Kinchen C. Bizzell
About Kinchen C. Bizzell
Kinchen C. Bizzell, CFA, is an Independent Trustee of Bancroft Fund Ltd. (BCV), serving since 2008; he was born in 1954. He is Managing Director at Drexel Hamilton (securities broker-dealer), and previously held senior roles in investment banking, investor relations, and law; he holds a J.D. from Duke University and a B.A. from North Carolina State University, is a member of the New York State Bar, and maintains extensive FINRA principal and analyst registrations (Series 86/87; 27, 24, 53, 4). He serves on BCV’s Audit Committee and is designated “financially literate” by the Board.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Drexel Hamilton | Managing Director | Not disclosed | Securities broker-dealer leadership; compliance/regulatory expertise |
| CAVU Securities | Managing Director; Compliance Officer; Financial Institution Group Investment Banker | 2013–2016 | Institutional broker-dealer responsibilities |
| Burson-Marsteller | Investor Relations Managing Director | 1998–2003 | Advised on earnings warnings/restatements, M&A, bankruptcies |
| Mendes & Mount (law firm) | Partner | Not disclosed | Counsel to Lloyd’s of London/British insurers |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Public company boards (past 5 years) | None disclosed | — | — |
BCV reports Mr. Bizzell oversees two portfolios in the Gabelli Fund Complex and serves on another fund’s Audit Committee.
Board Governance
- Independence: Classified as an Independent Trustee under the Investment Company Act; Board indicates Independent Trustees chair all committees.
- Committee assignments: Audit Committee member; committee chaired by Daniel D. Harding, who serves as Audit Committee Financial Expert; all members “financially literate.”
- Committee activity: Audit Committee met two times in fiscal year ended September 30, 2024 (also two times in FY 2023).
- Nominating Committee (composition/chair): Three Independent Trustees (Melarkey, Chairman; Fahrenkopf; Platt); met once in FY 2024 (once in FY 2023).
- Board leadership: James P. Conn is Lead Independent Trustee; Independent Trustees meet regularly in executive session.
- Meetings/attendance: Board met four regular quarterly meetings in FY 2024; each Trustee then serving attended at least 75% of Board and applicable committee meetings.
- Annual meeting attendance: The Fund does not expect Trustees to attend; no Trustee or nominee attended the annual meeting on May 13, 2024.
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual retainer (Independent Trustees and certain Interested Trustees) | $8,500 | Paid by BCV |
| Board meeting fee | $1,000 per meeting | Paid by BCV |
| Committee meeting fee (members) | $500 per meeting | Paid by BCV |
| Audit Committee Chairman | $2,000 annual fee | Not applicable to Bizzell (member) |
| Nominating Committee Chairman | $2,000 annual fee | — |
| Lead Independent Trustee | $1,000 annual fee | — |
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Aggregate Compensation from the Fund ($) | $13,500 | $13,500 |
| Metric | CY 2023 | CY 2024 |
|---|---|---|
| Aggregate Compensation from Fund & Fund Complex ($) | $28,000 | $27,000 |
| Number of Investment Companies/Portfolios (Fund Complex) | 2 | 2 |
Board-wide remuneration (excluding expenses) totaled $134,307 in FY 2023 and $125,750 in FY 2024.
Performance Compensation
| Performance-linked element | Status | Source |
|---|---|---|
| Equity awards (RSUs/PSUs) | Not disclosed for Trustees; policy specifies cash retainer and meeting fees | |
| Options/vesting schedules | Not disclosed for Trustees | |
| Pay-for-performance metrics (TSR, revenue, ESG) | Not disclosed/applicable for Independent Trustees | |
| Clawbacks/COC provisions (directors) | Not disclosed |
Other Directorships & Interlocks
| Company | Role | Overlap/Interlock | Notes |
|---|---|---|---|
| Other public company boards | None disclosed | N/A | BCV table shows “—” under other directorships for Bizzell |
| Gabelli Fund Complex (other fund) | Audit Committee member | Complex-wide governance | Serves in same capacity for another fund |
| Adviser/affiliate-controlled entities (interests) | None listed for Bizzell | N/A | Table of independent trustees’ interests does not list Bizzell |
Expertise & Qualifications
- CFA charterholder; J.D.; New York State Bar member.
- FINRA licenses: Research Analyst (Series 86/87) and Principal registrations for Financial/Operations, General Securities, Municipal Securities, Registered Options (Series 27, 24, 53, 4).
- Board designation: “Financially literate”; Audit Committee oversight experience; cross-fund audit committee participation.
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding | Dollar Range in BCV | Dollar Range in Fund Complex | As-Of Date |
|---|---|---|---|---|---|
| Kinchen C. Bizzell | 6,215 Common Shares | Less than 1% | D ($50,001–$100,000) | E (Over $100,000) | December 31, 2024 |
Beneficial Ownership determined per Rule 13d-3 of the Exchange Act; dollar ranges per proxy definitions.
Governance Assessment
- Strengths: Long-serving independent director (since 2008) with deep securities, compliance, and audit oversight experience; designated financially literate; active Audit Committee member; holds meaningful personal share ownership in BCV and across the complex.
- Compensation alignment: Cash-only structure (retainer/meeting fees) reduces pay-for-performance distortion; personal holdings provide alignment despite absence of equity grants for directors.
- Engagement and oversight: Board and Audit Committee met regularly (Board: 4; Audit: 2); minimum 75% attendance achieved by all Trustees; cross-fund committee service suggests broader governance visibility.
- RED FLAGS:
- Annual meeting engagement: No Trustee or nominee attended the May 13, 2024 annual meeting; the Fund does not expect Trustees to attend, which may be viewed as a shareholder engagement gap.
- Limited committee meeting frequency: Audit Committee met twice in FY 2024, which is typical for CEFs but offers fewer touchpoints; investors may prefer more frequent audit oversight depending on risk profile.
- Conflicts: No reportable interests for Bizzell in adviser-controlled entities; independence affirmed; Independent Trustees chair all committees; Lead Independent Trustee in place.