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Michael D’Angelo

About Michael D’Angelo

Michael D’Angelo serves as Secretary of the Saba Capital Income & Opportunities Fund (BRW) since May 2021 and is the Chief Operating Officer and General Counsel of Saba Capital Management, L.P., the Fund’s investment adviser (DOB: 09/08/1978) . He is designated as agent for service and executes Fund agreements and regulatory filings on behalf of BRW and Saba entities, evidencing central operational/legal responsibility for the Fund’s capital markets activities and service-provider contracts . Officers are compensated by Saba Capital (not the Fund), and no officer-level pay details or performance targets are disclosed at the Fund level; as of March 31, 2025, D’Angelo reported no BRW share ownership .

Past Roles

OrganizationRoleYearsStrategic Impact
Saba Capital Management, L.P.Chief Compliance Officer / Authorized Signatory; Attorney-in-fact for Boaz Weinstein2019–2023Signed multiple Schedule 13D/13G filings and transaction schedules for BRW and related positions, indicating firm-level compliance leadership and delegated authority in securities reporting .
Saba Capital Management, L.P.COO and General Counsel2025–presentExecuted key BRW rights offering and service agreements as COO/GC (subscription/information agent agreements), managed notices, and legal execution for capital actions .
Saba Capital Income & Opportunities Fund (BRW)Secretary; Agent for ServiceSince May 2021Elected officer of BRW; signs Fund registration documents and service contracts; receives legal notices for BRW .

External Roles

OrganizationRoleYearsStrategic Impact
Not disclosed in Fund filingsNo additional public company or nonprofit board roles disclosed for D’Angelo in BRW’s proxy or registration statements .

Fixed Compensation

  • Officers (including Secretary) are compensated by Saba Capital or its affiliates and are not paid by the Fund; the proxy provides no officer-level base salary, target bonus, or cash compensation detail for D’Angelo .
  • The Fund has no standing compensation committee; Independent Trustees collectively consider compensation of Trustees and executive officers, but the Fund discloses no dollar amounts or structures for D’Angelo at the Fund level .

Performance Compensation

  • No D’Angelo-specific incentive plan, performance metrics, or vesting schedules (e.g., RSUs/PSUs/options) are disclosed at the Fund level .
  • Context: Portfolio managers (not D’Angelo) are paid by the Adviser with base salary, partner profit distributions, and discretionary bonuses; no PM comp is tied to Fund performance or AUM. This provides insight into Saba’s general pay philosophy but is not specific to D’Angelo .

Equity Ownership & Alignment

ItemAs-of DateDetail
BRW beneficial ownershipMar 31, 2025None ($0 range) disclosed for Michael D’Angelo .
BRW beneficial ownershipMar 31, 2024None ($0 range) disclosed for Michael D’Angelo .
Ownership as % of shares outstandingMar 31, 2025Not disclosed; no holdings indicated (Appendix C shows “None”) .
Vested vs. unvested sharesNot disclosed for D’Angelo .
Options outstanding (exercisable/unexercisable)Not disclosed for D’Angelo .
Shares pledged as collateralNot disclosed; no BRW holdings reported, so pledging not applicable on disclosed data .
Stock ownership guidelinesNot disclosed at Fund level for officers .
Section 16 reportingFY 2024Fund states Reporting Persons complied with applicable filing requirements during FY 2024 .

Employment Terms

TopicTerm / Disclosure
Officer appointment and tenureOfficers (including Secretary) are elected by the Board and hold office until successors are chosen/qualified or until earlier resignation/removal/disqualification .
Employment agreement termNot disclosed for D’Angelo at the Fund level .
Severance provisionsNot disclosed for D’Angelo at the Fund level .
Change-of-control provisionsNot disclosed for D’Angelo at the Fund level .
ClawbackNot disclosed for D’Angelo at the Fund level .
IndemnificationFund indemnifies Trustees and officers against liabilities/expenses, subject to limits (no indemnity for willful misfeasance, bad faith, gross negligence, reckless disregard; Securities Act policy caveat) .
Notice/Agent for serviceD’Angelo listed as agent for service for BRW and service contact in multiple agreements .

