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Mario J. Gabelli

Chief Investment Officer at Gabelli Global Small & Mid Cap Value Trust
Executive
Board

About Mario J. Gabelli

Mario J. Gabelli, CFA (born 1942), is Chairman of the Board of Trustees and Chief Investment Officer (Value Portfolios) of The Gabelli Global Small and Mid Cap Value Trust (GGZ), serving since the Fund’s 2013 organizational meeting; his current trustee term runs through the 2026 annual meeting . He is also Chairman, Co-CEO, and CIO–Value Portfolios of GAMCO Investors, Inc., Executive Chair of Associated Capital Group, Inc., and CEO/controlling shareholder of GGCP, Inc.; he holds a B.S. from Fordham and an MBA from Columbia Business School, with CFA designation and multiple board and philanthropic roles . Under his oversight, GGZ’s total returns (NAV and market) as of June 30, 2024 were as follows (vs. MSCI World SMID): 1-year (-0.15% NAV; -0.37% market; index +10.09%), 3-year (-4.21% NAV; -5.33% market; index -0.40%), 5-year (+4.95% NAV; +5.54% market; index +7.05%), 10-year (+4.75% NAV; +4.24% market; index +6.41%), and since inception (+4.75% NAV; +3.11% market; index +6.41%) .

Past Roles

OrganizationRoleYearsStrategic Impact
GAMCO Investors, Inc.Chairman, Co-CEO, CIO – Value PortfoliosOngoingLeads value investing platform; broad oversight across funds/accounts .
Gabelli Funds, LLC; GAMCO Asset Management Inc.CIO – Value PortfoliosOngoingInvestment leadership across the fund complex .
GGCP, Inc.Chief Executive Officer; Director; Controlling ShareholderOngoingHolding company with majority interest in GAMI; control influence across affiliates .
Associated Capital Group, Inc.Executive Chair; Controlling ShareholderOngoingAlternative asset management and institutional research platform .
LICT CorporationChairman (since 2004); CEO (since Dec 2010)2004–present (Chair); 2010–present (CEO)Oversight of broadband/communications operations .
CIBL, Inc.Director (since 2007); Executive Chair (since Feb 2020)2007–presentStrategic leadership at public holding company .
Morgan Group Holding Co.Chair (2001–2019); CEO (2001–2012)2001–2019 (Chair); 2001–2012 (CEO)Led public holding company through restructuring cycles .

External Roles

OrganizationRoleYearsNotes
Columbia University Graduate School of BusinessOverseerOngoingAcademic governance/engagement .
Boston College; Roger Williams UniversityTrusteeOngoingUniversity board roles .
The Winston Churchill Foundation; E.L. Wiegand Foundation; American-Italian Cancer Foundation; Foundation for Italian Art & CultureDirectorOngoingNonprofit and philanthropic leadership .
The Gabelli Foundation, Inc.ChairOngoingPrivate charitable trust leadership .
Field Point Park Association, Inc.Co-PresidentOngoingCommunity organization leadership .

Fixed Compensation

Pay Element2024 Amount (Fund-level)Notes
Trustee Fees (GGZ)$0GGZ paid $0 to Mr. Gabelli in 2024; interested trustees employed by the Adviser receive no compensation from the Fund .

Board compensation framework (for context): Independent Trustees receive a $3,000 annual retainer, $1,000 per Board meeting, $500 per committee meeting; Audit Chair +$2,000 and Nominating Chair and Lead Independent +$1,000; aggregate remuneration to Trustees in 2024 was $56,000 .

Performance Compensation

GGZ does not disclose any bonus, equity, or option-based compensation for Mr. Gabelli at the Fund level; interested trustees employed by the Adviser do not receive compensation from the Fund. Any GAMCO/affiliate compensation arrangements are outside GGZ’s proxy scope and not disclosed here .

MetricWeightingTargetActualPayoutVesting
Not disclosed by GGZ

Equity Ownership & Alignment

SecurityBeneficial Ownership DetailAmount% of ClassNotes
Common SharesTotal beneficial ownership2,796,55434.4%As of 12/31/2024 .
Direct ownership by Mr. Gabelli2,678,112Included in total .
Indirect via GGCP, Inc.31,586Mr. Gabelli CEO/director/controlling shareholder; disclaims beneficial ownership beyond indirect pecuniary interest .
Indirect via Associated Capital Group, Inc. (ACG)82,711Mr. Gabelli Executive Chair/controlling shareholder; same disclaimer .
Indirect via Gabelli & Company Investment Advisers, Inc. (GCIA)4,145Majority-owned subsidiary of ACG; same disclaimer .
Series B PreferredTotal beneficial ownership801,79650.1%As of 12/31/2024 .
Direct ownership by Mr. Gabelli473,596Included in total .
Indirect via ACG70,600Same disclaimer .
Indirect via Gabelli Foundation Inc.105,900Included in total .
Indirect via GGCP, Inc.88,200Same disclaimer .
Indirect via GAMCO Asset Management Inc.63,500Included in total .

Additional alignment indicators:

  • Dollar range of equity in GGZ: “E” (over $100,000); aggregate across Fund Complex also “E” (over $100,000), as of 12/31/2024 .
  • Top holders: GAMCO affiliates collectively hold ~34.9% of common and ~50.1% of preferred; detailed breakdowns provided in GGZ proxy footnotes (see above) .

