Lloyd A. Wennlund
About Lloyd A. Wennlund
Independent trustee of Calamos Dynamic Convertible and Income Fund (CCD) since 2018 with a career spanning more than 25 years in asset management operations, fund governance, and distribution. Year of birth 1957; MBA; prior Executive Vice President at Northern Trust with leadership roles across mutual fund complexes; currently chairs the Valuation Committee and serves on Audit and Governance Committees for the Calamos closed‑end funds complex .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Northern Trust Company | Executive Vice President | 1989–2017 | Senior leadership across asset management operations |
| Northern Funds & Northern Institutional Funds | President and Business Unit Head | 1994–2017 | Led fund complex business unit |
| Northern Trust Investments | Director | 1998–2017 | Board oversight at adviser affiliate |
| Investment Company Institute (ICI) | Governor; Executive Committee member | 2004–2017; 2011–2017 | Policy and industry governance participation |
| SIFMA | Advisory Council; Private Client Services Committee; Private Client Steering Group | 2006–2017 | Industry advocacy and standards |
| Chicago Advisory Board of The Salvation Army | Board Member | 2011–2019 | Community nonprofit oversight |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Datum One Series Trust | Trustee and Chairman | Since 2020 | Independent mutual fund trust leadership |
| Bates Group, LLC | Expert Affiliate | Since 2018 | Financial services consulting/expert testimony |
Board Governance
- Current CCD committees: Audit Committee member; Governance Committee member; Valuation Committee Chair. Committee members are “independent” under NASDAQ rules and not “interested persons” under the 1940 Act; the Valuation Committee oversees fair value methodologies and pricing processes .
- Meeting cadence (FY ended Oct 31, 2024): Board 6; Audit 4; Governance 2; Valuation 4; Dividend Committee acted by written consent 12 times; all trustees and committee members attended at least 75% of applicable meetings .
- Board leadership: Chairman is an “interested person”; the Board designates a Lead Independent Trustee (John E. Neal) to lead independent oversight and agendas; boards meet regularly in-person and as needed by phone .
- Election status/tenure: Trustee since 2018; up for re‑election in 2025 for a three‑year term beginning June 23, 2025 and running to the 2028 annual meeting if elected .
- Portfolios overseen: 68 portfolios in the Calamos funds complex .
Fixed Compensation
- Structure for non‑interested trustees (applies to Wennlund): $210,000 annual retainer; supplemental retainers of $40,000 (Lead Independent Trustee), $20,000 (Audit Chair), and $10,000 (any other committee chair); special meeting fees of $7,000 (in‑person) or $3,500 (telephonic). “Interested” trustees receive no trustee fees .
- Deferred Compensation Plan available to non‑interested trustees (elective deferral of fees; notionally valued to Class I fund shares; paid in lump sum or 5 annual installments at retirement); each fund’s obligation limited to its own plan liabilities .
Director compensation paid to Lloyd A. Wennlund (FY ended Oct 31, 2024)
| Fund | Amount ($) |
|---|---|
| CHI | 7,255 |
| CHY | 7,725 |
| CSQ | 19,605 |
| CGO | 2,241 |
| CHW | 4,754 |
| CCD | 5,403 |
| CPZ | 3,737 |
| Fund Complex Total | 221,250 |
Performance Compensation
| Component | Details |
|---|---|
| Equity/Option awards | None disclosed for non‑interested trustees; compensation is cash retainers/meeting fees |
| Performance metrics (revenue, EBITDA, TSR, ESG) | Not applicable to trustee compensation structure |
| Clawbacks / tax gross‑ups | Not disclosed for trustees in the proxy |
| Deferred compensation | Elective participation permitted under the trustees’ Deferred Compensation Plan |
Other Directorships & Interlocks
| Company/Entity | Type | Role | Potential Interlock/Notes |
|---|---|---|---|
| Datum One Series Trust | Investment company | Trustee & Chairman | Unaffiliated fund trust; no disclosed CCD conflict |
| Bates Group, LLC | Consulting | Expert Affiliate | External expert testimony/consulting; no disclosed CCD conflict |
No other public company directorships are disclosed for Mr. Wennlund in the proxy statement .
Expertise & Qualifications
- MBA; more than 25 years of financial services experience; board service across investment companies; deep operating experience leading large mutual fund complexes (Northern) .
- Regulatory and industry governance experience (ICI Governor/Executive Committee; SIFMA councils/committees) .
- Valuation oversight expertise (Chair, Valuation Committee) in fair value methodologies and NAV calculation oversight .
Equity Ownership
Beneficial ownership as of March 31, 2025 (Rule 13d‑3/16a‑1 definitions)
| Holder | CCD Shares | Ownership % | Notes |
|---|---|---|---|
| Lloyd A. Wennlund | 0 | <1% | Listed as “None” range for CCD in dollar‑range table; 0 shares shown in beneficial holdings table |
| CCD Shares Outstanding (record date May 5, 2025) | 27,054,934 | — | For context on % ownership |
No pledging or hedging of CCD shares by Mr. Wennlund is disclosed in the proxy. Beneficial ownership across the funds family for Mr. Wennlund includes $10,001–$50,000 in CPZ; none in CCD, CHI, CHY, CSQ, CGO, CHW as of March 31, 2025 .
Governance Assessment
- Strengths: Independent status; chairs Valuation Committee and sits on Audit and Governance—high‑influence roles for controls/oversight. Attendance was robust at the board/committee level (>75% across trustees); formal independent committee charters and use of independent counsel bolster governance quality .
- Alignment: Cash‑only fee structure avoids option‑related risk taking; deferred comp option modestly aligns long‑term interests. However, zero CCD share ownership may be viewed as weaker “skin‑in‑the‑game” relative to best‑practice ownership expectations for independent directors .
- Conflicts/Related‑party: No specific related‑party transactions disclosed involving Mr. Wennlund; committees comprised solely of independent trustees reduce conflict risk .
- Engagement: Boards met regularly (6 times) with committee activity (Audit 4; Governance 2; Valuation 4). The funds do not require annual meeting attendance by trustees (six trustees attended the 2024 annual meeting), but overall attendance thresholds were met .
Net view: Wennlund brings seasoned fund governance, valuation oversight, and industry policy experience to CCD. Independence and committee leadership are positives; the primary alignment watch‑item is the lack of CCD share ownership, which some investors may scrutinize in pay‑for‑performance/alignment frameworks .