Betsy F. Gotbaum
About Betsy F. Gotbaum
Betsy F. Gotbaum, age 86, has served as an independent director of General American Investors Company, Inc. since 2010. She is Executive Director of Citizens Union (since 2017) and previously served as New York City Public Advocate (2002–2009). She holds a B.A. from George Washington University and an M.A. in Education Administration from Teachers College, Columbia University, and attended Barnard College .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| City of New York | Public Advocate (NYC’s second-highest ranking public official) | 2002–2009 | Presided over City Council; sat on Voters Assistance Commission and Audit Committee of the City of New York |
| NYC Employees’ Retirement System | Trustee; Proxy Committee member | Not disclosed | Pension governance, proxy oversight |
| New-York Historical Society | President | Not disclosed | Leadership of major cultural institution |
External Roles
| Organization | Role |
|---|---|
| Citizens Union | Executive Director (since 2017) |
| Center for Community Alternatives | Director |
| Community Service Society | Trustee |
| Fisher Center for Alzheimer’s Research Foundation | Trustee |
| Visiting Nurse Service of New York | Director |
Board Governance
- Independence: All directors other than the CEO are independent; independent directors chair all board committees. Gotbaum is classified as an independent director .
- Committee memberships and chair roles:
- Nominating Committee: Member (Chair – Arthur G. Altschul, Jr.) .
- Pension Committee: Member (Chair – Spencer Davidson) .
- Not a member of Audit, Compensation, or Executive Committees .
- Attendance and engagement:
- 2024: Board held 8 meetings; each director attended at least 75% of board and committee meetings on which they served .
- 2023: Board held 6 meetings; each director attended at least 75% except Henry R. Schirmer (no exception indicated for Gotbaum) .
- Leadership structure: Chairman of the Board is Spencer Davidson; independent directors meet regularly in executive session .
Fixed Compensation
| Year | Director Cash Retainer | Meeting Fee per Meeting | Board Meetings Held | Committee Meetings (Member) | Total Director Compensation (Cash) |
|---|---|---|---|---|---|
| 2023 | $15,000 | $1,250 | 6 | Nominating: 1; Pension: 1 | $25,000 |
| 2024 | $30,000 | $1,250 | 8 | Nominating: 1; Pension: 1 | $42,500 |
Notes:
- Director compensation for non-officer directors consists of cash retainers and meeting fees only, as disclosed in the proxy’s compensation table .
Performance Compensation
| Award Type / Metric | Disclosure in Proxy |
|---|---|
| Stock awards (RSUs/PSUs), option awards, performance-linked cash | Not disclosed for directors; proxy shows only cash retainers and meeting fees for directors |
| Compensation performance metrics (TSR, EBITDA, ESG, etc.) | Not disclosed for directors |
| Clawbacks, change-in-control, severance for directors | Not disclosed for directors |
Other Directorships & Interlocks
- Public company directorships: None disclosed for Gotbaum; proxy lists only non-profit boards in her last five years .
- Potential interlocks/conflicts: No disclosed business relationships with GAM suppliers/customers or compensation consultants; roles are civic/non-profit .
Expertise & Qualifications
- Public sector governance: Former NYC Public Advocate; experience on city audit-related commissions adds oversight perspective .
- Pension governance: Trustee of NYC Employees’ Retirement System; relevant to GAM’s Pension Committee oversight .
- Education: B.A. (George Washington University), M.A. in Education Administration (Teachers College, Columbia University); attended Barnard College .
Equity Ownership
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Common shares beneficially owned | 2,750 | 2,987 |
| Percent of class | 0.01% | 0.01% |
| Preferred shares beneficially owned | Not disclosed (no holdings listed) | Not disclosed (no holdings listed) |
| Director share ownership dollar range | Over $100,000 | Over $100,000 |
Governance Assessment
- Strengths:
- Independent director with sustained tenure (since 2010) and consistent attendance at or above 75% thresholds .
- Relevant oversight experience via NYC pension governance and audit-related city roles; alignment with Pension Committee responsibilities .
- Personal share ownership with “Over $100,000” dollar range, indicating meaningful stake relative to director role .
- Limitations:
- Not on Audit or Compensation Committees, limiting direct influence on financial reporting and executive pay oversight .
- Director compensation is entirely fixed cash; no disclosed equity-based director compensation to further align incentives, though personal share ownership partly addresses alignment .
- Conflicts/Red Flags:
- No related-party transactions, pledging, hedging, or legal proceedings disclosed in the proxy for Gotbaum .
- Board faces external governance pressure typical of closed-end funds (e.g., significant holdings by Saba Capital at ~6.23%), elevating scrutiny; this is systemic rather than director-specific .
- Implications:
- Gotbaum’s civic and pension governance background supports committee oversight quality, especially on pension matters. Her independence and attendance reinforce board effectiveness. Absence from Audit/Comp Committees suggests her influence is concentrated in nomination/governance and pension oversight rather than financial or compensation policy .