Thomas Brock
About Thomas W. Brock
Independent Chairman of the Boards of Liberty All-Star Equity Fund and Liberty All-Star Growth Fund (ASG); Director/Trustee since 2005 and Chairman since 2015. Year of birth: 1947. Background includes extensive investment management and organizational leadership as CEO of an SEC-registered investment adviser, service as chairperson/trustee of an open-end investment company, and adjunct graduate business school professor. Current terms: Equity Fund term expires in 2026; Growth Fund term expires in 2027 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Silver Bay Realty | Chief Executive Officer; Acting CEO | CEO 2016–2017; Acting CEO 2016 | Leadership of a public real estate company (as disclosed) |
| Silver Bay Realty | Director | 2012–2017 | Board oversight and governance |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| 1290 Funds | Trustee | Since 2016 | Listed under “Other Directorships Held” |
Board Governance
- Independent board chair (not affiliated with the adviser AAI), presiding over meetings and serving as liaison to management and counsel; all Trustees/Directors are independent under the 1940 Act and NYSE standards .
- Committees and roles:
- Audit Committee: Member; committee chaired by Maureen K. Usifer and composed solely of independent directors. The committee oversees financial reporting integrity, compliance, auditor independence, and AAI’s internal audit; Ms. Usifer designated as audit committee financial expert .
- Nominating and Governance Committee: Member; chaired by John J. Neuhauser; met twice in FY 2024 (and twice in FY 2023) to evaluate board effectiveness and identify qualified nominees .
Attendance and Engagement
| Year | Board Meetings Held | Brock Board Attendance | Audit Committee Meetings Held | Brock Audit Attendance | Annual Shareholder Meeting Attendance |
|---|---|---|---|---|---|
| 2023 | 4 (Growth), 4 (Equity) | Present at all | 4 | Present at all | None of the Trustees/Directors attended |
| 2024 | 4 (Growth), 4 (Equity) | Present at all | 4 | Missed August 2024 Audit Committee meeting | None of the Trustees/Directors attended |
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Aggregate Compensation from Equity Fund | $71,989 | $80,312 |
| Aggregate Compensation from Growth Fund | $27,011 | $29,188 |
| Total Compensation from Fund Complex | $99,000 | $109,500 |
| Bonus/Profit Sharing/Retirement Plan | None (Funds do not have such plans) | None (Funds do not have such plans) |
- Compensation reviewed by the Nominating and Governance Committee; no meeting fees disclosed; compensation appears cash-based without equity grants in the proxies .
Performance Compensation
| Component | Details | FY 2023 | FY 2024 |
|---|---|---|---|
| Performance-linked pay (bonus, options, RSUs/PSUs) | Not disclosed for independent directors; Funds state no bonus/profit sharing/retirement plan | None | None |
| Performance metrics (TSR, revenue, EBITDA, ESG) | Not disclosed/applicable for independent directors | N/A | N/A |
| Clawbacks/COC provisions | Not disclosed for directors in proxies | N/A | N/A |
Other Directorships & Interlocks
| Company/Entity | Role | Overlap/Interlock Risk |
|---|---|---|
| 1290 Funds | Trustee (since 2016) | No related-party conflict flagged in ASG proxies; all Trustees/Directors independent from AAI and principal service providers |
Expertise & Qualifications
- Extensive investment management and organizational experience as CEO of an SEC-registered investment adviser; open-end fund chair/trustee; adjunct graduate business school professor .
- Board leadership experience as independent Chairman since 2015; independence emphasized given AAI’s role and potential conflicts .
Equity Ownership
| As of Date | Equity Fund Shares | Growth Fund Shares | Dollar Range – Equity Fund | Dollar Range – Growth Fund | Aggregate Dollar Range (Family) | Ownership % of Outstanding |
|---|---|---|---|---|---|---|
| Dec 31, 2023 | 85,000 | 60,142 | $500,001–$1,000,000 | $100,001–$500,000 | $500,001–$1,000,000 | Each director and all directors/officers as a group owned <1% of each Fund’s shares |
| Dec 31, 2024 | 85,000 | 60,142 | $500,001–$1,000,000 | $100,001–$500,000 | $500,001–$1,000,000 | Each director and all directors/officers as a group owned <1% of each Fund’s shares |
- No hedging/pledging or related-party ownership flags disclosed; as of Dec 31, 2024, no independent trustee/director or immediate family members owned securities of AAI, Portfolio Managers, or their affiliates .
Governance Assessment
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Strengths:
- Independent Chair since 2015; all Trustees/Directors independent; Chair not affiliated with adviser, mitigating conflicts given AAI’s extensive role .
- Strong engagement: Full board attendance in 2023 and 2024; high audit committee participation (missed one meeting in August 2024) .
- Material personal investment in both Funds, indicating alignment; ownership ranges are among the highest listed in the proxy tables .
- No related-party transactions or adviser/manager security holdings by Brock or immediate family; Section 16(a) reporting compliance affirmed .
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Watch items / RED FLAGS:
- Missed August 2024 Audit Committee meeting (audit committees met four times in 2024); while not unusual, audit oversight absences are notable for committee members .
- No attendance at annual shareholder meetings in 2023 and 2024; Funds disclose no formal policy on director attendance at annual meetings. While typical for closed-end funds, some investors prefer visible engagement at shareholder meetings .
- Compensation increased year-over-year ($99,000 in FY 2023 vs. $109,500 in FY 2024 across fund complex), without explicit performance linkage; however, director pay is overseen by the Nominating and Governance Committee and remains cash-based with no bonus or equity plans disclosed .
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Overall: Brock’s long tenure, independence, chair role, and meaningful share ownership support board effectiveness and investor confidence. Monitoring committee attendance consistency and ongoing independence from service providers remains prudent .