Thomas P. Majewski
About Thomas P. Majewski
Founder and Managing Partner of Eagle Point Income Management LLC (the Adviser), Thomas P. Majewski serves as Chairperson of the Board and Chief Executive Officer of Eagle Point Income Company Inc. (EIC) and is a Class III director whose term expires at the 2026 annual meeting . He has 30 years of experience in credit and structured finance and previously held leadership roles at J.P. Morgan, Merrill Lynch, Bear Stearns, Royal Bank of Scotland, and AMP Capital/AE Capital; he began his career in securitization at Arthur Andersen. He holds a BS in Accounting from Binghamton University and is age 50 . Under his leadership, EIC covered its distributions with net investment income in Q3 2025, increased NAV per share to $14.21, expanded its buyback authorization to $60 million, and announced the full redemption of its 7.75% Series B preferred to optimize financing costs; monthly common distributions were reset to $0.11 for Q1 2026 in response to Fed rate cuts .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| J.P. Morgan; Merrill Lynch; Bear Stearns; Royal Bank of Scotland | Leadership roles in Fixed Income divisions | Prior to 2012 | Built and led structured finance/CLO businesses; created early refinancing CLOs, pioneering techniques now common in the market . |
| AMP Capital/AE Capital | US Country Head | Prior to 2012 | Oversaw a portfolio of credit and private investments for Australian investors . |
| Arthur Andersen | Securitization group (career start) | — | Foundation in securitization; early technical expertise in structured products . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Eagle Point Credit Management LLC; Eagle Point Income Management LLC; Eagle Point Enhanced Income Management LLC; Eagle Point Defensive Income Management LLC | Founder/Managing Partner and Investment Committee Chair (Eagle Point platform) | Since 2012/2018+ | Leads firm strategy and multi-credit portfolios across the Eagle Point fund complex . |
| Eagle Point Credit Company Inc. | Director and CEO | Ongoing | Cross-vehicle oversight within fund complex; information flow and strategic alignment . |
| Eagle Point Institutional Income Fund; Eagle Point Enhanced Income Trust; Eagle Point Defensive Income Trust | Trustee and Principal Executive Officer | Ongoing | Governance and operating leadership across related registered funds . |
Board Governance and Committee Roles
- Dual role: Chairperson of the Board and CEO (an “interested person” under the 1940 Act). A Lead Independent Director (Jeffrey L. Weiss) is designated to balance governance and act as liaison among independent directors and management .
- Board composition: 6 directors, 4 independent; committees (Audit and Nominating) composed entirely of independent directors; Weiss chairs Audit, Appleby chairs Nominating .
- Board process: 5 Board meetings in FY 2024; Audit met 5x, Nominating 3x; all directors attended ≥75% of meetings .
- Fund-complex directorships: Each EIC director also serves on the boards/trusteeships of Eagle Point Credit Company Inc., Eagle Point Institutional Income Fund, Eagle Point Enhanced Income Trust, and Eagle Point Defensive Income Trust .
Governance implications: The CEO+Chair structure plus the Adviser affiliation centralize authority and may reduce independence at the chair level; mitigants include a Lead Independent Director and fully independent Audit and Nominating committees .
Fixed Compensation
EIC is an externally managed, closed-end investment company. Officers (including the CEO) and “interested” directors who are affiliated with the Adviser receive no compensation from EIC; independent directors receive cash retainers. No executive (NEO) salary, bonus, or equity awards are disclosed at the EIC level.
| Item | FY 2023 | FY 2024 |
|---|---|---|
| Company-paid salary to Majewski | — (officers are not directly compensated by EIC) | — (officers are not directly compensated by EIC) |
| Company-paid director compensation to Majewski | — (interested directors serve without compensation from EIC) | — (interested directors serve without compensation from EIC) |
| Independent director annual fee (context) | $60,000; Audit Chair +$10,000; Nominating Chair +$5,000 | $60,000; Audit Chair +$10,000; Nominating Chair +$5,000 |
Adviser economics (pay-for-performance alignment risk factor):
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Management fee to Adviser (1.25% of Managed Assets) | $2.3 million | ~$4.45 million |
| Administration fee to Affiliate | $0.4 million | ~$0.65 million |
Notes: The Adviser is primarily owned by the Trident Funds (affiliated with Stone Point), with an Enstar Group affiliate owning an indirect stake; senior investment team also holds indirect interests. The Adviser’s Board of Managers includes Mr. Majewski and Stone Point principals, underscoring related-party oversight considerations .
Performance Compensation
- Company-level equity or option awards for officers are not disclosed or provided (officers receive no compensation from EIC) .
- No performance metric linkages (e.g., TSR, revenue, EBITDA) are disclosed for officer pay at EIC given the external management structure .
- The Nominating Committee (not a Compensation Committee) recommends independent director retainers; there is no separate compensation committee .
