Patrick Keniston
About Patrick Keniston
Patrick Keniston is the Chief Compliance Officer (CCO) of Saba Capital Income & Opportunities Fund (BRW), serving since June 2021. His date of birth is January 18, 1964 (age 61, derived from DOB), and his external role is Managing Director at Foreside Fund Officer Services, LLC (since 2008), which provides third‑party compliance officer and treasurer services to the Fund; officers are not paid by the Fund and are compensated by Saba Capital or its affiliates/service providers . BRW’s reported total investment returns at NAV during Keniston’s tenure were −0.95% (FY 2022), 9.63% (FY 2023), 12.77% (FY 2024), and 7.10% for the six months ended April 30, 2025; market price returns were −5.12%, 7.31%, 18.00%, and 9.26%, respectively .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ACA Global | Senior Principal Consultant | Since 2008 (as of 2023 proxy) | Compliance consulting; prior outsourced CCO support model referenced in Board risk oversight framework |
| BRW | Chief Compliance Officer | Since June 2021 | Officer providing compliance reporting to Board; Board receives reports from CCO as part of risk oversight |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Foreside Fund Officer Services, LLC (Address: 3 Canal Plaza, Portland, ME 04101) | Managing Director | Since 2008 | Third‑party compliance officer and treasurer services provider to BRW; supports Board’s risk oversight via CCO reporting |
Fixed Compensation
- Officer compensation is not paid by the Fund; officers are compensated by Saba Capital or its affiliates/service providers. The proxy does not disclose base salary, bonus, or equity award amounts for officers of the Fund .
- Foreside provides third‑party CCO and treasurer services, indicating Keniston’s compensation is via the external service provider and not through BRW; no Fund‑level officer pay metrics are presented .
Performance Compensation
- No disclosures of performance‑linked incentive metrics, vesting schedules, or payout formulas for Fund officers; BRW proxies address trustee compensation and state officers are not paid by the Fund .
Equity Ownership & Alignment
| Item | Value | Source |
|---|---|---|
| Dollar range of BRW shares owned (Keniston) | $0 | |
| Officers ≥1% ownership of outstanding shares? | No officer or trustee owned 1% or more as of record date | |
| Common shares outstanding (Fund) | 42,529,493.52 | |
| Insider trading controls | Codes of Ethics require pre‑clearance; prohibit short‑term trading of Fund shares; personal trading subject to restrictions |
Note: Appendix tables across 2022–2025 proxies show “None/$0” dollar range for officers, including Keniston .
Employment Terms
- Role: Chief Compliance Officer of BRW; address listed for Keniston via Foreside Fund Officer Services, LLC .
- Model: Outsourced CCO function; Board receives regular reports from the CCO as part of risk oversight; Foreside explicitly identified as service provider for CCO and treasurer services .
- Severance, change‑of‑control, non‑compete, clawbacks: Not disclosed at the Fund level for officers; proxies state officers are not paid by the Fund and do not include officer employment agreements or golden‑parachute terms .
Fund Performance During Keniston’s Tenure
| Metric | FY Feb 2021 | Period Oct 2021 | FY 2022 | FY 2023 | FY 2024 | H1 FY 2025 (Apr 30, 2025) |
|---|---|---|---|---|---|---|
| Total Investment Return – NAV (%) | −2.14% | 2.84% | −0.95% | 9.63% | 12.77% | 7.10% |
| Total Investment Return – Market Price (%) | −1.59% | 4.57% | −5.12% | 7.31% | 18.00% | 9.26% |
- Average annual returns as of April 30, 2025: 1‑year NAV 16.99%, market 22.72%; 3‑year NAV 9.60%, market 10.43%; 5‑year NAV 9.34%, market 10.64% .
- Since Saba began managing the Fund (June 4, 2021): cumulative total investment return at NAV 7.90% and market 8.03% .
Risk Indicators & Red Flags
- Section 16 initial Form 3 filings were not filed timely for Keniston and certain officers when they became reporting persons in 2021, though overall compliance for FY 2021 was otherwise stated as compliant .
- The Fund explicitly discloses dependence on service providers, including the Principal Financial Officer and Chief Compliance Officer, and indemnifies advisers and service providers; errors or misconduct could have adverse effects .
- Codes of Ethics prohibit short‑term trading of Fund shares and require pre‑clearance, mitigating hedging/pledging risks; no pledging by officers is disclosed .
Compensation Structure Analysis
- Officer compensation not tied to Fund performance at the Fund level; no disclosed at‑risk pay, metrics, or vesting schedules for the CCO. This suggests minimal direct pay‑for‑performance linkage for Keniston in Fund filings .
- No evidence of option repricing, retention bonuses, or tax gross‑ups for officers in proxies; trustee compensation is disclosed separately, but officer compensation is not .
Say‑on‑Pay & Shareholder Feedback
- BRW proxies focus on trustee compensation and governance; no say‑on‑pay votes for officers of the Fund and no officer compensation tables are presented .
Investment Implications
- Alignment: Reported $0 ownership of BRW shares and lack of disclosed officer equity awards imply limited direct ownership alignment for Keniston; however, the Codes of Ethics restrict personal trading and short‑term activity .
- Retention risk: As an outsourced CCO via Foreside, continuity depends on service provider arrangements; the Fund highlights dependence on service providers and the CCO’s role in Board risk oversight, making service provider stability a governance lever .
- Trading signals: With no reported beneficial ownership and prohibitions on short‑term trading, insider selling pressure from Keniston appears minimal; Section 16 timeliness issues in 2021 are a modest process red flag but not an ongoing selling signal .
- Performance context: Fund returns during Keniston’s tenure have improved materially since FY 2022 at both NAV and market; while the CCO does not set investment strategy, stable compliance oversight supports operational execution and risk controls .