Robin Melvin
About Robin A. Melvin
Robin A. Melvin (age 61) is an Independent Director (Class II) of BNY Mellon Municipal Bond Infrastructure Fund, Inc. (DMB) and has served on the Board since 2014, with the Fund’s Board composed entirely of Independent Directors, including the Chair, under the 1940 Act definitions of independence . Her background includes investment banking at Goldman Sachs, leadership roles in national and regional youth-mentoring nonprofits, and service overseeing a family office and foundation, alongside current trustee roles at HPS-managed BDC funds and a directorship at Northwestern Memorial Hospital .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Boisi Family Foundation & Family Office | Director; managed family office interface with investment managers, legal advisors, service providers | 1995–2012 | Oversight of investments and advisor relationships |
| Goldman Sachs Group, Inc. | Investment banker | Not disclosed (prior career) | Capital markets and financial expertise |
| MENTOR (national nonprofit) | Executive Director (NYC affiliate); VP (national affiliate network); VP Development; Senior VP, Strategy | Not disclosed (prior to departure) | Network leadership, strategy, development |
| Mentor Illinois | Co‑Chair; Board Member | Co‑Chair 2014–Mar 2020; Board 2013–Mar 2020 | State-level governance and program quality |
| Westover School | Trustee | 2019–June 2023 | Independent school governance |
| JDRF | Board Member | June 2021–June 2022 | Patient advocacy governance |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| HPS Corporate Lending Fund (BDC) | Trustee | Aug 2021–Present | Closed-end management investment company regulated as a BDC |
| HPS Corporate Capital Solutions Fund (BDC) | Trustee | Dec 2023–Present | Closed-end management investment company regulated as a BDC |
| Northwestern Memorial Hospital | Director, Board of Directors | Mar 2024–Present | Academic medical center governance |
Board Governance
- Independence: None of the Nominees or Continuing Directors (including Melvin) are “interested persons” under the 1940 Act; all Fund Directors, including the Chair, are Independent Directors .
- Committees: Standing Audit, Nominating, Compensation, and Litigation Committees; all are comprised of Independent Directors (except Mr. DiMartino does not serve on Compensation) .
- Committee membership: Audit Committee consists of all Directors; Melvin is listed as an Audit Committee Member in the Audit Committee Report .
- Meetings held (last fiscal year ended Feb 28, 2025): Board (6), Audit (7), Nominating (1); Litigation and Compensation did not meet .
- Attendance: All Continuing Directors and Board Nominees attended at least 75% of meetings of the Board and committees of which they were members; Directors did not attend last year’s annual meeting of stockholders .
- Governance context: An activist (Saba Capital Master Fund) submitted a non-binding proposal to declassify the Board; the Board recommends voting “AGAINST” and outlines rationale for a classified board to preserve continuity and independence .
Fixed Compensation
- Structure: Annual retainer and meeting attendance fees allocated among the Fund and other funds in the BNY Mellon Family of Funds based on net assets; Chair receives an additional 25%; travel and out-of-pocket expenses reimbursed; no bonus, pension, profit-sharing, or retirement plan .
| Metric | FY Ended Feb 28, 2025 | Source |
|---|---|---|
| Compensation from DMB (Fund) | $6,402 | |
| Aggregate Compensation from Fund Complex | $675,700 (68 portfolios) | |
| Reimbursed Office/Admin Costs (Fund) | ~$238 (Fund’s share of shared costs; not included above) |
Performance Compensation
- No performance-based compensation elements disclosed for Directors; the Fund states it does not have a bonus, pension, profit-sharing, or retirement plan .
Other Directorships & Interlocks
| Company/Entity | Type | Role | Tenure | Potential Interlock Notes |
|---|---|---|---|---|
| HPS Corporate Lending Fund | BDC (investment company) | Trustee | Aug 2021–Present | Investment industry overlap; no related‑party transactions disclosed |
| HPS Corporate Capital Solutions Fund | BDC (investment company) | Trustee | Dec 2023–Present | Investment industry overlap; no related‑party transactions disclosed |
| Northwestern Memorial Hospital | Nonprofit/Academic Medical Center | Director | Mar 2024–Present | Healthcare governance; non-operating to DMB strategy |
Expertise & Qualifications
- Financial experience: Former investment banker at Goldman Sachs; family office oversight (Boisi Family Foundation), interfacing with investment managers and advisors .
- Nonprofit leadership: Senior strategic roles at MENTOR; co-leadership at Mentor Illinois; board roles at Westover School and JDRF .
- Investment company governance: Current trustee roles at HPS-managed BDCs; long tenure as an Independent Director of the Fund .
Equity Ownership
| Holder | DMB Common Stock (Dollar Range) | Aggregate Holdings in BNY Mellon Family of Funds (Dollar Range) |
|---|---|---|
| Robin A. Melvin | None | $10,001–$50,000 |
- Group ownership: Directors and officers as a group beneficially owned less than 1% of DMB Common Stock as of June 25, 2025 .
- Shares of adviser/affiliates: As of Dec 31, 2024, none of the Nominees or Continuing Directors or immediate family members owned securities of the Investment Adviser or its controlled affiliates (other than registered investment companies) .
- Pledging/hedging: Not disclosed .
- Ownership guidelines: Not disclosed .
Governance Assessment
- Independence and oversight: Melvin is an Independent Director with Audit Committee participation, aligning with fund governance requirements and a Board composed entirely of Independent Directors; attendance thresholds met (≥75%) during the last fiscal year .
- Alignment concern (RED FLAG): Melvin had no DMB Common Stock holdings as of Dec 31, 2024, which may weaken “skin‑in‑the‑game” alignment; the Fund reports group holdings <1% and no director ownership in adviser affiliates .
- Pay structure: Cash retainer/meeting fees only at the Fund level ($6,402), with substantial aggregate compensation across a large fund complex ($675,700, 68 portfolios), indicating multi‑fund board service; no at‑risk or equity‑based pay .
- Board effectiveness context: Elevated governance risk from active declassification campaign; Board opposes declassification, citing continuity, independence, and closed‑end structure considerations—investors should monitor outcomes given potential changes in control dynamics and strategy .
- Related‑party/transactions: No specific related‑party transactions or conflicts involving Melvin disclosed; Nominating Committee charter screens for competing financial services affiliations, and committee composition remains independent .
- Shareholder engagement signals: Directors did not attend last year’s annual meeting; voting logistics and costs are detailed, with strong Board messaging urging votes against declassification, reflecting an assertive stance on governance structure .
Overall, Melvin brings financial and nonprofit governance expertise and is active on the Audit Committee, but zero ownership in DMB is a notable alignment gap; the broader activism over board classification is a key governance watchpoint for investor confidence .