Governance note on voting/control:

  • Delaware Statutory Trust Act Control Share Statute (effective Aug 1, 2022) limits voting rights for “control shares” acquired after that date unless approved by a two-thirds vote of non-interested shareholders; Board exempted acquisitions of preferred shares directly from the Fund/distributors but has not granted broader exemptions .

Employment Terms

ItemDisclosure
Role at GGZChairman of the Board of Trustees; Chief Investment Officer .
Trustee Tenure/ClassTrustee since 2013; current term continues until 2026 annual meeting .
Contract/Severance/Change-in-ControlNot disclosed at Fund level. GGZ does not report executive employment contracts, severance, or change-in-control economics for Mr. Gabelli .
ClawbackFund’s Item 18 restatement recovery disclosures show $0 erroneously awarded compensation; no restatements requiring recovery .

Board Governance at GGZ (Service, Committees, Independence)

  • Board composition: 9 Trustees; 6 Independent Trustees. Mario J. Gabelli is an “interested person” due to affiliation with the Adviser; he serves as Board Chair and CIO .
  • Lead Independent Trustee: James P. Conn; Independent Trustees meet regularly in executive session; committee chairs are independent .
  • Committees: Audit (Chair John Birch; members F. J. Fahrenkopf, S. J. Zizza) met twice in 2024; Zizza designated Audit Committee Financial Expert. Nominating (Chair Conn; members Colavita, Zizza) met once in 2024 .
  • Board meeting attendance: 4 regular Board meetings in 2024; each Trustee attended at least 75% of Board/committee meetings .
  • Director compensation (2024): Mario J. Gabelli received $0 from GGZ; Independent Trustees compensated per framework noted above .
  • 2024 shareholder meeting outcomes: Re-elections on May 13, 2024, with detailed vote counts for trustees; Mario continued service (not up for election in 2024) .

Performance & Track Record (Fund-Level)

Period End: 6/30/2024NAV Total ReturnMarket Total ReturnMSCI World SMID Cap
1-Year-0.15%-0.37%+10.09%
3-Year-4.21%-5.33%-0.40%
5-Year+4.95%+5.54%+7.05%
10-Year+4.75%+4.24%+6.41%
Since Inception (6/23/2014)+4.75%+3.11%+6.41%

Related Party Transactions and Potential Conflicts

  • Advisory fee: 1.00% of average weekly net assets including liquidation value of preferred; adviser is Gabelli Funds, LLC .
  • Brokerage: The Fund paid $2,363 in commissions to G.research, LLC (affiliate) in 1H 2024 .
  • Officer compensation: The Fund directly compensates certain officers employed by the Fund (e.g., Vice Presidents/Ombudsmen received $73,750 and $78,510) while trustees who are directors/employees of the Adviser or affiliates receive no compensation from GGZ .
  • Independent Trustee interests in affiliated vehicles: select independent trustees/family members hold interests in entities under common control with the Adviser (e.g., Gabelli Associates funds); values and percentages disclosed as of 12/31/2024 .

Director Compensation (Context)

TrusteeAggregate Compensation from GGZ (2024)Aggregate from Fund Complex (Count)
Mario J. Gabelli (Interested)$0$0 (31)
Kevin V. Dreyer (Interested)$0$0 (1)
Agnes Mullady (Interested)$7,000$131,500 (14)
Calgary Avansino (Independent)$7,000$52,000 (5)
John Birch (Independent)$10,000$70,342 (10)
Anthony S. Colavita (Independent)$7,000$169,250 (23)
James P. Conn (Independent)$9,000$288,500 (23)
Frank J. Fahrenkopf, Jr. (Independent)$8,000$159,500 (11)
Salvatore J. Zizza (Independent)$8,000$317,137 (35)

Additional Structural/Capital Considerations

  • Capital structure and leverage: 1,600,000 shares of 5.20% Series B Cumulative Preferred outstanding at $10 liquidation preference; callable since Sept 26, 2024 and subject to mandatory redemption September 26, 2025 .
  • Buybacks/discount management: Board-authorized repurchases when common trades at ≥7.5% discount to NAV; 106,126 common shares repurchased in 1H 2024 at average $11.61 .
  • Audit: PwC audit fees of $34,264 (2024) and tax fees of $4,630; all services pre-approved by the Audit Committee .

Investment Implications

  • Alignment and control: Mr. Gabelli’s substantial beneficial ownership (34.4% of common; 50.1% of preferred) tightly aligns him with shareholder outcomes but also concentrates governance influence; DSTA control share rules may limit voting on newly acquired “control shares” without shareholder approval, partially mitigated by Board’s targeted exemption for preferred acquired directly from the Fund/distributors .
  • Pay-for-performance signal: At the Fund level, Mr. Gabelli receives no trustee compensation, and interested trustees are uncompensated by GGZ; his economic exposure is primarily through share ownership and affiliate economics rather than Fund-paid incentives—reducing immediate insider selling pressure tied to vesting but amplifying potential related-party and influence considerations .
  • Execution track record: Over long horizons since inception, GGZ has delivered positive annualized returns but lagged its MSCI SMID benchmark, with recent 1- and 3-year underperformance; any narrowing of the market/NAV gap (via buybacks, portfolio catalysts, or preferred redemption) could support market total returns .
  • Governance mitigants: A Lead Independent Trustee, independent committee leadership, and regular executive sessions provide counterweights to dual roles; however, related-party transactions (affiliated brokerage, adviser relationships) and board interlocks require ongoing monitoring by investors .