Werner J. Roeder
About Werner J. Roeder
Werner J. Roeder, M.D., is an Independent Director of The Gabelli Multimedia Trust Inc. (GGT) since November 17, 1999. A board‑certified surgeon with over 45 years of experience, he previously served as Vice President of Medical Affairs (Medical Director) at New York Presbyterian/Lawrence Hospital, overseeing personnel and financial matters for a $140 million budget; he holds a Doctorate in Medicine from New York Medical College and has consulted for Empire Blue Cross/Blue Shield . Born in 1940, Dr. Roeder currently serves on GGT’s Audit Committee and the multi‑fund ad hoc Compensation Committees across the Gabelli Fund Complex .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| New York Presbyterian/Lawrence Hospital | Vice President of Medical Affairs (Medical Director) | 1999–2014 | Actively involved in personnel and financial matters for the hospital’s $140 million budget |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Gabelli Fund Complex (various registered funds) | Director/Trustee; serves on comparable or other board committees across funds | Not disclosed | Member of multi‑fund ad hoc Compensation Committees; other comparable committees across funds on whose boards he sits |
Board Governance
- Board composition: 12 Directors; 10 are Independent under the Investment Company Act of 1940 .
- Independence: Roeder is classified as an Independent Director; proxy notes no interests in the Adviser or affiliates among Independent Directors (with exceptions named that do not include Roeder) as of December 31, 2024 .
- Tenure and term: Director since November 17, 1999; currently serving a term that continues until the 2026 Annual Meeting of Stockholders .
- Committee assignments: Member, Audit Committee; member, multi‑fund ad hoc Compensation Committees .
- Committee structure and expertise: Audit Committee comprises Independent Directors Birch (Chairman), Roeder, and Zizza; committee met two times in FY 2024; all members determined financially literate; Birch designated Audit Committee Financial Expert .
- Board activity and attendance: Board met four times in FY 2024; each Director then serving attended at least 75% of Board meetings and of any committee of which he/she is a member .
- Annual meeting attendance: The Fund does not expect Directors to attend the meeting; no Director or nominee attended the May 13, 2024 annual meeting (signal of low shareholder‑facing engagement norm for this fund complex) .
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Aggregate compensation from GGT (FY 2024) | $10,000 | Fund‑level cash paid to Roeder |
| Aggregate compensation from Fund Complex (FY 2024) | $163,320 | Total across investment companies/portfolios in complex; Roeder served on 20 funds/portfolios |
| Independent Director annual retainer (policy) | $6,000 | Cash retainer paid by GGT |
| Board meeting fee (policy) | $500 per meeting | Cash per Board meeting attended |
| Committee meeting fee (policy) | $1,000 per meeting | Cash per committee meeting attended |
| Chair premiums (policy) | Audit Chair: $3,000; Nominating Chair: $2,000; Lead Independent Director: $2,000 | Roeder is not listed as a chair |
- No equity compensation or meeting‑based equity grants for Directors are disclosed; compensation is cash‑based with per‑meeting fees and modest retainer .
Performance Compensation
- No performance‑based compensation (bonuses, PSUs/RSUs, options, or metric‑linked awards) is disclosed for Independent Directors; no vesting schedules or performance metrics are presented in the proxy for director pay .
Other Directorships & Interlocks
| Company/Entity | Role | Notes |
|---|---|---|
| Gabelli Fund Complex (other registered funds) | Director/Trustee | Serves on other fund boards and comparable committees; indicates multi‑fund governance engagement but not outside public‑company boards disclosed in proxy . |
- Proxy disclosures identify related‑party interests for certain other Independent Directors (e.g., Fahrenkopf, Zizza, Conn) but do not list any such interests for Roeder; Independent Directors (with named exceptions not including Roeder) and their families had no interests in the Adviser or affiliates as of December 31, 2024 .
Expertise & Qualifications
- Board‑certified surgeon; retired physician with 45+ years experience .
- Senior hospital leadership experience managing personnel and a $140 million budget (financial stewardship and governance relevance) .
- Prior consulting capacity to Empire Blue Cross/Blue Shield .
- Medical doctorate from New York Medical College .
Equity Ownership
| Metric | Value | As of |
|---|---|---|
| Beneficial ownership (GGT Common Stock) | 0 shares; less than 1% of outstanding | December 31, 2024 |
| Dollar range in GGT | A: None | December 31, 2024 |
| Aggregate dollar range in Fund Complex | E: Over $100,000 | December 31, 2024 |
- No shares of GGT disclosed as pledged; no options or derivative ownership disclosed for Roeder in GGT .
Governance Assessment
- Strengths: Long tenure since 1999 provides continuity; medical leadership background supports risk oversight in complex operations; financial literacy designation for Audit Committee members, and active service on Audit and multi‑fund compensation committees indicate engagement .
- Concerns/RED FLAGS: Zero share ownership in GGT (Dollar Range: None) suggests limited direct alignment with GGT common shareholders; reliance on multi‑fund compensation committee structures may diffuse accountability; Directors did not attend the 2024 annual meeting and are not expected to attend—reducing direct investor engagement optics .
- Attendance and workload: Board met four times and Audit Committee met two times in FY 2024, with at least 75% attendance; Roeder’s aggregate complex compensation reflects broad cross‑fund duties, which could impact bandwidth but also reinforces governance experience across the complex .
- Independence and conflicts: Proxy affirms independence, with no Adviser/affiliate interests disclosed for Roeder; no related‑party transactions or exceptions cited for him, which supports investor confidence on conflict management .