Leslie Barrett
About Leslie Barrett
Leslie Barrett, 59, is a Class III Independent Director of Sprott Focus Trust, Inc. (“the Fund”), serving since April 2022; she was nominated for re‑election in 2025 to a new three‑year term ending at the 2028 annual meeting. Barrett is a Senior Software Engineer at Bloomberg LP specializing in Natural Language Processing and Machine Learning since June 2012; the Board cites her predictive analytics experience as qualifying credentials. She oversees 13 portfolios in the fund complex; "Other Directorships" are listed as N/A.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bloomberg LP | Senior Software Engineer (NLP/ML) | June 2012–present | Board believes her predictive analytics experience supports effectiveness as director |
| Sprott Focus Trust, Inc. | Director (Class III, Independent) | Since April 2022; nominated in 2025 to serve through 2028 | Member: Audit Committee and Governance Committee |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| N/A | N/A | N/A | “Other Directorships” listed as N/A for Barrett |
Board Governance
- Status: Independent Director (Class III); nominated for re‑election to a term expiring at the 2028 annual meeting.
- Committee memberships: Audit Committee and Governance Committee; Audit Committee Chair is Michael W. Clark (Audit Committee Financial Expert); Governance Committee Chair is James R. Pierce, Jr.
- Board structure and independence: 80% of Directors are Independent; no designated Lead Independent Director due to small board size; Mr. George (an interested person) acts as chairman at Board meetings.
- Meetings and attendance (FY 2024): Board 4 meetings; Audit Committee 2; Governance Committee 1; each Director attended at least 75% of Board and committee meetings on which they served; none of the Directors attended the 2024 Annual Meeting of Stockholders.
| Committee | Membership | Chair | Key Responsibilities |
|---|---|---|---|
| Audit Committee | Barrett, Clark, Pierce, Muldoon (all Independent; Nasdaq “independent”) | Michael W. Clark | Oversight of financial statements integrity, auditor independence/performance; pre‑approval of audit and permissible non‑audit services (including certain services to adviser and affiliates) |
| Governance Committee | Barrett, Clark, Pierce, Muldoon (all Independent) | James R. Pierce, Jr. | Director nominations, independence evaluation, board composition, and Independent Director compensation recommendations |
Fixed Compensation
- The Fund pays Independent Directors a flat annual fee; no additional remuneration in lieu of or beyond this amount for 2024. Pension/retirement benefits are none.
| Year | Aggregate Compensation from Fund | Pension/Retirement Benefits | Estimated Annual Benefits upon Retirement | Total Compensation |
|---|---|---|---|---|
| 2024 | $5,086.25 | None | None | $5,086.25 |
Performance Compensation
- No equity compensation (RSUs, PSUs), stock options, meeting fees, or performance‑linked metrics disclosed for Independent Directors for 2024; pay is solely a cash retainer.
| Component | Details |
|---|---|
| Equity awards (RSUs/PSUs/DSUs) | None disclosed |
| Option awards | None disclosed |
| Performance metrics tied to pay | None disclosed |
| Meeting/committee fees | None beyond annual compensation |
| Clawbacks/COC/severance | Not disclosed for directors |
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Relevance |
|---|---|---|
| None disclosed | — | — |
Expertise & Qualifications
- Technical expertise in NLP/ML and predictive analytics; Board cites these as qualifications supporting effective oversight.
- Board emphasizes directors’ ability to critically review information and interact effectively with management and service providers; annual performance evaluation conducted.
Equity Ownership
- As of the record date (July 18, 2025), Barrett reported “None” for aggregate dollar range of Fund equity and “—” for shares beneficially owned; percent outstanding “—.” Outstanding shares totaled 29,641,944.
| Holder | Shares Beneficially Owned | Percent of Shares Outstanding | Aggregate Dollar Range (Fund) | Aggregate Dollar Range (All Sprott Funds Overseen) |
|---|---|---|---|---|
| Leslie Barrett | — | — | None | None |
| Fund Outstanding Shares | 29,641,944 | — | — | — |
Notable ownership context: W. Whitney George (Interested Director) beneficially owns 15,670,672 shares (52.86%), including direct, IRA, joint, spouse, foundation, and trust holdings. This concentration gives a controlling influence.
Governance Assessment
- Strengths: Independent Director with specialized data science skill set; member of both Audit and Governance Committees; robust audit charter requires pre‑approval of audit and certain non‑audit services (including to adviser and affiliates), supporting auditor independence oversight.
- Alignment concerns: No Fund share ownership disclosed for Barrett and no equity‑based director pay; minimal direct financial alignment with common shareholders.
- Attendance signal: Directors met the ≥75% attendance threshold, but none attended the 2024 stockholder meeting—an engagement drawback for investor visibility.
- Board structure risk: No Lead Independent Director and an interested person chairs meetings; combined with a 52.86% controlling shareholder, this elevates potential influence risks and underscores the importance of independent committee oversight.
- Compensation governance: No standing compensation committee; Independent Directors review their compensation annually via Governance Committee remit, which recommends compensation—appropriate but concentrated within a single committee.
RED FLAGS
- Highly concentrated ownership by an interested director (52.86%) creates structural governance risk despite majority independent board composition.
- No Lead Independent Director and interested person acts as chairman at meetings, reducing independent leadership counterbalance.
- Lack of director stock ownership and absence of equity‑linked pay diminishes economic alignment with shareholders.