Timothy Branigan
About Timothy Branigan
Timothy Branigan (YOB: 1976) serves as Vice President and Fund Chief Compliance Officer of Virtus Artificial Intelligence & Technology Opportunities Fund (AIO) and affiliated Virtus closed‑end funds; he was appointed Fund CCO in 2022 after serving as Assistant Vice President and Deputy Fund CCO during March–May 2022. Officers of the Funds receive no compensation from the Funds themselves and are also officers of Virtus or the Funds’ administrator, receiving compensation in such capacities . For performance context during his tenure, AIO’s average annual total return on NAV over five years was 12.07% as of September 30, 2025; fiscal YTD cumulative total return on NAV was 11.92% at the same date .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| AIO (Virtus Artificial Intelligence & Technology Opportunities Fund) | Vice President and Fund Chief Compliance Officer | 2022–present | Not disclosed in filings |
| AIO (and NCV, NCZ, ACV, NFJ, NIE, VGI, ZTR) | Assistant Vice President and Deputy Fund Chief Compliance Officer | Mar–May 2022 | Not disclosed in filings |
| EDF (Virtus Stone Harbor Emerging Markets Income Fund) | Vice President and Fund Chief Compliance Officer | 2022–present | Not disclosed in filings |
| EDF | Assistant Vice President and Deputy Fund Chief Compliance Officer | Apr–May 2022 | Not disclosed in filings |
| Various Virtus-affiliated registered funds | Various officer positions | 2019–present | Not disclosed in filings |
External Roles
No external directorships or committee roles were disclosed in AIO’s proxy materials for Mr. Branigan .
Fixed Compensation
Officers receive no compensation from AIO; compensation is paid by Virtus Investment Partners or the Funds’ administrator in those capacities .
| Component | 2024 | 2025 | Source/Notes |
|---|---|---|---|
| Base Salary (Fund-paid) | Not applicable | Not applicable | Officers receive no compensation from the Fund |
| Target Bonus % (Fund-paid) | Not applicable | Not applicable | Not applicable at Fund level |
| Perquisites (Fund-paid) | Not applicable | Not applicable | Not applicable at Fund level |
Performance Compensation
No Fund-level equity or cash incentive awards (RSUs/PSUs/options) to officers are disclosed; officers are compensated by Virtus/administrator, not AIO .
| Incentive Type | Metric(s) | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Not applicable at Fund level | — | — | — | — | — |
Equity Ownership & Alignment
AIO’s proxy discloses that Trustees and executive officers, as a group, owned less than 1% of outstanding Shares as of the record date; individual officer holdings (including Mr. Branigan) are not itemized. Dollar‑range ownership tables are provided for Trustees, not officers .
| Item | Disclosure |
|---|---|
| Total beneficial ownership (Mr. Branigan) | Not individually disclosed |
| Group ownership (Trustees + executive officers) | Less than 1% of outstanding Shares |
| Vested vs. unvested shares | Not disclosed for officers |
| Shares pledged as collateral | Not disclosed for officers |
| Stock ownership guidelines (officers) | Not disclosed |
Employment Terms
| Term | Disclosure |
|---|---|
| Appointment/Status | Officers are appointed by the Board; officers receive no compensation from the Funds and are also officers of Virtus or the Funds’ administrator |
| Employment agreement, non‑compete/non‑solicit | Not disclosed in AIO’s proxy for officers |
| Severance provisions | Not disclosed for officers at the Fund level |
| Change‑of‑control (trigger, multiples, acceleration) | Not disclosed for officers at the Fund level |
| Clawback provisions | Not disclosed for officers at the Fund level |
| Tax gross‑ups | Not disclosed for officers at the Fund level |
Performance & Track Record (Fund Context)
AIO reports periodic NAV performance and distribution metrics; below are recent disclosures.
| Metric | May 30, 2025 | Jun 30, 2025 | Jul 31, 2025 | Aug 29, 2025 | Sep 30, 2025 |
|---|---|---|---|---|---|
| Average Annual Total Return on NAV (5‑yr) | 12.16% | 12.87% | 11.80% | 10.62% | 12.07% |
| Annualized Current Distribution Rate | 8.16% | 7.64% | 7.52% | 7.53% | 7.21% |
| Fiscal YTD Cumulative Total Return on NAV | -3.57% | 3.76% | 6.07% | 6.65% | 11.92% |
| Fiscal YTD Cumulative Distribution Rate | 2.72% | 3.18% | 3.76% | 4.39% | 4.81% |
Distribution sources under the Managed Distribution Plan have recently been primarily long‑term capital gains, with no return of capital reported in August and September 2025 notices .
Risk Indicators & Red Flags
- Item 5.02 (officer appointment/departure) and press releases contained no specific disclosures regarding Mr. Branigan during the review period [Search across AIO 8‑K 5.02 and press releases returned no matches] [SearchDocuments result].
- No Form 4 insider trading filings referencing “Timothy Branigan” were found in the available dataset for AIO; individual officer holdings are not itemized in AIO’s proxy .
- Related‑party transactions, pledging/hedging, or clawback/tax gross‑up provisions for officers are not disclosed at the Fund level .
Say‑on‑Pay & Shareholder Feedback
Say‑on‑pay voting is not applicable to AIO officers because compensation is not paid by the Fund and officer pay is not presented for shareholder vote in AIO’s proxy .
Compensation Peer Group
Not disclosed for officers at the Fund level .
Expertise & Qualifications
The proxy identifies Mr. Branigan’s Fund CCO and officer roles across multiple Virtus funds and notes prior service in various officer positions since 2019; education and additional credentials are not disclosed in AIO’s proxy .
Work History & Career Trajectory
See “Past Roles” above; filings state various officer positions since 2019 across Virtus‑advised registered funds, with elevation to Fund CCO in 2022 .
Compensation Committee Analysis
Not applicable to officers who are not Trustees; no officer compensation decisions are disclosed at the Fund level .
Investment Implications
- Pay‑for‑performance linkage at the Fund level is minimal for officers: compensation is paid by Virtus/administrator, not by AIO, and no Fund‑level incentive metrics, vesting schedules, or equity awards for officers are disclosed—limiting alignment and visibility for investors analyzing insider incentives .
- Ownership alignment appears limited at the Fund level: Trustees and executive officers, as a group, own less than 1% of outstanding shares; individual officer ownership (including Mr. Branigan) is not itemized, and there is no disclosure of pledging or hedging by officers .
- Trading signals are thin: no Form 4 activity referencing Mr. Branigan was identified, and there are no Fund‑level officer award vesting events or expirations disclosed that might create selling pressure .
- Execution/retention risk assessment is constrained by lack of Fund‑level employment terms, severance, or change‑of‑control economics for officers; investors should monitor Virtus Investment Partners’ disclosures (parent‑level) for any employment agreements or compensation structures governing Fund CCO roles that could influence retention and incentives .
Citations:
- AIO DEF 14A officer disclosures and compensation framework
- Beneficial ownership disclosure (<1% group ownership)
- Performance and distribution metrics: May 30, 2025 ; Jun 30, 2025 ; Jul 31, 2025 ; Aug 29, 2025 ; Sep 30, 2025
- Section 19(a) distribution source notices
- 8‑K 5.02 and Form 4 searches returned no relevant disclosures for Mr. Branigan in the available dataset [SearchDocuments results].