John E. Neal
About John E. Neal
John E. Neal is the Lead Independent Trustee of CCD since July 2019 and has served as a trustee of CCD since 2015; he was born in 1950 and is a retired private investor with an MBA . He oversees 70 portfolios across the Calamos fund complex and is the only trustee overseeing the Calamos Aksia Alternative Credit and Income Fund and the Calamos Aksia Private Equity and Alternatives Fund, indicating broad governance scope . His current external roles include Director at Equity Residential Trust (public REIT) and Director at Creation Investments; prior roles include Director at Centrust Bank (until 2024), Director at Neuro-ID (until 2021), and Partner at Linden LLC (until 2018) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Linden LLC (healthcare private equity) | Partner | Until 2018 | Private equity operating experience |
| Centrust Bank (Northbrook, IL) | Director | Until 2024 | Community bank governance |
| Neuro-ID (risk analytics) | Director | Until 2021 | Technology/analytics oversight |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Equity Residential Trust (REIT) | Director | Current | Large-cap REIT governance |
| Creation Investments (microfinance) | Director | Current | Emerging markets/impact investing oversight |
Board Governance
- Independence: Neal is a non-interested trustee; all members of the Audit and Governance Committees (including Neal) are “independent” per NASDAQ rules and not “interested persons” under the 1940 Act .
- Committee assignments: Member of the Audit Committee (Audit Committee Financial Expert designation) and Governance Committee; both committees have written charters and perform auditor oversight and nominations/board effectiveness respectively .
- Executive Committee: Neal and John P. Calamos, Sr. serve on the Executive Committee with delegated authority between board meetings; Calamos is an interested trustee .
- Lead Independent Trustee responsibilities: Serves as liaison with the adviser; reviews/approves agendas with the Chair; leads independent trustees; boards meet in person four times per year with additional special meetings as needed; independent trustees retain independent legal counsel .
- Terming/class: Neal’s trustee term expires at the 2027 annual meeting (staggered board structure) .
Fixed Compensation
| Component | Amount/Detail | Notes |
|---|---|---|
| Annual retainer (non-interested trustees) | $210,000 | Fund complex retainer |
| Supplemental retainer – Lead Independent Trustee | $40,000 | Neal is Lead Independent Trustee |
| Supplemental retainer – Audit Chair | $20,000 | Audit Chair is Rybak (not Neal) |
| Supplemental retainer – Other committee chairs | $10,000 | Governance Chair is Breen (not Neal) |
| Special meeting attendance (in person) | $7,000 per meeting | Applies to special meetings |
| Special meeting attendance (telephone) | $3,500 per meeting | Applies to special meetings |
| FY2024 fees attributed to CCD (Neal) | $5,935 | Fiscal year ended Oct 31, 2024 |
| FY2024 total fund complex fees (Neal) | $301,250 | Includes any deferred amounts |
Performance Compensation
| Metric/Plan Feature | Disclosure | Neal-specific Data |
|---|---|---|
| Equity awards (RSUs/PSUs), options, performance metrics | Not disclosed for trustees in proxy; trustee pay is cash retainer + meeting/chair supplements | N/A |
| Deferred Compensation Plan (non-interested trustees) | Trustees may elect to defer compensation; accounts track the value as if invested in designated Class I shares of Calamos Investment Trust funds; payments in lump sum or 5 annual installments upon retirement; fund obligations are general obligations of each fund | Neal’s deferred compensation account value: $3,153,951 as of Oct 31, 2024 |
Other Directorships & Interlocks
| Company | Role | Relationship to CCD/Calamos | Potential Interlock/Conflict Note |
|---|---|---|---|
| Equity Residential Trust | Director | No disclosed commercial relationship with CCD | No related-party transaction disclosed |
| Creation Investments | Director | No disclosed commercial relationship with CCD | No related-party transaction disclosed |
Expertise & Qualifications
- Audit Committee Financial Expert; board determined members (including Neal) are financially literate with prior accounting/financial management experience .
- MBA; more than 25 years of financial services industry experience; multi-year service across the Calamos funds .
- Oversees 70 portfolios across the complex; unique oversight responsibility for Calamos Aksia alternative and private equity funds, indicating broader mandate and exposure to complex strategies .
Equity Ownership
| Holder | CCD Shares Beneficially Owned | % of Outstanding |
|---|---|---|
| John E. Neal | 0 | <1% (asterisk indicates less than 1%) |
| Trustees & officers as a group (15 persons) | 1,388,960 | 5.2% |
Insider Trades and Section 16
| Item | Disclosure |
|---|---|
| Section 16(a) compliance | Trustees/officers and adviser complied with all applicable filing requirements in last fiscal year; except as otherwise stated, no person beneficially owns >10% of a class |
Governance Assessment
- Strengths: Independent Lead Trustee role enhances oversight; active membership in Audit and Governance Committees; Audit Committee Financial Expert designation supports financial rigor; independent trustees retain independent counsel; structured committee architecture and regular meeting cadence .
- Alignment and incentives: Compensation is cash-based with supplemental fees tied to leadership/chair roles; Neal’s deferred compensation aligns with fund performance via measuring shares, creating economic exposure to Calamos funds broadly .
- Potential concerns: Neal reports zero direct beneficial ownership of CCD shares, which may modestly weaken “skin-in-the-game” alignment at the fund level (though group ownership is 5.2% and trustees may align via deferred accounts) .
- Conflicts/related-party: No related-party transactions involving Neal are disclosed; Investment Management Agreement with Calamos Advisors is a standard adviser arrangement overseen by independent trustees and committees .
- Attendance/engagement: Boards meet four times per year in person and additionally as needed; specific individual attendance rates are not disclosed, but Lead Independent responsibilities suggest strong engagement with agendas and independent oversight .