Nicolas W. Platt
About Nicolas W. Platt
Independent trustee of Ellsworth Growth and Income Fund Ltd. (ECF) since 1997; currently one of two trustees elected solely by holders of the Fund’s Preferred Shares, with his term scheduled to expire at the 2027 Annual Meeting of Shareholders. Private investor with prior senior roles at FTI Consulting and WPP subsidiaries; 13 years in leadership at the New York Stock Exchange and American Stock Exchange, including oversight of listing efforts; member of the NYSE American LLC Committee on Securities. Education: Bachelor’s degree from Skidmore College; M.A. in Economics from Columbia University. Year of birth: 1953. Committee assignments: Nominating Committee and ad hoc Proxy Voting Committee.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| FTI Consulting Inc. | Managing Director | March 2009–May 2011 | Senior leadership at international financial consulting firm |
| WPP Group plc (Ogilvy Worldwide; Young & Rubicam – Burson-Marsteller corporate practice) | Senior executive | Prior to March 2009 | Corporate practice leadership at global communications subsidiaries |
| New York Stock Exchange; American Stock Exchange | Leadership roles | 13 years | Oversaw AMEX domestic/international listing efforts; liaison to investment banking community |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| NYSE American LLC Committee on Securities | Member | Current | Reviews continued listing qualifications for companies |
| Township of Harding, New Jersey | Mayor | 2013–2016 | Municipal leadership |
| Township of Harding, New Jersey | Committee Member | Current | Local governance |
| State of New Jersey | Bipartisan “Czar” (property tax) | Appointed 2018 | Appointed by Gov. Phil Murphy to address property tax crisis |
| Various non-public organizations | Board member | Current | Serves on boards of several non-public organizations |
Board Governance
- Board structure: Eleven trustees; nine are Independent Trustees (not “interested persons” under the 1940 Act). Lead Independent Trustee is James P. Conn. Independent Trustees meet regularly in executive session and chair all committees.
- Election/tenure: Platt is one of two trustees elected solely by holders of Preferred Shares; his term expires at the 2027 Annual Meeting and he is not standing for election at the current meeting.
- Committees: Member of Nominating Committee (with Melarkey, Chair, and Fahrenkopf, Jr.) and ad hoc Proxy Voting Committee. Not on the Audit Committee.
- Attendance: FY ended Sept. 30, 2024—four regular quarterly Board meetings; each trustee then serving attended at least 75% of Board and committee meetings. Nominating Committee met once; Audit Committee met twice.
- Shareholder meeting attendance: Fund does not expect trustees to attend; no trustee or nominee attended the annual meeting held May 13, 2024.
- Independence: Independent Trustee under NYSE American guidelines; proxy states Independent Trustees and their family members had no interest in the Adviser or its control persons as of Dec. 31, 2024 (exceptions noted in proxy; none indicated for Platt).
Fixed Compensation
| Component | Terms / Amount | Period/Context |
|---|---|---|
| Annual retainer (Independent Trustee) | $8,500 | Per trustee per year |
| Board meeting fee | $1,000 per meeting | 4 board meetings in FY2024 |
| Committee meeting fee | $500 per meeting | Applies to all committee members |
| Chair fees (if applicable) | Audit Chair: $2,000; Nominating Chair: $2,000; Lead Independent Trustee: $1,000 | Role-based stipends (Platt is not chair) |
| Aggregate compensation from ECF | $12,500 | FY ended Sept. 30, 2024 (Platt) |
| Aggregate compensation from Fund Complex | $31,646 (across 3 funds/portfolios) | Calendar year 2024 (Platt) |
| Board meeting count | 4 | FY ended Sept. 30, 2024 |
| Nominating Committee meetings | 1 | FY ended Sept. 30, 2024 |
| Audit Committee meetings | 2 | FY ended Sept. 30, 2024 |
Performance Compensation
| Metric / Instrument | Disclosure |
|---|---|
| Stock awards (RSUs/PSUs) | Not disclosed for directors; compensation is cash retainer and meeting/chair fees |
| Option awards | Not disclosed for directors |
| Performance metrics tied to director pay | Not disclosed; no TSR/EBITDA/ESG metrics for director compensation |
| Clawback provisions (director pay) | Not disclosed in proxy |
Other Directorships & Interlocks
| Organization | Role | Committee Positions | Potential Interlock/Conflict |
|---|---|---|---|
| Public company boards (past 5 years) | None disclosed for Platt | — | None disclosed |
| NYSE American LLC | Committee on Securities Member | — | Exchange oversight role intersects with listing environment; monitor for perceived conflicts (no specific conflicts disclosed) |
| Non-public organizations | Board member | — | Private boards; no related-party transactions disclosed for Platt |
Expertise & Qualifications
- Capital markets and listings: 13 years leadership at NYSE/AMEX, oversaw AMEX listing strategy and investment bank liaison—useful for market structure and governance oversight.
- Corporate communications and consulting: Senior executive roles at WPP subsidiaries and MD at FTI Consulting, providing expertise in investor relations, crisis management, and strategy.
- Public service and policy: Municipal governance (Mayor; Committee Member) and property tax “Czar” appointment—adds policy and stakeholder engagement credibility.
- Education: Skidmore College (BA); Columbia University (MA in Economics).
Equity Ownership
| Measure | Value |
|---|---|
| Common shares beneficially owned | 700 Common Shares (Platt) |
| Percent of common shares outstanding | <1% (asterisk indicates less than 1%) |
| Dollar range of equity in ECF | B ($1–$10,000) (Platt) |
| Aggregate dollar range across Fund Complex | C ($10,001–$50,000) (Platt) |
Governance Assessment
- Board effectiveness: Long-serving independent trustee with deep exchange listing and communications experience; engaged via Nominating and Proxy Voting roles; attends at least 75% of meetings. Audit oversight is handled by other independent trustees, which provides separation of duties.
- Independence and alignment: Independent under NYSE American guidelines; no interests in Adviser/affiliates disclosed for Platt; personal ECF ownership is modest (700 shares; dollar range “B”), suggesting limited direct financial alignment but consistent with typical closed-end fund trustee compensation models.
- Compensation structure: Primarily fixed cash retainer and meeting/chair fees; no equity or performance-based elements disclosed for directors—low pay-for-performance linkage, but standard for fund trustees. Platt received $12,500 from ECF in FY2024 and $31,646 across the Fund Complex in 2024.
- RED FLAGS / monitoring:
- Preferred shareholder election: Platt serves as one of two trustees elected solely by Preferred shareholders, potentially emphasizing oversight for Preferred holders; monitor alignment with common shareholders’ interests.
- Shareholder meeting attendance: No trustees/nominees attended the May 13, 2024 annual meeting; while attendance is not expected, some investors may prefer visible engagement.
- Exchange committee role: Membership on NYSE American LLC Committee on Securities could present perceived conflicts in market oversight given the Fund’s listing environment; no specific conflicts disclosed, but worth monitoring.
- Overall signal: Experienced, independent director with governance-focused committee assignments; compensation and ownership are modest; alignment considerations center on Preferred-holder election and limited equity stake, balanced by long tenure and relevant market-structure expertise.