John D. Gabelli
About John D. Gabelli
John D. Gabelli (born 1944) is an Interested Trustee of The Gabelli Utility Trust (“GUT”), serving since 1999; he is deemed an “interested person” due to his affiliation with the Adviser and his familial relationship to Mario J. Gabelli . He was Senior Vice President of G.research, LLC (and predecessor) from 1991–2019 and has over thirty-five years of asset management industry experience; he serves on boards of other funds in the Gabelli Fund Complex and sits on various charitable foundations including the Mount Vernon Police Foundation .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| G.research, LLC (affiliate of Adviser) | Senior Vice President | 1991–2019 | Institutional research and brokerage leadership; 35+ years in asset management |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Mount Vernon Police Foundation | Board member | Not disclosed | Charitable foundation board service |
| Other Gabelli Fund Complex funds | Trustee/Director | Ongoing | Oversees 12 portfolios in the Fund Complex |
Board Governance
- Status: Interested Trustee (not independent) as defined under the 1940 Act due to affiliation with the Fund’s Adviser and brother of Mario J. Gabelli .
- Term: Trustee since 1999; current term runs to the 2027 Annual Meeting of Shareholders .
- Committees: Not listed among members of the Audit Committee (Enright, Birch, Melarkey), Nominating Committee (Zizza, Conn, Enright), or the Fund’s ad hoc Proxy Voting and ad hoc Pricing Committees; committee leadership is held by Independent Trustees .
- Attendance: The Board met 4 times in 2024; each Trustee then serving attended at least 75% of Board meetings and of any committee of which they were a member .
- Shareholder meetings: Trustees and nominees did not attend the May 13, 2024 annual meeting; the Fund does not expect Trustees or nominees to attend the 2025 meeting .
- Lead Independent structure: James P. Conn serves as Lead Independent Trustee; Independent Trustees meet in executive session and chair all Board committees .
Fixed Compensation
| Component | Amount | Source |
|---|---|---|
| Aggregate compensation from GUT (FY2024) | $0 | |
| Aggregate compensation from Fund Complex (FY2024) | $0 | |
| Cash retainer policy (Independent Trustees) | $6,000 annual retainer; $1,500 per Board meeting; committee fees: $1,000 per meeting; Audit Chair $3,000; Nominating Chair $2,000; Lead Independent $2,000 (context; not applicable to J.D. Gabelli) |
Performance Compensation
| Item | Details | Source |
|---|---|---|
| Bonus | Not disclosed; no bonus for Trustees | |
| Stock awards (RSUs/PSUs) | Not disclosed in the proxy | |
| Option awards | Not disclosed in the proxy | |
| Performance metrics tied to pay (revenue/EBITDA/TSR/ESG) | Not disclosed; no performance-based compensation for Trustees | |
| Clawbacks / CoC provisions / Severance | Not disclosed for Trustees |
Other Directorships & Interlocks
| Category | Company/Entity | Role | Notes |
|---|---|---|---|
| Public company boards (past 5 years, excluding funds) | — | — | None disclosed |
| Fund Complex boards | Multiple Gabelli funds | Trustee/Director | Oversees 12 portfolios |
| Interlocks / Affiliations | Adviser affiliate (G.research, LLC) | Former SVP | Creates “interested person” status |
| Family Relationship | Mario J. Gabelli | Brother | Governance interlock; both are interested persons |
Expertise & Qualifications
- 35+ years in asset management; senior brokerage and institutional research leadership at G.research .
- Ongoing service on other funds within the Gabelli Fund Complex, providing cross-fund governance continuity .
Equity Ownership
| Metric | Value | Source |
|---|---|---|
| Common shares owned (as of Dec 31, 2024) | 0 | |
| Percent of shares outstanding | <1% (asterisk) | |
| Dollar range of equity securities in GUT | A (None) | |
| Aggregate dollar range in Fund Complex | E (Over $100,000) | |
| Shares pledged as collateral | Not disclosed | |
| Ownership guidelines / compliance | Not disclosed |
Insider Filings
| Item | FY2024 Status | Source |
|---|---|---|
| Section 16(a) ownership/change filings (Forms 3/4) | Fund believes all applicable persons complied during FY2024 |
Governance Assessment
- RED FLAGS
- Not independent: Classified as an “interested person” due to Adviser affiliation and familial relationship to the Chairman, which presents potential conflicts of interest and may affect perceived board independence .
- Zero direct share ownership in GUT as of Dec 31, 2024, reducing direct alignment with common shareholders (Dollar Range A: None; 0 shares) .
- Trustees did not attend the 2024 shareholder meeting, and attendance is not expected in 2025, which may signal limited shareholder-facing engagement .
- Mitigating factors
- Independent Trustees chair all key committees (Audit, Nominating) and a Lead Independent Trustee presides over executive sessions, supporting oversight .
- Audit Committee met twice in 2024; audit oversight processes and financial literacy designation (Enright as financial expert) are in place .
- Board-level attendance met at least the 75% threshold across meetings in 2024 .
Overall, John D. Gabelli’s governance profile reflects strong industry experience and cross-fund oversight, but independence and related-party exposure are notable concerns for investor confidence given his Adviser affiliation, family interlock, and lack of direct GUT share ownership .