Peter Mason
About Peter Mason
Peter Mason (born 1959) is an Independent Director of EMD effective November 15, 2024; he chairs the Compensation Committee and serves on the Nominating, Audit, and Pricing & Valuation Committees. His background includes serving as Global General Counsel of UNICEF from 1998–2021 and working as a self-employed arbitrator and mediator since 2021, with legal and managerial expertise recognized by the board in its skills disclosure. He oversees 21 portfolios within the Franklin Templeton fund complex.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| UNICEF (intergovernmental organization) | Global General Counsel | 1998–2021 | Senior legal leadership across global operations; governance and compliance oversight at a complex international entity |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| University of Sydney USA Foundation | Chairman | Since 2020 | Non-profit board leadership |
| Radio Workshop US, Inc. | Director | Since 2023 | Non-profit/media-related organization |
Board Governance
- Independence and leadership: EMD’s board comprises eight directors, seven of whom are Independent Directors; committee membership (Audit, Nominating, Compensation, Pricing & Valuation) is restricted to Independent Directors and each is chaired by an Independent Director. Mason is an Independent Director and chairs the Compensation Committee.
- Attendance: In FY 2024, the Board held four regular meetings and one special meeting; each Director attended at least 75% of the aggregate number of Board and committee meetings for which they were eligible.
- Audit Committee report engagement: Mason is listed among the members submitting the Audit Committee report dated February 20, 2025, confirming oversight of the audit process and auditor independence.
Committee Assignments and Meeting Frequency (FY 2024)
| Committee | Mason’s Role | Meetings Held |
|---|---|---|
| Compensation | Chair | 2 |
| Audit | Member | 6 |
| Nominating | Member | 5 |
| Pricing & Valuation | Member | 4 |
Fixed Compensation
| Metric | FY 2024 |
|---|---|
| Aggregate Compensation from EMD ($) | $3,470 |
| Total Compensation from Fund Complex, Calendar 2024 ($) | $32,989 |
Effective November 15, 2024, Mason joined the Board, so FY 2024 figures reflect partial-year service.
- Pension/retirement: The Fund does not provide pension or retirement benefits to Directors.
Performance Compensation
- The proxy discloses Director compensation as cash retainers/fees across Board and committee service; no performance-linked metrics (e.g., TSR, revenue/EBITDA goals), equity awards (RSUs/PSUs), or options are described for Independent Directors.
| Performance Metric | Target | Actual | Payout Mechanism |
|---|---|---|---|
| Not applicable (Independent Director compensation is not performance-linked) | — | — | — |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for Mason |
| Fund complex oversight | 21 portfolios within Franklin Templeton fund complex |
| Potential interlocks (competitors/suppliers/customers) | None disclosed; Nominating Committee screens for conflicts (affiliations with competing financial service organizations) |
Expertise & Qualifications
- The Board’s skills disclosure identifies Mason’s legal and managerial experience as his core qualification set for EMD.
Equity Ownership
| Holder | Dollar Range of EMD Shares | Aggregate Dollar Range Across Family of Investment Companies |
|---|---|---|
| Peter Mason | A = None | A = None |
- As of August 29, 2025, Directors and officers as a group beneficially owned less than 1% of EMD’s outstanding common stock.
Governance Assessment
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Strengths
- Independence and governance roles: Mason is an Independent Director and chairs the Compensation Committee—central to pay governance—and serves on three additional oversight committees (Audit, Nominating, Pricing & Valuation).
- Engagement: Listed on the Audit Committee report, indicating active participation in audit oversight and auditor independence reviews.
- Attendance: Met at least 75% attendance threshold in a year with five Board meetings and multiple committee sessions, supporting engagement expectations for a new director.
- Conflict controls: Proxy states no non-interested Director (and immediate family) had interests in the adviser or its affiliates as of December 31, 2024.
-
Concerns / RED FLAGS
- Equity alignment: Mason reported “A = None” for EMD share ownership and “A = None” across the broader fund family; absence of disclosed ownership guidelines for Directors reduces alignment signaling. Bold RED FLAG: No EMD share ownership disclosed.
- Limited disclosure on compensation structure: Proxy provides aggregate cash figures, but does not disclose specific annual retainer levels, committee chair premiums, or any equity component—limits external benchmarking and pay-for-performance assessment.
- Tenure: New appointment effective November 15, 2024—governance impact and track record at EMD are still forming.
-
Risk and related-party exposure
- No related-party transactions or adviser-affiliated interests disclosed for Independent Directors, reducing conflict risk.
- Auditor independence and fee transparency provided; Audit Committee met six times and recommended inclusion of audited financials—process rigor appears adequate.
Summary Implications for Investors
- Mason’s legal/governance background and leadership on the Compensation Committee are positives for board effectiveness. However, lack of any disclosed EMD share ownership and limited transparency on the director pay structure weaken alignment signals; monitoring ownership and future compensation disclosures is warranted.