Additional Governance and Authority Signals

  • Powers of Attorney: Trustees granted Powers of Attorney appointing Michael D’Angelo (and others) as attorney-in-fact for certain filings regarding Saba Capital Income & Opportunities Fund II, indicating high trust and delegated authority .
  • Execution of Financing/Credit Agreements: D’Angelo signed security and credit agreement documents on behalf of BRW/Adviser in dealings with The Toronto-Dominion Bank, reinforcing his execution authority on debt facilities .
  • Codes of Ethics: Fund and Adviser codes govern personal trading by officers and covered persons; short-term trading of the Fund’s shares is prohibited; pre-clearance/reporting requirements apply; hedging/derivative arrangements are reviewed in trustee nomination processes .

Investment Implications

  • Alignment and selling pressure: D’Angelo reported no BRW share ownership as of March 31, 2025, implying no immediate insider selling pressure and limited direct equity alignment with BRW’s market price/NAV at that date . Officers are paid by the Adviser, not the Fund, and Fund filings do not disclose any officer-level performance-linked incentives tied to BRW’s results, which suggests pay alignment may be firm-level rather than fund-level . Contextually, Saba’s portfolio managers’ pay is not linked to Fund performance or AUM, though D’Angelo’s specific pay is not disclosed .
  • Retention/contract risk: No severance, change-of-control, or clawback terms are disclosed for D’Angelo, which limits visibility into retention economics under transitions or corporate events . Officer roles are Board-elected and at-will per Fund governance, offering flexibility but limited contractual protection/commitment disclosures .
  • Governance and execution: D’Angelo’s consistent role as signatory and agent across registration statements, rights offering documentation, and service/financing agreements indicates strong operational/legal control within BRW’s ecosystem, a positive for execution certainty in capital actions and service-provider management . Indemnification provisions protect officers within statutory limits, standard for registered funds .
  • Compliance/controls: Section 16 compliance and codes of ethics (short-term trading prohibition and pre-clearance) reduce governance risk and potential conflicts from personal trading by officers .

Key gaps: No disclosure of base salary/bonus, equity awards, performance metrics, severance, change-of-control, or ownership guidelines for D’Angelo at the Fund level; conclusions about his specific incentive alignment must therefore be limited to what filings reveal (officer paid by Adviser; no BRW holdings) .

Sources:
- Officer roles/tenure/DOB and compensation disclosure stance: **[826020_0001398344-25-009931_fp0093697-1_def14a.htm:18]** **[826020_0001398344-25-009931_fp0093697-1_def14a.htm:12]**  **[826020_0001213900-24-045406_ea0206582-01_def14a.htm:11]**
- Agent for service; execution authority in filings/agreements: **[826020_0001398344-25-012720_fp0094187-1_n2ixbrl.htm:0]** **[826020_0001999371-25-013586_saba-n2a_091825.htm:176]** **[826020_0001999371-25-014875_saba_posex-100725.htm:12]** **[826020_0001999371-25-014875_ex99-k3.htm:6]** **[826020_0001999371-25-014875_ex99-k4.htm:0]** **[826020_0001398344-25-015082_fp0094949-1_40appa.htm:15]** **[826020_0001999371-25-013586_ex99-k2.htm:12]** **[826020_0001999371-25-013586_ex99-k2i.htm:3]**
- Ownership (None) as of Mar 31, 2025 and Mar 31, 2024: **[826020_0001398344-25-009931_fp0093697-1_def14a.htm:18]** 
- Indemnification provisions: **[826020_0001999371-25-014875_saba_posex-100725.htm:7]**
- Codes of Ethics; Section 16 compliance; nomination procedures: **[826020_0001398344-25-009931_fp0093697-1_def14a.htm:14]** **[826020_0001213900-24-045406_ea0206582-01_def14a.htm:10]**
- Portfolio manager comp overview (context): **[826020_0001999371-25-013586_saba-n2a_091825.htm:176]**
- Powers of Attorney evidencing delegated authority: **[826020_0001999371-25-013586_ex99-t.htm:0]**