Scott W. Appleby
About Scott W. Appleby
Scott W. Appleby, age 60, is an Independent Class I Trustee of Eagle Point Institutional Income Fund (EIIA), serving since inception; his current term expires at the 2025 annual meeting and, if re-elected, will run through 2028 . He is President of Appleby Capital, Inc. (since April 2009) and previously spent 25+ years in banking and equity research at Deutsche Bank, Robertson Stephens, ABN Amro, and PaineWebber; he was among the first Internet analysts and early coverage initiator of electronic brokerage in 1997 . Appleby holds an MBA from Cornell University and a BS from the University of Vermont . He is designated an Independent Trustee under the 1940 Act and meets NYSE independence standards applicable to closed-end funds .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Appleby Capital, Inc. | President | Since April 2009 | Financial advisory leadership; active writer/speaker on fintech and Wall Street trends |
| Deutsche Bank; Robertson Stephens; ABN Amro; PaineWebber | Senior equity analyst/banking roles | Not disclosed (25+ years experience) | Early Internet and electronic brokerage coverage; global exchanges/alt asset managers research |
External Roles
| Organization | Role | Committees |
|---|---|---|
| Eagle Point Credit Company Inc. | Independent Director | Audit Committee member; Nominating Committee chair |
| Eagle Point Income Company Inc. | Independent Director | Audit Committee member; Nominating Committee chair |
| Eagle Point Enhanced Income Trust | Independent Trustee | Audit Committee member; Nominating Committee chair |
| Eagle Point Defensive Income Trust | Independent Trustee | Audit Committee member; Nominating Committee chair |
Board Governance
- Class and tenure: Class I Trustee; since inception; term expires 2025, 2028 if elected .
- Independence: One of four Independent Trustees (meets 1940 Act and NYSE Rule 10A-3 independence standards) .
- Committee assignments: Audit Committee member; Nominating Committee member and chair .
- Attendance and engagement: In FY2024, the Board met 5 times, Audit Committee 5 times, Nominating Committee 3 times; each Trustee attended at least 75% of Board/committee meetings on which they served .
- Board leadership context: Board chair is Thomas P. Majewski; Lead Independent Trustee is Jeffrey L. Weiss .
Fixed Compensation
| Component | EIIA FY2024 Amount | Fund Complex FY2024 Amount | Notes |
|---|---|---|---|
| Aggregate cash compensation | $26,500 | $191,500 | Independent Trustees receive annual cash retainer and committee chair fees, determined by NAV and preferred capital at quarter start; no pension/retirement benefits . |
| Pension/retirement | Not applicable | Not applicable | Trustees do not receive pension/retirement benefits . |
The proxy notes total cash amounts; specific breakdown of retainer vs chair fees and meeting fees by trustee is not disclosed .
Performance Compensation
| Element | Disclosure |
|---|---|
| Performance-based cash bonus | Not disclosed; compensation framework described as cash retainer and chair fees . |
| Equity awards (RSUs/PSUs/options) | Not disclosed for Independent Trustees . |
| Performance metrics tied to pay | Not disclosed . |
| Clawback/COC provisions | Not disclosed for directors . |
Other Directorships & Interlocks
| Company | Relationship to EIIA | Potential Interlock Consideration |
|---|---|---|
| Eagle Point Credit Company Inc.; Eagle Point Income Company Inc.; Eagle Point Enhanced Income Trust; Eagle Point Defensive Income Trust | Same fund complex; Appleby serves on each board/trust | Fund complex oversight alignment; Nominating Committees (which Appleby chairs) also recommend Independent Trustee compensation due to no separate compensation committee at EIIA . |
Independence mitigants: None of the Independent Trustees or immediate family members owned securities of the Adviser or affiliates, reducing direct economic conflicts with the Adviser .
Expertise & Qualifications
- Finance/markets expertise: 25+ years in banking and equity research, including early Internet/e-brokerage coverage; ongoing fintech/Wall Street thought leadership .
- Education: MBA (Cornell University); BS (University of Vermont) .
- Fund governance: Audit committee experience and Nominating Committee chair roles across four affiliated funds .
Equity Ownership
| Holding Category | EIIA Common Shares | EIIA Preferred Shares | Dollar Range in EIIA | Aggregate Dollar Range in Fund Complex |
|---|---|---|---|---|
| Beneficial ownership | None | None | None | Over $100,000 |
Security ownership table shows no EIIA shares held by Appleby as of the record date; aggregate dollar range across the EIIA fund complex is “Over $100,000” .
Governance Assessment
- Strengths: Independent trustee with deep financial markets expertise; active on key governance committees (Audit; Nominating, as chair), which oversee auditor independence, Board self-assessments, nominations, and Independent Trustee compensation . Attendance met or exceeded 75% threshold across Board and committee meetings, supporting engagement .
- Alignment signals: Appleby holds “Over $100,000” aggregate across the EIIA fund complex but no position in EIIA itself; cash-only director pay structure standard for closed-end funds, with no equity or performance-based components disclosed, limiting pay-for-performance concerns at the director level .
- Potential conflicts: Multi-board service within the same Adviser’s fund complex can concentrate governance influence; however, the proxy reports no securities ownership in the Adviser or its control affiliates by Independent Trustees or immediate family members, which mitigates direct adviser-aligned conflicts . The Nominating Committee (chaired by Appleby) recommends Independent Trustee compensation due to the absence of a separate compensation committee—investors should monitor compensation decisions for independence and benchmarking rigor .
- RED FLAGS to monitor:
- No EIIA share ownership by the director may be viewed as lower direct alignment with EIIA shareholders, notwithstanding aggregate complex holdings .
- Concentration of roles across the complex (including chairing Nominating Committees) raises interlock considerations; transparency on compensation benchmarking and nomination processes is essential .
Committee Inventory (EIIA)
| Committee | Appleby Role | Chair |
|---|---|---|
| Audit Committee | Member | Jeffrey L. Weiss |
| Nominating Committee | Chair | Scott W. Appleby |
Meeting Activity (FY2024)
| Body | Meetings Held | Attendance Benchmark |
|---|---|---|
| Board | 5 | Each Trustee attended ≥75% of Board/committee meetings |
| Audit Committee | 5 | Each Trustee attended ≥75% |
| Nominating Committee | 3 | Each Trustee attended ≥75% |