Hwang Western Asset 385 East Colorado Blvd. Pasadena, CA 91101		Co-portfolio manager of the fund; Responsible for the day-to-day management with other members of the Fund’s portfolio management team; Mr. Hwang is a member of the high-yield desk and specializes in bank loans and corporate structured credit. Mr. Hwang co-manages all collateralized loan obligation (CLO) portfolios and is responsible for all corporate-structured credit investments within Western Asset. Mr. Hwang has over 24 years of investment industry experience.
Ryan Kohan Western Asset 385 East Colorado Blvd. Pasadena, CA 91101		Co-portfolio manager of the fund; Responsible for the day-to-day management with other members of the Fund’s portfolio management team; Mr. Kohan is Head of Bank Loans and has been employed by Western Asset as an investment professional for at least the past five years. Mr. Kohan has over 17 years of investment industry experience.

Additional information about the portfolio managers’ compensation, other accounts managed by them and other information is provided in the SAI.

SAI

The information contained in the table in the “Portfolio Managers” section of the SAI is removed entirely and replaced as follows:

Unless otherwise indicated, the information below is provided as of the date of this SAI.

The table below identifies the number of accounts (other than the Fund) for which the Fund’s portfolio managers have day-to-day management responsibilities and the total assets in such accounts, within each of the following categories, as of April 30, 2025: registered investment companies, other pooled investment vehicles and other accounts. None of these accounts have fees based on performance.


Name of PM	Type of Account	Number of Accounts Managed	Total Assets Managed	Number of Accounts Managed for which Advisory Fee is Performance Based	Assets Managed for which Advisory Fee is Performance- Based
Michael C. Buchanan‡	Other Registered Investment Companies	61	$80.01 billion	None	None
	Other Pooled Vehicles	220	$47.38 billion	17	$2.16 billion
	Other Accounts	340	$101.44 billion	13	$6.45 billion
Christopher F. Kilpatrick‡	Other Registered Investment Companies	11	$4.29 billion	None	None
	Other Pooled Vehicles	8	$574 million	3	$357 million
	Other Accounts	13	$869 million	None	None
Walter Kilcullen‡	Other Registered Investment Companies	7	$2.58 billion	None	None
	Other Pooled Vehicles	16	$7.41 billion	3	$357 million
	Other Accounts	12	$1.60 billion	None	None
John Hwang‡*	Other Registered Investment Companies	5	$2.02 billion	None	None
	Other Pooled Vehicles	9	$2.04 billion	6	$1.87 billion
	Other Accounts	2	$430 million	None	None
Ryan Kohan‡*	Other Registered Investment Companies	8	$2.95 billion	None	None
	Other Pooled Vehicles	22	$8.02 billion	9	$2.25 billion
	Other Accounts	13	$1.99 billion	None	None

‡	The numbers above reflect the overall number of portfolios managed by employees of Western Asset Management Company, LLC (“Western Asset”). They are involved in the management of all the Firm’s

portfolios, but they are not solely responsible for particular portfolios. Western Asset’s investment discipline emphasizes a team approach that combines the efforts of groups of specialists working in different market sectors. They are responsible for overseeing implementation of Western Asset’s overall investment ideas and coordinating the work of the various sector teams. This structure ensures that client portfolios benefit from a consensus that draws on the expertise of all team members.

*	Information for John Hwang and Ryan Kohan is as of March 31, 2026.

The information contained in “Portfolio Manager Securities Ownership” in the “Portfolio Managers” section of the SAI is removed entirely and replaced as follows:

Portfolio Manager Securities Ownership

The portfolio managers held the following amounts of securities of the Fund as of April 30, 2025.


Portfolio Manager	Dollar Range of Securities Beneficially Owned ($)
Michael C. Buchanan		A
Christopher F. Kilpatrick		A
Walter Kilcullen		A
John Hwang*		A
Ryan Kohan*		A

*	Information for John Hwang and Ryan Kohan is as of March 31, 2026.

Dollar Range ownership is as follows:

A: none

B: $1 - $10,000

C: 10,001 - $50,000

D: $50,001 - $100,000

E: $100,001 - $500,000

F: $500,001 - $1 million

G: over $1 million

Portfolio Manager Updates Effective September 30, 2026

Effective as of September 30, 2026, the following supplements and, to the extent inconsistent with, supersedes the section entitled “Management of the Fund” in the Prospectus and the section entitled “Portfolio Managers” in the SAI:

Prospectus

The information relating to Christopher Kilpatrick is deleted in its entirety from the “Management of the Fund” section of the Prospectus

SAI

The information relating to Christopher Kilpatrick is deleted in its entirety from the “Portfolio Managers” section of the SAI.

Capitalized terms not defined herein have the meanings assigned to them in the Prospectus.

SEC Form 424B3 filed by Western Asset High Income Fund II Inc.