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John M. Perlowski

John M. Perlowski

President and Chief Executive Officer at BlackRock Technology & Private Equity Term Trust
CEO
Executive
Board

About John M. Perlowski

John M. Perlowski (born 1964) serves as Director/Trustee and as President and Chief Executive Officer of BlackRock Technology and Private Equity Term Trust (BTX). He has been President and CEO of the BlackRock closed‑end funds since 2011 and a Director/Trustee since 2014, and is a Managing Director at BlackRock, Inc. and Head of BlackRock Global Accounting and Product Services since 2009 . He is designated an “interested person” under the 1940 Act due to his BlackRock affiliation and is a member of the Executive Committee of the funds’ Boards . Recent fund context: BTX (formerly BIGZ) changed its name, revised strategy to focus on technology and private equity, and changed portfolio leadership in February 2025; the Board also proposed concentration and non‑diversified status changes for shareholder vote . Activism/discount dynamics include a large 13D holder (Saba at 27.73% of shares) and standstill agreements, including a tender offer commitment to repurchase 50% of shares at 99.5% of NAV—material for discount management and trading .

Past Roles

OrganizationRoleYearsStrategic impact
Goldman Sachs Asset ManagementManaging Director & COO, Global Product Group; Treasurer & SVP, Goldman Sachs Mutual Funds; Director, Goldman Sachs Offshore FundsNot disclosedCross‑firm product/operations leadership; fund treasury/governance expertise relevant to closed‑end fund oversight

External Roles

OrganizationRoleYearsStrategic impact
Family Resource Network (charitable)Advisory DirectorSince 2009Community/charitable governance; minimal direct investment impact
BlackRock (Funds in Multi‑Asset Complex)Board member (fund boards)Not disclosedCross‑complex governance and oversight experience

Fixed Compensation

With the exception of the CCO, executive officers (including the President/CEO) receive no compensation from the Funds; Messrs. Perlowski and Fairbairn serve without compensation from the Funds due to their BlackRock affiliation .

ComponentAmount from BTX/FundsNotes
Base salary$0Executive officers are compensated by BlackRock, not by the Funds
Target annual bonusN/ANot paid by the Funds
Actual annual bonusN/ANot paid by the Funds
Benefits/perquisitesN/ANot paid by the Funds

Performance Compensation

No fund‑paid equity, options, or performance cash programs apply to Mr. Perlowski in his capacity as President/CEO of BTX; compensation metrics (e.g., revenue/EBITDA/TSR) are not disclosed at the Fund level for executives employed by BlackRock .

MetricWeightingTargetActualPayoutVesting
Not applicable (no fund‑paid incentive plan)

Equity Ownership & Alignment

ItemDetail
Total BTX shares owned7,100.0000 Common Shares
% of outstanding BTX shares~0.0033% (7,100 / 213,338,148) using shares outstanding as of 2/19/2025
Ownership typeDisclosed as direct common shares in BTX fund ownership table (no options/DSUs shown for interested trustees)
Vested vs. unvestedNot disclosed (no fund‑granted RSUs/PSUs/options to interested trustees)
Options (exercisable/unexercisable)Not disclosed/applicable at Fund level
Shares pledged as collateralNot disclosed
Ownership guidelinesNot disclosed for interested trustees (independent Board Members may defer cash retainers; not equity guidelines)
Other fund holdingsHolds shares in other BlackRock funds (e.g., DSU, FRA) per complex‑wide ownership table

Employment Terms

TermDisclosure
Employment start at FundsPresident & CEO since 2011; Director/Trustee since 2014
EmployerBlackRock, Inc. (MD; Head of Global Accounting and Product Services since 2009)
Contract term/auto‑renewalNot disclosed at the Fund level
Severance / Change‑of‑controlNot disclosed at the Fund level (executive officers receive no compensation from the Funds)
Clawback provisionsNot disclosed at the Fund level
Non‑compete / Non‑solicitNot disclosed at the Fund level
Post‑termination consultingNot disclosed

Board Governance (Dual‑Role Implications)

  • Role and independence: Mr. Perlowski is both President/CEO and Director/Trustee, and is an “interested person” due to his BlackRock role—he is not independent . He serves on the Executive Committee (a governance body of the Boards) .
  • Board leadership: The Chair of the Boards is independent (R. Glenn Hubbard), and there are standing committees (Audit, Governance, Compliance, Performance Oversight, Discount, Securities Lending, Executive), which can mitigate dual‑role concentration .
  • Proxy card authority: Mr. Perlowski is named, alongside the Treasurer, as proxy holder for shareholder meetings, underscoring his central role in fund governance processes .

