Robert Agdern
About Robert D. Agdern
Independent director of Western Asset Investment Grade Opportunity Trust Inc. (NYSE: IGI) since 2015; birth year 1950. Agdern is a career legal executive (Deputy General Counsel, BP plc; Associate General Counsel, Amoco) and serves as the Board’s Compliance Liaison, reflecting a governance and compliance orientation; he oversees 17 portfolios in the Franklin Templeton fund complex as of 2025 . He is a “non‑interested” (independent) director under the 1940 Act; all standing committees are composed solely of Independent Directors .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BP plc | Deputy General Counsel (Western Hemisphere matters) | 1999–2001 | Senior legal leadership in a global energy firm . |
| Amoco Corporation | Associate General Counsel (corporate, chemical, refining & marketing; special assignments) | 1993–1998 | Pre-merger legal leadership; Amoco merged with BP in 1998 . |
| Kellogg School of Management (Northwestern) – Dispute Resolution Research Center | Advisory Committee Member | 2002–2016 | Brings negotiation/dispute-resolution expertise to board work . |
External Roles
| Category | Details |
|---|---|
| Current public company boards | None disclosed . |
| Prior public company boards | None disclosed . |
| Non-profit/academic boards | Kellogg DRRC Advisory Committee (2002–2016) . |
Board Governance
- Board leadership and independence: IGI’s Chair is Eileen A. Kamerick (Independent). The Board has eight directors, seven independent. Independent Directors meet in executive session and are advised by independent legal counsel .
- Committee memberships (Agdern): Audit; Nominating; Compensation; Pricing & Valuation; also the Board’s Compliance Liaison .
- Independence and composition: Each standing committee consists solely of Independent Directors and is chaired by an Independent Director .
- Attendance and engagement: In FY2024 the Board held 4 regular meetings; each director attended at least 75% of Board and committee meetings for which he/she was eligible. No director attended the 2024 annual stockholder meeting (company has no formal policy) .
| Committee | Agdern Role | Chair | FY2024 Meetings |
|---|---|---|---|
| Audit | Member | Nisha Kumar (audit committee financial expert) | 5 . |
| Nominating | Member | Hillary A. Sale | 7 . |
| Pricing & Valuation | Member | Carol L. Colman | 4 . |
| Compensation | Member | Peter Mason | 1 . |
| Compliance Liaison (Board role) | Compliance Liaison | n/a | n/a . |
Fixed Compensation
- The fund pays cash retainers/fees; no pension/retirement benefits for directors. Compensation reflects service across IGI and other FTFA-advised fund boards/committees; figures below include committee service across the complex .
| Metric | FY2017 | FY2019 | FY2022 | FY2024 |
|---|---|---|---|---|
| Aggregate Compensation from IGI ($) | $6,534 | $7,730 | $8,959 | $10,167 |
| Total Compensation from Fund Complex ($) | $264,000 | $292,000 | $296,000 | $466,000 |
| Directorships in Fund Complex (count) | 25 | 24 | 19 | 17 |
Notes: The Fund states it “does not provide any pension or retirement benefits to Directors.” No remuneration paid by the Fund to the interested director (CEO) in these years .
Performance Compensation
| Item | Disclosure |
|---|---|
| Performance-linked cash metrics (revenue/EBITDA/TSR/ESG) | None disclosed for directors; the compensation disclosure presents retainers/fees only . |
| Equity-based awards (RSUs/PSUs/options) | None disclosed for directors . |
| Clawback/COC/gross-ups (director pay) | Not disclosed for directors . |
Other Directorships & Interlocks
| Item | Status |
|---|---|
| Other public company directorships | None disclosed (reduces external interlock risk) . |
| Relationships with adviser/affiliates | None: the Fund discloses that no independent director or immediate family member had any interest in the investment adviser or its affiliates as of 12/31/2024 . |
Expertise & Qualifications
- Legal and compliance executive: BP plc Deputy GC; Amoco Associate GC; emphasizes governance, regulatory and risk oversight .
- Board-designated attributes: “experience in business and as a legal professional,” supporting committee service across Audit, Nominating, Compensation, and Valuation .
- Compliance orientation: Serves as Compliance Liaison to the Board .
Equity Ownership
- The company reports director holdings as dollar ranges. Agdern’s holdings in IGI have consistently been reported as “A” (None). Aggregate holdings across the Franklin Templeton fund family have ranged from “A” to “E/D” over time.
| Date (as of) | Dollar Range in IGI | Aggregate Dollar Range in Family of Investment Companies |
|---|---|---|
| 12/31/2014 | A (None) | A (None) |
| 12/31/2017 | A (None) | E (Over $100,000) |
| 12/31/2024 | A (None) | D ($50,001–$100,000) |
Notes: “A” = None; “D” = $50,001–$100,000; “E” = Over $100,000. Directors and officers as a group owned <1% of IGI outstanding shares at the relevant record dates .
Governance Assessment
-
Positives
- Independent, long-tenured director (since 2015) with deep legal/compliance background; designated Compliance Liaison strengthens oversight of regulatory and ethical risks .
- Strong independent board structure: independent Chair (Kamerick); all standing committees fully independent; Audit Committee chaired by an audit committee financial expert (Kumar) .
- Active committee cadence (Audit 5; Nominating 7; Valuation 4; Compensation 1) and each director met at least 75% attendance threshold in FY2024, signaling baseline engagement .
-
Watch items / potential red flags
- Ownership alignment: IGI-specific holdings disclosed as “None,” which may reduce perceived “skin in the game,” although this is common in closed-end fund complexes with cash-only director compensation .
- Annual meeting engagement: The proxy notes no director attended the 2024 annual stockholder meeting; while there is no formal policy, some investors view regular attendance favorably .
- Compensation trajectory: Complex-wide compensation increased materially (to $466,000 in 2024 from $296,000 in 2022 and $264,000 in 2017) even as the number of directorships fell (25→17); the proxy does not provide underlying rate/fee drivers, but investors may inquire about fee-setting rationale and benchmarking .
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Conflicts and related parties
- The company states that no independent director (including Agdern) or immediate family members had interests in the adviser or its affiliates; no related‑party transactions are disclosed involving Agdern .
- Section 16 compliance: the Fund reports all required beneficial ownership filings were timely for FY2024 .