Barry Evans
About Barry H. Evans
Independent Director of PGIM High Yield Bond Fund, Inc. (NYSE: ISD); year of birth 1960; joined the Board in September 2017; oversees 104 PGIM portfolios. Prior roles include President, Global COO, and Global Head of Fixed Income at Manulife Asset Management over a 30-year investment career, with portfolio management experience dating back to 1986 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Manulife Asset Management | President | 2005–2016 | Senior leadership of global asset manager |
| Manulife Asset Management | Global Chief Operating Officer | 2014–2016 | Global operations oversight |
| Manulife Asset Management | Chief Investment Officer – Global Head of Fixed Income | 1998–2014 | Led fixed income platform |
| Manulife Asset Management | Portfolio Manager roles | 1986–2006 | Investment management |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Manulife Trust Company | Director | 2011–2018 | Former director |
| Manulife Asset Management Limited | Director | 2015–2017 | Former director |
| Manulife Asset Management U.S. | Chairman of the Board | 2005–2016 | Former chair |
| Declaration Investment Management and Research | Chairman of the Board | 2008–2016 | Former chair |
Board Governance
- Independence: Independent Director under the 1940 Act .
- Board/committee attendance: 100% attendance for Board and committees during FY ended July 31, 2024 and FY ended July 31, 2023 .
- Committees and roles:
- Audit Committee: Member; 4 meetings in FY 2024 .
- Dryden Investment Committee: Chair; 4 meetings in FY 2024 .
- Compliance Committee: Member; 4 meetings in FY 2024 .
- Nominating and Governance Committee: Not listed as a member; committee met 3 times in FY 2024 .
- Years of service on ISD Board: Joined September 2017 .
- Board leadership: Board chaired by Independent Director (Keith F. Hartstein), who serves ex-officio across committees .
| Governance Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Board meetings held | 4 | 7 | 8 |
| Audit Committee meetings | 4 | 5 | 4 |
| Dryden Investment Committee meetings | 4 | 4 | 4 |
| Compliance Committee meetings | 4 | 4 | 4 |
| Evans attendance | 100% | 100% | 100% |
Fixed Compensation
- Structure: Independent Directors receive annual cash compensation; additional compensation may be paid for committee service. Fees can be deferred under a deferred fee agreement; no pension or retirement plan for Independent Directors .
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Aggregate compensation from ISD (Fund) | $2,030 | $2,087 | $2,057 |
| Pension/retirement benefits accrued | None | None | None |
| Annual benefits upon retirement | None | None | None |
| Total compensation from PGIM Fund Complex (calendar year) | $372,000 (32/99) | $375,000 (31/101) | $385,000 (33/105) |
| Deferred compensation elected (calendar year) | $353,170 | $347,010 | $345,480 |
Performance Compensation
- No performance-based compensation (no PSU/option awards or incentive metrics disclosed for directors). Independent Director fees may be deferred and accrue interest or fund returns per the deferred fee agreement; no performance targets (e.g., revenue/EBITDA/TSR) are tied to director pay .
Other Directorships & Interlocks
| Company | Current public company directorships | Committee roles |
|---|---|---|
| PGIM High Yield Bond Fund, Inc. (ISD) | Director (Independent) | Audit (member), Dryden Investment (Chair), Compliance (member) |
| Other public boards | None disclosed; prior roles were at Manulife affiliates (ended by 2018/2017) | — |
Expertise & Qualifications
- 30-year fixed income and asset management leadership track record; senior executive roles including CIO and COO at Manulife Asset Management, plus portfolio management experience .
- Oversees 104 PGIM portfolios, indicating broad fund governance and investment oversight exposure .
Equity Ownership
- Director stock ownership guidelines: Independent Directors are expected to maintain investments in one or more Funds in the cluster equal to one year of Board-related fees; new Independent Directors have two years to comply .
- Beneficial ownership in ISD and across the Fund Complex:
| Metric | As of Dec 31, 2022 | As of Dec 31, 2023 | As of Dec 31, 2024 |
|---|---|---|---|
| Dollar range of equity securities in ISD (Fund) | $10,001–$50,000 | $10,001–$50,000 | $10,001–$50,000 |
| Aggregate dollar range in all registered investment companies overseen | Over $100,000 | Over $100,000 | Over $100,000 |
| Ownership of securities in adviser/underwriter or affiliates (Independent Directors) | None for Independent Directors and immediate families | None | None |
- Section 16 compliance: The Fund reports all filing requirements met during FY ended July 31, 2024 (no delinquent reports) .
Governance Assessment
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Strengths
- Independent status with multi-committee engagement; Audit Committee member; Chair of Dryden Investment Committee; member of Compliance Committee, supporting financial reporting, performance oversight, and compliance liaisons .
- Consistent 100% attendance across Board and assigned committees in FY 2023–2024, evidencing strong engagement .
- No beneficial ownership by Independent Directors in the adviser or affiliates; mitigates related-party conflicts .
- Deferred compensation elections ($345,480 in 2024) indicate long-term alignment and fee deferral discipline .
-
Potential risks / watch items
- Oversees 104 portfolios, implying broad time commitments; continued monitoring of attendance and committee workloads is prudent .
- Director compensation is cash-based and not performance-linked; reliance on share ownership guidelines and deferred arrangements for alignment should be monitored for effectiveness .
-
Additional notes
- Board chaired by an Independent Director (Hartstein), with ex-officio participation across committees—supports independent oversight .
- Audit Committee met four times in FY 2024; pre-approval controls and independence checks in place; PwC fees disclosed (Audit Fees $46,799, no other fees), reinforcing financial reporting integrity .