Equity Ownership & Alignment
| Metric (as of Record Date) | FY 2024 | FY 2025 |
|---|---|---|
| Common shares outstanding | 12,958,326 | 25,409,702 |
| Majewski common shares | 17,100 | 17,100 |
| Majewski common ownership % | 0.13% (calc. from 17,100/12,958,326) | 0.07% (calc. from 17,100/25,409,702) |
| Preferred shares outstanding (all series) | 3,007,698 | 5,842,532 |
| Majewski preferred shares | 1,100 | 1,100 |
| Majewski preferred ownership % | 0.04% (calc. from 1,100/3,007,698) | 0.02% (calc. from 1,100/5,842,532) |
| Dollar range of EIC equity (proxy category) | Over $100,000 | Over $100,000 |
Additional alignment indicators:
- Stock ownership guidelines (director/executive): Not disclosed in proxy .
- Pledging/hedging policies: Not disclosed in proxy .
- Vested vs. unvested shares, options, RSUs/PSUs, or in-the-money option values: Not applicable at EIC level; no equity program disclosed .
Employment Terms
| Term | Disclosure |
|---|---|
| Employment agreement with EIC; severance; change-of-control | Not disclosed; officers are not directly compensated by EIC and there are no officer contracts/severance terms disclosed at the company level . |
| Officer tenure mechanics | Officers “hold office at the pleasure of the Board and until their successors are chosen and qualifies, or until their earlier resignation or removal” . |
| Non-compete, non-solicit, garden leave, post-termination consulting | Not disclosed in EIC proxy . |
| Clawback provisions; tax gross-ups | Not disclosed in EIC proxy . |
Performance & Track Record (recent operational highlights)
| Metric/Action | Q3 2025 |
|---|---|
| NAV per common share | $14.21 (up from $14.08 at 6/30/25) |
| Net investment income (per weighted avg common share) | $0.39 |
| GAAP net income (per weighted avg common share) | $0.43 |
| Recurring cash distributions received | $17.4 million |
| Common shares repurchased | ~1.6 million for $20.9 million at $13.16 avg (8.3% discount); all retired |
| Buyback authorization | Increased to $60 million; ~$27.2 million remaining as of 10/31/25 |
| Distribution reset (Q1 2026) | $0.11 per month (reflects impact of recent Fed cuts) |
| Capital structure optimization | Full redemption of 7.75% Series B Term Preferred on Dec 29, 2025 at $25 per share |
CEO messaging and execution signals:
- “We remain committed to aggressively repurchasing our common shares… increased the repurchase program to $60 million” .
- “Full redemption of our 7.75% Series B Term Preferred Stock… to reduce financing costs” .
- Distribution level adjusted to reflect lower base rates after Fed cuts .
Related Party Transactions and Conflicts
- EIC pays the Adviser a 1.25% fee on Managed Assets; $4.45 million in FY 2024 and $2.3 million in FY 2023 (before administration costs). The Adviser is primarily owned by Trident Funds (Stone Point affiliates) with an Enstar affiliate also holding an indirect interest; the Adviser’s Board of Managers includes Mr. Majewski and Stone Point principals .
- Interested director status: Mr. Majewski is an “interested person” of EIC due to his positions with EIC and the Adviser; James R. Matthews is “interested” due to his Stone Point role .
Investment Implications
- Alignment: At the EIC corporate level, Majewski’s compensation is not paid by the Company; pay details reside at the Adviser. This is a typical externally managed structure but means direct pay-for-performance linkages for EIC officers are not disclosed. Investors should underwrite alignment via ownership (Majewski: 17,100 common; 1,100 preferred; Over $100k proxy range) and through capital allocation actions (buybacks at discount, preferred redemption), which signal management’s focus on NAV accretion and cost of capital .
- Governance: CEO+Chair dual role with Adviser affiliation is partly mitigated by a Lead Independent Director and fully independent Audit and Nominating Committees; there is no separate Compensation Committee (Nominating sets independent director pay). This structure warrants continued attention to independence and oversight quality .
- Incentives and AUM growth risk: The 1.25% of Managed Assets fee could incentivize asset growth; however, the company’s active buybacks (at discounts) and redemption of high-cost preferred security indicate a willingness to prioritize per-share NAV and lower financing costs, which is positive for alignment and earnings power through the cycle .
- Execution record: In Q3 2025, EIC covered its distribution, modestly increased NAV per share, expanded buybacks, and moved to redeem higher-cost preferred amid rate cuts. The reset of common distributions is consistent with floating-rate asset earnings dynamics and suggests a disciplined approach to sustainable payout policy .
Overall: While the external advisory model limits visibility into Majewski’s personal compensation mechanics at EIC, his direct equity ownership, role across the Eagle Point complex, and recent capital allocation steps (buybacks/redemption) collectively support a shareholder-focused stance. Ongoing monitoring should focus on (a) continued repurchases at discounts, (b) fee drag vs. scale benefits, (c) Board independence practices, and (d) any future disclosures on hedging/pledging or ownership guidelines.