John H. Gernon
About John H. Gernon
John H. Gernon (birth year: 1963) serves as President and Principal Executive Officer of Morgan Stanley Emerging Markets Domestic Debt Fund, Inc. (EDD) and is a Managing Director of Morgan Stanley Investment Management Inc. (MSIM). He has held the President/Principal Executive Officer role across the Equity and Fixed Income Funds and Morgan Stanley AIP Funds since September 2013, and for Liquidity Funds and various money market funds since May 2014; officers serve indefinite terms until successors are appointed . EDD had 64,456,047 shares outstanding as of the April 9, 2025 record date for its annual meeting, providing context for ownership and governance scale .
Past Roles
| Organization/Fund Complex | Role | Years | Strategic Impact |
|---|---|---|---|
| Equity and Fixed Income Funds; Morgan Stanley AIP Funds | President & Principal Executive Officer | Since Sep 2013 | Senior executive oversight across multiple registered funds in the complex |
| Liquidity Funds and various money market funds | President & Principal Executive Officer | Since May 2014 | Leadership of liquidity and money market products within the complex |
| Morgan Stanley Investment Management Inc. (MSIM) | Managing Director | Current | Adviser's senior management role; executive responsibility over fund administration/advisory activities |
External Roles
No external directorships or roles outside the Morgan Stanley fund complex and MSIM are disclosed for the past five years in the proxy’s executive officer bios .
Fixed Compensation
- No officer compensation table is provided in EDD’s joint proxy; the filing discloses compensation for Independent Directors (retainers and chair fees), not for executive officers .
- Gernon’s employment is with MSIM (the Adviser), and the proxy identifies his MSIM Managing Director status and Fund officer roles; compensation details for officers are not reported at the Fund level .
Performance Compensation
- The proxy does not disclose officer incentive structures (bonus targets, RSUs/PSUs, options), performance metrics, vesting schedules, clawbacks, or severance/change‑of‑control terms for executive officers .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Shares Outstanding (EDD) | 64,456,047 shares as of April 9, 2025 |
| Officers and Directors Aggregate Ownership | Less than 1% of EDD’s outstanding shares (as of April 11, 2025) |
| 5%+ Beneficial Owner (EDD) | Evergreen Capital Management LLC: 3,849,140 shares; 5.97% |
Notes
- The proxy provides “dollar range” ownership only for Independent Directors; individual officer share counts for Gernon are not disclosed. Group ownership of officers and directors is confirmed at under 1% .
Employment Terms
| Term | Detail |
|---|---|
| Title | President and Principal Executive Officer (EDD) |
| Employment Start (current role set) | September 2013 (Equity & Fixed Income Funds, AIP Funds); May 2014 (Liquidity/Money Market Funds) |
| Employer | Morgan Stanley Investment Management Inc. (MSIM) – Managing Director |
| Term Length | Officers serve indefinite terms until successors are appointed |
| Severance / Change‑of‑Control | Not disclosed in the proxy |
| Non‑compete / Non‑solicit / Garden Leave | Not disclosed in the proxy |
Investment Implications
- Pay-for-performance transparency is limited: EDD’s proxy reports director compensation but excludes officer compensation details; with Gernon employed by MSIM and serving across numerous funds, alignment of his pay specifically to EDD’s shareholder outcomes is not demonstrable from Fund documents .
- Insider alignment appears modest at the Fund: officers and directors collectively own less than 1% of outstanding shares, suggesting limited direct “skin‑in‑the‑game” at the EDD vehicle level .
- Governance continuity: Gernon’s long tenure (in fund officer roles since 2013/2014) indicates operational continuity and experience within the Morgan Stanley fund complex, though performance metrics (TSR, revenue/EBITDA growth) for EDD during his tenure are not provided in the proxy .
- Shareholder base features an active 5% holder (Evergreen Capital at 5.97%), which can influence corporate actions; however, this relates to shareholder dynamics rather than officer incentives .