Mario J. Gabelli
About Mario J. Gabelli
Mario J. Gabelli, CFA, is Chairman of the Board and Chief Investment Officer (CIO) of The Gabelli Utility Trust (GUT), serving on the Board since the Fund’s organizational meeting in 1999 and nominated to continue through the 2028 annual meeting . He was born in 1942 and holds a B.S. from Fordham University and an MBA from Columbia Business School, with honorary doctorates from Fordham and Roger Williams; he is also an Overseer/Trustee of multiple academic and charitable institutions as disclosed in the proxy biography . At GUT he is a member of the ad hoc Proxy Voting Committee and is classified as an “interested person” due to affiliations with the Adviser and related entities . The Fund’s proxy does not disclose executive TSR or operating metrics for Mr. Gabelli; at the Fund level he receives no compensation (see Fixed Compensation) and provides investment management via the affiliated adviser, Gabelli Funds, LLC .
Past Roles
| Organization | Role | Years | Strategic Impact/Notes |
|---|---|---|---|
| LICT Corporation | Chair since 2004; CEO since Dec 2010 | 2004–present (Chair); 2010–present (CEO) | Public broadband/communications company; long-tenured operating leadership |
| Morgan Group Holding Co. | Chair; CEO (former) | Chair 2001–Oct 2019; CEO 2001–Nov 2012 | Holding company leadership role concluded 2019 |
| CIBL, Inc. | Director since 2007; Executive Chair since Feb 2020 | 2007–present; Exec Chair since 2020 | Public holding company spun out from LICT; governance/oversight |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| GAMCO Investors, Inc. (GAMI) | Chair, Co-CEO, CIO–Value Portfolios | Current | Parent asset manager; Mr. Gabelli is a control person through GGCP |
| Gabelli Funds, LLC; GAMCO Asset Management, Inc. | CIO–Value Portfolios | Current | Asset management subsidiaries of GAMI |
| GGCP, Inc. | CEO, CIO, Director; Controlling shareholder | Current | Private company holding majority interest in GAMI |
| Associated Capital Group, Inc. | Executive Chair | Current | Public company providing alternative management and research; majority-owned subsidiary of GGCP |
| MJG Associates, Inc. | Chair | Current | Investment manager for various funds/accounts |
| Academic/Non-profit | Overseer/Trustee/Director | Current | Columbia Business School; Boston College; Roger Williams University; Winston Churchill Foundation; E.L. Wiegand Foundation; American-Italian Cancer Foundation; Foundation for Italian Art and Culture; Co-President of Field Point Park Association |
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Aggregate compensation from GUT (Chairman & CIO) | $0 | $0 |
| Aggregate compensation from GUT + Fund Complex paid to Trustees (Interested) | $0 | $0 |
- Independent Trustees receive retainers/meeting fees (e.g., annual retainer $6,000; $1,500 per Board meeting; committee fees/Audit Chair/Nominating Chair/Lead Independent supplements), but these do not apply to Mr. Gabelli as he is an interested trustee .
Performance Compensation
- No Fund-level incentive compensation, stock awards, options, or performance metric-linked pay is disclosed for Mr. Gabelli; aggregate compensation from the Fund is $0 and the proxy does not present targets, payouts, or vesting for him at the Fund level .
- Fund-level management is provided via the Adviser (Gabelli Funds, LLC), and the proxy does not disclose Mr. Gabelli’s adviser-level compensation structure, metrics, or contracts .
Equity Ownership & Alignment
| Ownership Metric | As of Dec 31, 2023 | As of Dec 31, 2024 |
|---|---|---|
| Common Shares Beneficially Owned | 1,179,719 (comprised of 903,866 directly and 275,853 via GGCP, Inc.) | 1,284,889 (comprised of 953,866 directly and 331,023 via GGCP, Inc.) |
| Percent of Common Shares Outstanding | 1.6% | 1.5% |
| Dollar Range Category in GUT | Over $100,000 (“E”) | Over $100,000 (“E”) |
| Vested vs. Unvested; Options; RSUs | Not disclosed/applicable at Fund level | Not disclosed/applicable at Fund level |
| Pledged/Hedged Shares | No pledging/hedging disclosure in proxy | No pledging/hedging disclosure in proxy |
Employment Terms
- No employment agreement, severance, or change-of-control terms are disclosed between Mr. Gabelli and GUT; Fund services are provided under an advisory relationship with Gabelli Funds, LLC (the Fund’s Adviser and Administrator) rather than through a Fund-paid executive employment contract .
