Elizabeth C. Bogan
About Elizabeth C. Bogan
Independent Director of The Gabelli Multimedia Trust Inc. (GGT); director since March 25, 2021 with a current term continuing until the 2027 annual meeting; year of birth 1944; oversees 12 portfolios in the Gabelli Fund Complex . Former Senior Lecturer in Economics at Princeton University (1992–2020); prior Chair of the Economics and Finance Department at Fairleigh Dickinson University and member of the College of Business Administration’s Executive Committee; degrees: B.A. in Economics (Wellesley), M.A. in Quantitative Economics (University of New Hampshire), Ph.D. in Economics (Columbia) . Classified as an Independent Director under the Investment Company Act; the Fund notes that Independent Directors and their family members had no interests in the Adviser or its controlling entities as of December 31, 2024 (subject to exceptions disclosed in the proxy, none of which pertain to Dr. Bogan) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Princeton University | Senior Lecturer in Economics | 1992–2020 | Senior teaching role in economics |
| Fairleigh Dickinson University | Chair, Economics & Finance Dept.; Executive Committee member | Not disclosed | Department leadership and governance |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Gabelli Fund Complex (other funds) | Committee member on other funds | Not disclosed | Serves on committees for other funds in the complex |
| Public company boards (past 5 years, excluding Gabelli funds) | None disclosed | — | — |
Board Governance
- Board structure: GGT Board has 12 directors, 10 are Independent; committees include Audit (Independent chaired), Nominating (Independent chaired), ad hoc Proxy Voting, and ad hoc Pricing; Lead Independent Director is James P. Conn who presides over executive sessions; Independent Directors meet regularly in executive session and chair all Board committees .
- Committee assignments (GGT): Audit Committee members are John Birch (Chair), Werner J. Roeder, Salvatore J. Zizza; Nominating Committee members are Frank J. Fahrenkopf Jr. (Chair) and Salvatore J. Zizza; Dr. Bogan is not listed as a member of these GGT committees; she serves on committees for other funds in the complex .
- Attendance: Board met four times in FY 2024; each Director then serving attended at least 75% of Board meetings and committees of which they were members .
- Annual meeting participation: The Fund does not expect Directors or nominees to attend the Annual Meeting; none attended May 13, 2024 .
- Tenure: Director since March 25, 2021; term continues until the 2027 annual meeting .
- Independence: Classified as Independent; proxy notes no Adviser-related interests for Independent Directors or their families as of December 31, 2024 (with exceptions disclosed for other individuals) .
Fixed Compensation
Compensation structure (FY 2024):
- Independent Director cash retainer: $6,000; Board meeting fee: $500 per meeting; committee meeting fee: $1,000 per meeting; Audit Committee Chair fee: $3,000; Nominating Committee Chair and Lead Independent Director fee: $2,000 .
- Dr. Bogan’s FY 2024 compensation from GGT: $8,000; aggregate compensation from Fund Complex: $152,000 across 12 investment companies/portfolios .
| Component | Amount | Notes |
|---|---|---|
| Annual retainer (cash) | $6,000 | Independent Director retainer |
| Board meeting fees | $2,000 | $500 per meeting × 4 Board meetings in FY 2024 |
| Committee meeting fees | Not applicable | No GGT committee roles disclosed for Bogan |
| Total from GGT (FY 2024) | $8,000 | Reported aggregate from the Fund |
| Total from Fund Complex (FY 2024) | $152,000 | Across 12 portfolios/funds |
Performance Compensation
- Equity awards (RSUs/PSUs), options, bonus/performance pay: None disclosed for Directors; compensation appears entirely cash-based for GGT Directors .
| Performance Element | Metric/Terms | Status |
|---|---|---|
| Stock awards (RSUs/PSUs) | Grant date, shares, fair value | None disclosed |
| Option awards | Strike, expiration, vesting | None disclosed |
| Cash bonus tied to performance | Revenue/EBITDA/TSR/ESG metrics | None disclosed |
| Vesting schedules | Dates and amounts | Not applicable |
| Clawbacks, gross-ups, severance/CIC | Triggers/terms | None disclosed for Directors |
Other Directorships & Interlocks
| Company/Entity | Role | Overlap/Interlock |
|---|---|---|
| Public company boards (past 5 years) | None disclosed | No interlocks identified |
| Gabelli Fund Complex (other funds) | Committee member | Internal complex interlocks only |
Expertise & Qualifications
- Economics and quantitative training; Ph.D. in Economics (Columbia); M.A. in Quantitative Economics (UNH); B.A. in Economics (Wellesley) .
- Academic leadership experience (department chair, executive committee) and long-term teaching at Princeton, indicating analytical rigor and governance familiarity in academic settings .
Equity Ownership
| Metric | GGT Fund | Fund Complex Aggregate |
|---|---|---|
| Beneficial ownership (shares) | 0 shares; <1% outstanding | Not in shares; see dollar range below |
| Dollar range (Fund) | A: None | — |
| Dollar range (Family of Investment Companies) | — | E: Over $100,000 |
| Shares pledged/hedged | Not disclosed | Not disclosed |
| Section 16 compliance | No delinquency noted for Bogan; Fund notes overall compliance in 2024 except one late Form 4 by Birch |
Governance Assessment
- Strengths: Independent status; experienced academic economist with Ph.D.-level training; Independent-chaired committees and presence of Lead Independent Director; executive sessions of Independent Directors; attendance at least 75% of meetings in FY 2024 .
- Alignment concerns: No beneficial ownership in GGT (Dollar Range A: None) reduces direct “skin-in-the-game”; although she holds over $100,000 across the Fund Complex, alignment at the individual fund level is minimal .
- Committee engagement: Not listed on GGT’s Audit or Nominating Committees; her committee service occurs on other funds in the complex, which limits direct committee-based influence at GGT .
- Transparency signals: Director compensation is modest and entirely cash-based with no equity awards or performance linkage; Board does not expect directors to attend shareholder annual meetings, and none attended May 13, 2024, which may be viewed negatively by some governance-focused investors seeking direct director-shareholder engagement .
RED FLAGS
- Zero share ownership in GGT (Dollar Range A: None), implying weak fund-level alignment .
- No attendance at prior annual meeting by any director (May 13, 2024), potentially reducing perceived accountability to shareholders .
Neutral/Contextual Notes
- No related-party transactions or Adviser-affiliated interests disclosed for Dr. Bogan; exceptions disclosed in proxy relate to other directors, not Bogan .
- Compensation levels and structure are standard for a closed-end fund board and are primarily retainer/meeting fees without incentive pay .