Frank J. Fahrenkopf, Jr.
About Frank J. Fahrenkopf, Jr.
Independent Director of The Gabelli Multimedia Trust Inc. (GGT) since August 18, 1999; year of birth: 1939. Co-Chairman of the Commission on Presidential Debates; former President & CEO of the American Gaming Association (1995–2013) and former Chairman of the Republican National Committee (1983–1989). Chairs GGT’s Nominating Committee. Education: B.A. University of Nevada, Reno; J.D. Boalt Hall School of Law, U.C. Berkeley .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| American Gaming Association | President & CEO | 1995–2013 | Led hotel-casino industry trade group |
| Republican National Committee | Chairman | 1983–1989 | National party leadership |
| Hogan & Hartson (law firm) | Partner; Chair, International Trade Practice Group | Prior to 1995 (not specified) | Regulatory, legislative, corporate matters |
| Pacific Democrat Union | Chairman | Not specified | International political party association leadership |
| International Democrat Union | Vice Chairman | Not specified | Global political party association leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Commission on Presidential Debates | Co-Chairman | Ongoing | Oversees U.S. presidential debates |
| International Republican Institute | Board Member (founder) | Since 1984 | Governance of democracy promotion NGO |
| First Republic Bank | Director; Chair Corporate Governance & Nominating; Comp Committee member | Ongoing (per proxy) | Governance oversight; compensation oversight |
| Eldorado Resorts, Inc. | Director | Ongoing (per proxy) | Casino operations oversight |
| Culinary Institute of America | Former Chair, Finance Committee; current board member | Not specified | Financial oversight |
Board Governance
- Independence status: Independent Director (not an “interested person” under the 1940 Act) .
- Committee assignments: Nominating Committee (Chair) ; Nominating Committee composed of two Independent Directors (Fahrenkopf, Zizza); met two times in FY 2024 .
- Audit Committee membership: Not a member; Audit Committee is Birch (Chair), Roeder, Zizza; met two times in FY 2024 .
- Lead Independent Director: James P. Conn; Independent Directors meet regularly in executive session; they chair all Board committees .
- Board meeting cadence and attendance: Board met four times in FY 2024; each Director then serving attended at least 75% of Board and relevant committee meetings .
- Shareholder meeting engagement: Directors are not expected to attend the 2025 meeting; no Director or nominee attended the 2024 annual meeting .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual retainer (Independent Directors) | $6,000 | Paid by Fund |
| Board meeting fee | $500 per meeting | Paid by Fund |
| Committee member fee | $1,000 per meeting | Paid by Fund |
| Nominating Committee Chair fee | $2,000 annually | Applies to Fahrenkopf |
| Aggregate remuneration paid by Fund to all Directors (FY 2024) | $93,791 | Excludes out-of-pocket expenses |
| Frank J. Fahrenkopf, Jr. — Aggregate compensation from GGT (FY 2024) | $10,000 | Cash compensation |
| Frank J. Fahrenkopf, Jr. — Aggregate compensation from Fund Complex (FY 2024) | $159,500 | Across 11 funds/portfolios |
Performance Compensation
- No equity grants, stock options, or performance-based director awards disclosed; compensation is structured as cash retainers and meeting fees .
| Performance Metric Tied to Compensation | Disclosed? | Details |
|---|---|---|
| TSR/Revenue/EBITDA targets | No | Not present in proxy |
| Equity awards (RSUs/PSUs/Options) | No | Not present in proxy |
| Clawbacks/COC provisions for directors | No | Not present in proxy |
Other Directorships & Interlocks
| Entity | Relationship | Detail |
|---|---|---|
| First Republic Bank | Public company board; Committee roles | Chair, Corporate Governance & Nominating; member, Compensation |
| Eldorado Resorts, Inc. | Public company board | Director |
| Gabelli Associates Limited II E | Affiliated investment vehicle (under common control if deemed) | Membership interests valued at $1,664,367; 1.86% of class |
| Daughter: Leslie F. Foley | Family connection within complex | Director of other funds in Gabelli Fund Complex |
Expertise & Qualifications
- Governance and public policy leadership (CPD co-chair; former RNC Chair) .
- Industry experience in gaming (AGA President & CEO) .
- Legal and regulatory expertise (Hogan & Hartson partner; international trade practice) .
- Board governance specialization (chairs GGT Nominating Committee; governance chair at First Republic Bank) .
Equity Ownership
| Security | Beneficial Ownership | % of Shares Outstanding |
|---|---|---|
| GGT Common Stock | 0 shares | <1% |
| GGT Preferred Stock (Series E/G) | Not disclosed for Fahrenkopf | N/A |
| Aggregate dollar range of equity in GGT | A (None) | Proxy key A = None |
| Aggregate dollar range in Fund Complex | E (Over $100,000) | Proxy key E = Over $100,000 |
Beneficial interests in Adviser-affiliated entities:
| Entity | Interest Type | Value | % of Class |
|---|---|---|---|
| Gabelli Associates Limited II E | Membership Interests | $1,664,367 | 1.86% |
Governance Assessment
- Strengths: Long tenure since 1999; deep governance background; Chairs Nominating Committee; Independent Director; Board maintains executive sessions and an Independent Lead Director structure .
- Alignment concerns: Zero GGT common share ownership (A = None), which weakens “skin-in-the-game” alignment; beneficial interests in a Gabelli-affiliated investment entity (membership interests in Gabelli Associates Limited II E), and a family tie within the Fund Complex, introduce potential perceived conflicts of interest with the Adviser complex .
- Engagement signals: Board met four times; each Director attended at least 75% of meetings, but no Directors attended the 2024 annual shareholder meeting and Directors are not expected to attend the 2025 meeting, which may be viewed as a shareholder engagement gap for some investors .
- Committee activity: Nominating Committee met twice in FY 2024; clear responsibility for board composition and independence screening; Audit oversight handled by other Independent Directors (Birch, Roeder, Zizza), limiting Fahrenkopf’s direct financial reporting oversight role .
- Compensation structure: Cash-only retainers and meeting/chair fees; no performance-linked or equity director compensation, aligning with common closed-end fund practice but providing limited long-term ownership alignment; Fahrenkopf’s aggregate FY 2024 compensation from GGT was $10,000 and $159,500 across the Fund Complex (11 entities) .
RED FLAGS:
- No GGT share ownership (A=None) .
- Affiliated-entity economic interests (Gabelli Associates Limited II E membership interests) .
- Non-attendance at annual shareholder meeting (2024) and expectation not to attend 2025 .