- The proxy does not disclose non-compete, non-solicit, garden leave, post-termination consulting, clawbacks, tax gross-ups, deferred compensation, or pension/SERP terms for Mr. Gabelli at the Fund level .
Board Governance (Service history, independence, committees, attendance)
- Board Service/Tenure: Trustee since the Fund’s March 29, 1999 organizational meeting; nominee to serve until the 2028 annual meeting .
- Roles: Chairman of the Board; CIO of the Fund; member of the ad hoc Proxy Voting Committee .
- Independence: Classified as an “interested person” of the Fund under the 1940 Act due to affiliations with the Adviser and related entities .
- Committee Structure/Checks: Lead Independent Trustee (James P. Conn) presides over executive sessions; Audit and Nominating Committees are composed of independent trustees; additional ad hoc committees established as needed .
- Attendance: In FY 2024, the Board met four times and each trustee attended at least 75% of Board/committee meetings .
Director Compensation (For reference; Mr. Gabelli receives $0)
| Item | FY 2023 | FY 2024 |
|---|---|---|
| Board meeting frequency | 5 meetings (4 quarterly + 1 special) | 4 regular quarterly meetings |
| Independent Trustee fee structure (per GUT) | Retainer $6,000; $1,500 per Board meeting; $1,000 per committee meeting; Audit Chair $3,000; Nominating Chair $2,000; Lead Independent $2,000 | Same structure described |
| Aggregate remuneration paid by GUT to Independent Trustees | $143,745 | $124,000 |
| Mr. Gabelli’s compensation from GUT | $0 | $0 |
Other Directorships & Interlocks (Network/governance context)
- Multiple independent trustees also serve on or hold interests in entities that “may be deemed to be controlled by Mario J. Gabelli and/or affiliates,” including Gabelli International Ltd., Gabelli Merger Plus+ Trust Plc, GAMCO International SICAV, Gabelli Associates Limited, and Gabelli Associates Limited II E (as applicable); these affiliations are disclosed by the Fund .
- Independent trustees’ disclosed interests in affiliates include, for example, membership or limited partner interests in Gabelli-associated vehicles; see detailed table in the proxy (e.g., interests for Messrs. Fahrenkopf and Zizza) .
Related Party/Conflict Considerations
- Adviser Affiliation: The Fund’s Adviser and Administrator is Gabelli Funds, LLC; Mr. Gabelli is CIO of affiliated adviser entities and a controlling person at related holding companies (GGCP/GAMI), establishing an “interested” status and inherent related-party context for advisory oversight .
- Control/Complex Roles: Mr. Gabelli (or affiliates) have control/leadership roles across the “Gabelli Fund Complex,” with Board committees and a Lead Independent Trustee structure in place for oversight .
Compensation Structure Analysis (signals)
- Pay-for-performance link at Fund level is not disclosed for Mr. Gabelli; he receives $0 from GUT, and the proxy does not present Fund-specific incentive metrics or equity awards for him .
- Economic alignment at the Fund appears primarily through direct ownership of GUT shares (1.5% as of 12/31/2024) and broader control/ownership interests in adviser-related entities, rather than Fund-paid compensation .
Investment Implications
- Alignment: Mr. Gabelli’s beneficial ownership in GUT increased year-over-year (1,179,719 to 1,284,889 shares) while remaining a meaningful 1.5% of outstanding shares, suggesting direct economic exposure to Fund outcomes .
- Governance: Dual role as Chairman and CIO and “interested person” status create structural independence considerations; the presence of a Lead Independent Trustee and fully independent Audit and Nominating Committees serve as counterbalances .
- Compensation Risk: With no Fund-level compensation or equity grants to Mr. Gabelli, there is no disclosed Fund-specific pay-for-performance mechanism—oversight of the adviser relationship and fee arrangements (outside the proxy’s disclosed scope) remains the key lever for aligning incentives .
- Interlocks/Related Parties: Disclosed cross-entity roles and independent trustees’ interests in Gabelli-affiliated entities highlight the importance of vigilant independent committee oversight for potential conflicts .