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Jennifer Hoopes

About Jennifer E. Hoopes

Independent Director of Liberty All-Star Growth Fund, Inc. (“ASG”); Trustee of Liberty All-Star Equity Fund (“USA”). Year of birth: 1965. Appointed to both Boards effective February 15, 2025; initial terms set to expire at the 2025 (Growth Fund) and 2026 (Equity Fund) annual meetings, with nomination to a three-year term ending in 2028 at the August 19, 2025 meeting. Background includes extensive investment company legal and distribution expertise through senior legal roles and independent trustee service at mutual funds. All Trustees/Directors of the Funds are independent under the 1940 Act and NYSE closed-end fund standards .

Past Roles

OrganizationRoleTenureCommittees/Impact
Surus, Inc.Chief Legal Officer2024–present Legal oversight for investment-related distribution/regulatory matters (as disclosed)
Arche Consulting, LLCFounder & President2022–present Advisory experience in investment company services (as disclosed)
FarmTogetherGeneral Counsel2022–2024 Legal, distribution, regulation exposure (as disclosed)
Alumni VenturesGeneral Counsel2021–2022 Investment industry legal operations
Foreside Financial Group, LLCSenior Managing Director & General Counsel2007–2021 Principal underwriter legal leadership for mutual funds, closed-end funds, ETFs; service provider relationship expertise

External Roles

OrganizationRoleTenureCommittees/Impact
Oak Associates FundsTrusteeSince 2024 Independent trustee experience in mutual fund governance
Wedbush ETF Series TrustTrusteeSince 2025 ETF trust governance; investment company expertise

Board Governance

  • Independence: The Funds’ Boards are majority independent; currently all Trustees/Directors are independent per the 1940 Act and applicable NYSE standards .
  • Committees: Member of each Fund’s Audit Committee (Chair: Maureen K. Usifer; all members “financially literate”; Usifer designated “audit committee financial expert”) . Member of each Fund’s Nominating & Governance Committee (Chair: John J. Neuhauser; six independent members, charter last reviewed December 5, 2024; met twice in FY 2024) .
  • Tenure and election: Director of Growth Fund since 2025; Trustee of Equity Fund since 2025; nominated to serve to 2028 if elected at August 19, 2025 .
  • Attendance/engagement (FY 2024 context): The Boards and Audit Committees each held four meetings; all sitting Trustees/Directors were present at all, except Mr. Brock missed the August 2024 Audit Committee meeting. No Trustees/Directors attended the Funds’ 2024 annual meetings (pre-appointment for Hoopes) .

Fixed Compensation

For FY 2024, ASG disclosed aggregate compensation paid by each Fund and the total for the Fund Complex. Ms. Hoopes received no compensation in FY 2024 due to her February 15, 2025 appointment.

| Director | Equity Fund Compensation (FY 2024) | Growth Fund Compensation (FY 2024) | Total Compensation from Fund Complex (FY 2024) | |---|---|---:|---:|---:| | Jennifer E. Hoopes | $0 | $0 | $0 (appointed 2/15/2025; no FY 2024 pay) |

  • Neither Fund has a bonus, profit sharing, or retirement plan for Trustees/Directors .
  • The Nominating & Governance Committee reviews Independent Trustees/Directors’ compensation .

Performance Compensation

ElementDisclosure / Status
Bonus PlanNone; Funds do not have a bonus plan for Trustees/Directors
Profit SharingNone
Retirement PlanNone
Equity/Option GrantsNot specified for Trustees/Directors in the DEF 14A compensation section
Pay-for-performance metrics (TSR/EBITDA/etc.)Not applicable for independent Trustees/Directors; not disclosed in proxy
Clawbacks / Gross-upsNot disclosed in proxy

Note: ASG/USA director compensation is structured as fixed retainers/fees; no performance-based pay is disclosed for independent Trustees/Directors .

Other Directorships & Interlocks

TopicDetail
External public boardsOak Associates Funds (Trustee, since 2024); Wedbush ETF Series Trust (Trustee, since 2025)
Potential interlocks with ASG portfolio managersASG portfolio managers include Congress Asset Management, Sustainable Growth Advisers, Weatherbie Capital, Westfield Capital (Growth Fund), and Aristotle Capital, Fiduciary Management, Pzena, Sustainable Growth Advisers, TCW (Equity Fund). Neither Oak Associates nor Wedbush appears among ASG/USA managers, reducing direct interlock risk .

Expertise & Qualifications

  • Investment company governance: Served as independent trustee to mutual funds; extensive knowledge across mutual funds, closed-end funds, and ETFs .
  • Legal and compliance: Senior legal leadership for a principal underwriter; experience in legal, distribution, regulation, and service provider relationships for investment companies .
  • Board skills: The Boards highlight professional experience, finance/auditing/securities law knowledge, independence from adviser/service providers, and capacity to attend and serve effectively as key criteria; she meets independence and expertise criteria per Committee Charter/By-Laws .

Equity Ownership

MetricEquity Fund (USA)Growth Fund (ASG)
Shares owned (12/31/2024)0 0
Dollar range of beneficial ownership (12/31/2024)None None
Ownership as % of shares outstanding0% (0 shares)
Group ownership concentrationEach Trustee/Director and all Trustees/Directors as a group owned <1% of each Fund’s outstanding shares as of 12/31/2024
Related-party securities holdingsAs of 12/31/2024, no Independent Trustee/Director or immediate family owned any class of securities of the Funds’ advisers/portfolio managers or their affiliates

Insider Filings & Trades

FilingFundDateKey Detail
Form 3 (Initial Statement)Equity Fund (USA)Feb 15, 2025Initial beneficial ownership filing by Jennifer Hoopes
Form 3 (Initial Statement)Growth Fund (ASG)Feb 21, 2025Initial beneficial ownership filing by Jennifer Hoopes
  • Third-party trackers indicate no Form 4 trading activity by Ms. Hoopes at ASG/USA in the prior 18 months as of their last updates .

Governance Assessment

  • Strengths
    • Independence and committee participation: Member of both Audit and Nominating & Governance Committees; committees are fully independent with clear charters; Audit Committee includes an SEC-defined “financial expert” and all members are financially literate .
    • Legal/regulatory depth: Senior underwriter legal experience supports oversight of distribution/compliance/service provider relationships—valuable for closed-end fund governance .
    • Board process rigor: Regular board meetings; risk oversight reporting from CCO/auditors; annual self-evaluation of Boards and Audit Committees .
  • Alignment and watch items
    • Ownership alignment: 0 shares owned in both Funds as of 12/31/2024; while appointment was in 2025, early evidence of “skin-in-the-game” is limited; no director stock ownership guidelines disclosed .
    • Pay structure: No performance-based pay for independent directors; compensation reviewed by the Nominating & Governance Committee; transparency on retainer/fee schedule not broken out by element in proxy .
    • Conflicts/related party: Proxy affirms no related-party holdings by independent Trustees/Directors or immediate families in advisers/portfolio managers as of 12/31/2024, mitigating direct conflicts .
    • Attendance culture: FY 2024 board and audit meeting attendance was near-perfect for sitting trustees; she joined post-FY 2024—monitor 2025 attendance as disclosed in future filings .

RED FLAGS to monitor: Continued zero ownership after appointment could signal limited alignment if persistent; ensure no undisclosed consulting/compensatory relationships arise per Committee Charter/By-Laws requirements; confirm meeting attendance and engagement in 2025 disclosures .