James R. Matthews
About James R. Matthews
James R. Matthews (age 57) is a Class II Trustee of Eagle Point Institutional Income Fund (EIIA), serving since inception (2022) with a current term expiring at the 2026 annual meeting; he is classified as an “interested person” (not independent) due to his position with Stone Point Capital LLC, an affiliate of the Fund’s investment adviser . He is a Managing Director of Stone Point (since October 2011) and a member of the Adviser’s Board of Managers; his education includes a B.S. from Boston College and an M.B.A. from Harvard Business School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Stone Point Capital LLC | Managing Director | Oct 2011–present | Member of Adviser’s Board of Managers (Eagle Point Credit Management LLC) |
| Evercore Partners Inc. | Senior Managing Director; Co-Head of Private Equity | Prior to Oct 2011 (dates not specified) | Senior leadership in private equity |
| Welsh, Carson, Anderson & Stowe | General Partner (focus on information/business services) | 2000–2007 | Investment leadership |
| J.H. Whitney & Co. | General Partner | Dates not specified | Private equity leadership |
| Salomon Brothers Inc. | Analyst, Mergers & Acquisitions | Career start (dates not specified) | M&A analysis |
External Roles
| Organization | Role | Notes |
|---|---|---|
| Eagle Point Credit Company Inc. | Chair of the Board of Directors | Same fund complex as EIIA |
| Eagle Point Income Company Inc. | Director | Same fund complex as EIIA |
| Eagle Point Enhanced Income Trust | Trustee | Same fund complex as EIIA |
| Eagle Point Defensive Income Trust | Trustee | Same fund complex as EIIA |
| Alliant Insurance Services, Inc. | Director | Trident Funds portfolio company |
| HireRight Holdings Corporation | Director | Trident Funds portfolio company |
| Private Client Select Insurance Services, LLC | Director | Trident Funds portfolio company |
| SambaSafety (Safety TopCo Holdings GP LLC) | Director | Trident Funds portfolio company |
| Verisys (Trident AV Holdings, L.P.) | Director | Trident Funds portfolio company |
Board Governance
- Independence: Matthews is an “interested” trustee due to Stone Point’s affiliation with the Adviser; he is not an Independent Trustee under the 1940 Act/NYSE rules .
- Committee memberships: The Audit Committee and Nominating Committee consist solely of Independent Trustees (Appleby, McDonald, Tramontano, Weiss); Matthews is not a member .
- Committee chairs: Audit Committee chaired by Jeffrey L. Weiss; Nominating Committee chaired by Scott W. Appleby .
- Board leadership: Thomas P. Majewski serves as Chair of the Board; Jeffrey L. Weiss is Lead Independent Trustee .
- Attendance: In FY 2024, the Board met 5 times; Audit met 5 times; Nominating met 3 times; each Trustee attended at least 75% of meetings of the Board and committees on which they served .
- Executive sessions: Independent Trustees regularly meet outside the presence of management .
- Charters available: Audit and Nominating Committee charters are available on the Fund’s website .
Fixed Compensation
| Item | FY 2024 Amount |
|---|---|
| Aggregate Compensation from EIIA | — |
| Aggregate Compensation from Fund Complex (EIIA, ECC, EIC, EPEIT, EPDIT) | — |
Interested Trustees (including Matthews) serve without any compensation from the Fund; Independent Trustees receive cash retainers and chair fees, but these do not apply to Matthews .
Performance Compensation
| Component | Detail |
|---|---|
| Equity awards (RSUs/PSUs) | No equity awards disclosed for Trustees; Independent Trustees are compensated via cash retainers/chair fees; Interested Trustees receive none |
| Option awards | Not disclosed/applicable for Trustees |
| Performance metrics (TSR, revenue, ESG) | Not disclosed/applicable for Trustees |
| Vesting schedules | Not disclosed/applicable for Trustees |
Other Directorships & Interlocks
| Company | Relationship to EIIA | Potential Interlock/Conflict Consideration |
|---|---|---|
| ECC, EIC, EPEIT, EPDIT | Same Adviser/fund complex; Matthews holds roles across entities | Common governance/adviser; committees at EIIA structured to independent-only to mitigate conflicts |
| Stone Point Capital LLC | Affiliate of Adviser; Matthews is MD | Source of “interested” status; Stone Point affiliated with Adviser ownership/governance |
| Trident Funds portfolio companies (Alliant, HireRight, PCS Insurance, SambaSafety, Verisys) | Unrelated operating companies; Matthews is director | Stone Point/Trident affiliations indicate broad network; no specific EIIA related-party transactions disclosed with these entities |
Expertise & Qualifications
- Private equity leadership across Stone Point, Evercore, Welsh Carson, J.H. Whitney; M&A foundation at Salomon Brothers .
- Member of the Adviser’s Board of Managers; governance experience across the Eagle Point fund complex, including Chair at ECC .
- Education: B.S. Boston College; M.B.A. Harvard Graduate School of Business Administration .
Equity Ownership
| Measure | Value |
|---|---|
| Dollar Range of EIIA equity owned | None |
| Aggregate Dollar Range in Fund Complex | None |
| EIIA Common Shares beneficially owned | 0 |
| EIIA Preferred Shares beneficially owned | 0 |
| EIIA Shares (other disclosures) | 0 (tender offer tables) |
Governance Assessment
- Independence and conflicts: Matthews is an “interested” trustee owing to Stone Point’s affiliation with the Adviser and his role on the Adviser’s Board of Managers; the Adviser is primarily owned by Trident Funds and governed through intermediary holding companies including principals of Stone Point, underscoring related-party exposure .
- Economic flows to affiliate: The Adviser received $3.6 million in base management and incentive fees in FY 2024; the Administrator received $0.5 million, highlighting material affiliated fee streams overseen by the Board .
- Committee structure mitigants: Audit and Nominating Committees are composed solely of Independent Trustees, with Weiss and Appleby as chairs, removing “interested” trustees from key oversight committees .
- Engagement/attendance: Matthews met the minimum attendance threshold (≥75%) alongside other Trustees in FY 2024; the Board held 5 meetings, with regular independent sessions .
- Alignment: No personal EIIA equity ownership (dollar range “None”; 0 shares) and no Fund compensation for interested trustees; while common in registered fund governance, some investors may view low personal ownership as an alignment gap .
- Continuity: Matthews was not up for election in 2025 and continues as a Class II Trustee; Appleby and Weiss were re-elected with no broker non-votes recorded, indicating shareholder support for independent oversight .