Director Compensation (Context; Mr. Perlowski receives none from the Funds)

Compensation elementAmount (annual)
Independent Board Member base retainer$370,000
Chair of the Boards (additional)$140,000
Vice Chair of the Boards (additional)$84,000
Committee chair retainersAudit $55,000; Performance Oversight $42,500; Compliance $50,000; Governance $42,500; Discount $25,000; Securities Lending $20,000
Committee member retainersAudit $30,000; Compliance $25,000; Governance $25,000; Discount $20,000; Securities Lending $15,000
Deferred comp (Independents)Up to 50% may be deferred into fund‑linked equivalents; unfunded obligations of the funds
Mr. Perlowski compensation from Funds$0 (interested trustee/officer affiliated with BlackRock)

Performance & Track Record (Fund Context)

ItemDisclosure
Structural/strategy changesName change to BTX; revised strategy to concentrate in technology and private companies; portfolio management change to Tony Kim and Reid Menge (2/20/2025)
Policy proposals (2025 vote)Amend concentration policy to allow tech industry concentration; change classification to non‑diversified
Capital actions/activismSaba 13D at 27.73% of shares; Saba standstill includes a tender offer for 50% of shares at 99.5% of NAV; separate Karpus standstill (now amended)
Shares outstanding / managed assets (Record Date 2/19/2025)213,338,148 shares; $1,807,823,141.93 managed assets

Compensation Structure Analysis (Alignment Signals)

  • Executive fund‑level pay: No fund‑paid salary/bonus/equity for Mr. Perlowski; incentives sit at BlackRock, not directly linked to BTX NAV/discount/alpha—potential misalignment with CEF shareholder outcomes .
  • Board compensation: Independent directors receive cash retainers with optional deferral; no equity‑linked grants typical of operating companies—limits equity‑driven governance incentives at the Fund level .
  • Ownership: Mr. Perlowski’s direct BTX holdings are modest (7,100 shares, ~0.0033% of outstanding), implying limited direct economic exposure to BTX’s discount/NAV performance .

Risk Indicators & Red Flags (from filings)

  • Governance/independence: Dual role as President/CEO and interested trustee; mitigants include independent Chair and committee structure .
  • Shareholder activism: High ownership concentration (Saba 27.73%) and standstill‑linked tender offer introduce event risk and trading catalysts around discount/NAV dynamics .
  • Related party/loans/pledging: No pledging or related‑party transactions involving Mr. Perlowski disclosed in the provided materials; not otherwise disclosed.

Say‑on‑Pay & Peer Group

  • Closed‑end funds typically do not present say‑on‑pay for fund executives; no compensation peer group or say‑on‑pay results are disclosed for BTX in the cited materials .

Investment Implications

  • Alignment: Mr. Perlowski’s compensation is paid by BlackRock (not the Fund), and his disclosed BTX share ownership is small; governance alignment relies more on independent Board oversight than on management equity exposure .
  • Trading catalysts: The Saba standstill/tender offer (50% at 99.5% of NAV) is a major near‑term catalyst for discount convergence; monitoring execution timeline and any amendments is critical for trading strategies .
  • Strategy shift risk/return: The pivot to a concentrated tech/private‑equity strategy with new PMs raises execution risk and performance dispersion potential; non‑diversified status heightens idiosyncratic risk—key for assessing discount volatility and income stability .
  • Governance checks: Independent Chair and active committees provide structural mitigants to dual‑role concerns, but investors should track Board actions on discount management and shareholder engagement given elevated activist ownership .