Michael A. Smart
About Michael A. Smart
Michael A. Smart (year of birth: 1960) is an Independent Trustee of Advent Convertible and Income Fund (AVK) and a Class II Trustee whose term runs through the 2026 annual meeting; he has served since the commencement of operation of the Fund. He is a Partner at Dominus Capital (2003–present) with prior senior roles in private equity and investment banking, providing board-relevant experience in financial, accounting, regulatory, governance, investment banking, and private equity matters .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CSW Private Equity | Managing Partner | 2003–2021 | — |
| First Atlantic Capital Ltd | Principal | 2001–2004 | — |
| Merrill Lynch & Co (Investment Banking) | Managing Director | 1992–2001 | — |
| The Carpediem Group | Founding Partner | 1990–1992 | — |
| Dillon, Read & Co. | Associate (investment bank) | 1988–1990 | — |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Dominus Capital | Partner | 2003–present | Current principal occupation |
| Autism Impact Fund | Investment Advisory Board | 2020–present | Current external advisory role |
| Sprint Industrial Holdings | Director/Board Role (implied) | 2007–present | Listed among current directorships held |
| Country Pure Foods | Director (former) | 2001–2006 | Former directorship |
| Berkshire Blanket Holdings, Inc. | Director (former) | 2006–2016 | Former directorship |
| Sqwincher Holdings | Director (former) | 2006–2015 | Former directorship |
| H2O Plus Holdings | Director (former) | 2008–2011 | Former directorship |
| The Mead School | Board role (former) | 2012–2016 | Former board involvement |
| The Wharton School | Board role (former) | 2000–2004 | Former board involvement |
Board Governance
- Independence: Smart is an Independent Trustee under Exchange Act Rule 10A-3; the Board comprises a supermajority of Independent Trustees .
- Committee assignments: Member of the Audit Committee; all Independent Trustees serve on the Audit Committee. The Nominating and Governance Committee is composed of all Independent Trustees (Smart included) and meets regularly in executive session .
- Lead Independent Director: Daniel L. Black serves as Lead Independent Trustee; Board chair is an Interested Trustee (Tracy V. Maitland) .
- Attendance and engagement: In FY2024 (ended Oct 31, 2024), the Board held 7 meetings; the Audit Committee held 4; and the Nominating & Governance Committee held 4. Each Trustee attended at least 75% of Board and applicable committee meetings, except Mr. Maitland; Smart met the ≥75% threshold .
| Governance Metric | FY 2024 |
|---|---|
| Board Meetings Held | 7 |
| Audit Committee Meetings Held | 4 |
| Nominating & Governance Committee Meetings Held | 4 |
| Attendance Threshold Met (≥75%) | Yes (for Smart) |
Fixed Compensation
Aggregate trustee compensation from AVK (cash retainer-based; equity not disclosed) shows a stable upward trend over time. Amounts below are for fiscal years ended October 31.
| Metric | FY 2020 | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|---|
| Aggregate Compensation from AVK (USD) | $85,250 | $83,000 | $83,500 | $94,500 | $94,500 |
Notes: The Fund is the only fund in the “Fund Complex,” and trustee compensation is reported as aggregate amounts by the Fund without further breakout into meeting fees or chair fees .
Performance Compensation
- No performance-based compensation, equity grants (RSUs/PSUs), option awards, or disclosed performance metrics for Trustees are reported in AVK’s proxy statements; compensation is presented solely as aggregate cash from the Fund .
Other Directorships & Interlocks
| Company/Organization | Type | Role | Tenure | Interlock/Conflict Note |
|---|---|---|---|---|
| Autism Impact Fund | Investment advisory entity | Advisory Board | 2020–present | No Fund-related conflicts disclosed |
| Sprint Industrial Holdings | Industrial company | Board role | 2007–present | No Fund-related conflicts disclosed |
| Country Pure Foods (former) | Food & beverage | Board role | 2001–2006 | Former role; no current interlock |
| Berkshire Blanket Holdings (former) | Consumer goods | Board role | 2006–2016 | Former role |
| Sqwincher Holdings (former) | Beverage | Board role | 2006–2015 | Former role |
| H2O Plus Holdings (former) | Personal care | Board role | 2008–2011 | Former role |
| The Mead School (former) | Education/non-profit | Board role | 2012–2016 | Former role |
| The Wharton School (former) | Academic | Board role | 2000–2004 | Former role |
Expertise & Qualifications
- Smart brings experience in financial, accounting, regulatory, governance, investment banking, private equity, and investment matters from roles as board member, managing partner, and operator across financial and operating companies .
Equity Ownership
As a closed-end fund, AVK reports trustee share ownership in dollar ranges (most recent years) and share counts historically. Trustees and officers collectively own under 1% of shares.
| Ownership Metric | Jul 31, 2020 | Aug 4, 2023 | Jul 25, 2024 | Aug 1, 2025 |
|---|---|---|---|---|
| Shares Owned (count) | 4,805 | — | — | — |
| Dollar Range of Equity Securities | $50,001–$100,000 | $50,001–$100,000 | $50,001–$100,000 | $50,001–$100,000 |
- Group ownership: As of Aug 1, 2025, each Trustee and officer individually, and Trustees/officers as a group, owned less than 1% of outstanding Shares .
- Ownership guidelines: The Nominating & Governance Committee charter includes responsibility to recommend policies regarding Fund share ownership by Board members; specific guideline levels are not disclosed in the proxy .
Governance Assessment
- Strengths: Independent status; participation on both standing committees; consistent attendance (≥75% in FY2024); relevant financial and investment skillset; personal share ownership of $50,001–$100,000 indicating alignment, albeit below 1% of outstanding shares .
- Board structure and oversight: Interested Trustee serves as Chair, but a Lead Independent Trustee (Daniel L. Black) chairs executive sessions and represents independent trustees; committees consist solely of Independent Trustees; the Board explicitly oversees risks including conflicts involving affiliates of Advent and Guggenheim .
- Compensation: Cash-only aggregate compensation with no performance-based components or equity awards; compensation levels increased from FY2020 to FY2024, remaining consistent across FY2023–FY2024, suggesting stability without pay anomalies .
- RED FLAGS: None evident specific to Smart—no low attendance, related-party transactions, pledging, or performance-linked pay concerns disclosed; note that the Board Chair is an Interested Trustee, but mitigated by Lead Independent structure and independent-only committee membership .
Investor confidence signal: Smart’s independent status, committee breadth, and consistent attendance, combined with meaningful but non-controlling share ownership and deep financial/PE background, support board effectiveness; absence of disclosed conflicts or performance-based pay for Trustees aligns with typical CEF governance practices .