Thomas Mandia
About Thomas Mandia
Thomas C. Mandia (birth year: 1962) is Senior Vice President of ClearBridge Energy Midstream Opportunity Fund Inc. (EMO) and has served in this officer role since 2022 . His principal occupation is Senior Associate General Counsel at Franklin Templeton (since 2020), following a prior tenure as Managing Director and Deputy General Counsel of Legg Mason & Co. (2005–2020) . Fund-level officer compensation is not paid by EMO (officers receive no compensation from the Fund, aside from possible reimbursement of reasonable out-of-pocket travel expenses), and the proxy does not provide officer-specific incentive metrics or payouts; therefore, pay-for-performance linkages at the Fund level are not applicable for officers . As of February 7, 2025, nominees, Directors, and officers of the Fund as a group beneficially owned less than 1% of the Fund’s outstanding Common Stock and Preferred Shares .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Franklin Templeton | Senior Associate General Counsel | 2020–present | Not disclosed |
| Legg Mason & Co. | Managing Director and Deputy General Counsel | 2005–2020 | Not disclosed |
| EMO (Fund complex) | Assistant Secretary (certain funds) | 2006–2022 | Not disclosed |
| EMO | Senior Vice President (executive officer) | 2022–present | Not disclosed |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Franklin Templeton Fund Adviser (FTFA) | Secretary | Since 2006 | Not disclosed |
| LM Asset Services, LLC | Secretary | Since 2002 | Not disclosed |
| Legg Mason Fund Asset Management, Inc. (LMFAM) | Secretary | Since 2013 | Not disclosed |
Fixed Compensation
- Officers of the Fund receive no compensation from the Fund; officers may be reimbursed for reasonable out-of-pocket travel expenses for attending Board meetings .
Performance Compensation
| Incentive Type | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Fund-level officer incentives | Not applicable (officers receive no compensation from the Fund) | — | — | — | — | — |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Group beneficial ownership (nominees, Directors, and officers as a group) | Less than 1% of outstanding Common Stock and Preferred Shares as of Feb 7, 2025 |
Employment Terms
- Executive officers are chosen each year at a regular meeting of the Board and hold office until their respective successors are duly elected and qualified .
- Role and tenure: Senior Vice President since 2022; principal occupation is Senior Associate General Counsel at Franklin Templeton (since 2020) .
- Section 16(a) compliance: Based on the Fund’s review for the fiscal year ended November 30, 2024, required ownership filings were met with respect to the Fund .
Investment Implications
- Compensation alignment: Because EMO does not pay its officers, there are no Fund-level cash or equity incentives for officers to evaluate; any incentive alignment would reside at Franklin Templeton and is not disclosed in EMO’s proxy materials .
- Ownership/skin-in-the-game: Aggregate ownership by nominees, Directors, and officers as a group is less than 1%, indicating limited direct equity alignment at the Fund level; no officer-specific ownership detail for Mandia is provided in the proxy .
- Retention and transition risk: Officer positions are elected annually and historically reflect long-tenured legal leadership across Franklin Templeton/Legg Mason, suggesting continuity of fund administrative/legal functions; the proxy does not disclose employment contracts, severance, or change-of-control terms for officers .
Citations:
- 2025 DEF 14A officer roster, roles, compensation statement, group ownership, and governance sections
- 2024 DEF 14A officer roster and roles
- 2021 DEF 14A officer roles and prior employment detail
- 2019 DEF 14A officer roles (historical)