Michael Morrongiello
About Michael Morrongiello
Michael Morrongiello serves as Vice President of Japan Smaller Capitalization Fund, Inc. (JOF) since 2021, while holding long-standing roles at Nomura Asset Management U.S.A., Inc. (NAM‑U.S.A.) as Executive Director since 2007 and Head of Operations since 1998 . He is age 66 as of October 14, 2025; the address of Fund officers is Worldwide Plaza, 309 West 49th Street, New York, NY 10019-7316 . As a Fund officer, compensation is paid by NAM‑U.S.A. under the management agreement; the Fund does not disclose individual officer pay elements (salary, bonus, equity) and pays no officer compensation directly, limiting available pay‑for‑performance analytics at the Fund level . Fund proxy statements do not provide executive performance metrics (TSR, revenue/EBITDA growth) tied to Morrongiello; his responsibilities are operational through NAM‑U.S.A. rather than portfolio management .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| NAM‑U.S.A. | Head of Operations | Since 1998 | Provides operational leadership and personnel supporting Fund management/administration per the management agreement (manager provides office space, facilities, personnel) . |
| NAM‑U.S.A. | Executive Director | Since 2007 | Senior executive capacity at the manager; affiliated with Fund operations and governance framework . |
| Japan Smaller Capitalization Fund, Inc. | Vice President | Since 2021 | Officer of the Fund elected annually; serves until resignation/removal/disqualification . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Not disclosed in Fund filings | — | — | No external directorships or roles disclosed for Morrongiello in JOF proxy statements . |
Fixed Compensation
| Component | Disclosure |
|---|---|
| Compensation source | NAM‑U.S.A. (Manager) pays all compensation of Fund officers; Fund pays none . |
| Fund salary | Not applicable; Fund does not pay officer salaries . |
| Target/actual bonus | Not disclosed at Fund level; officer compensation administered by NAM‑U.S.A. . |
| Perquisites/pension/SERP | Not disclosed at Fund level . |
Performance Compensation
| Incentive Type | Metric | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Fund equity grants (RSUs/PSUs) | — | — | — | None disclosed; Fund does not grant equity awards to officers; compensation administered and paid by NAM‑U.S.A. . | |
| Stock options | — | — | — | None disclosed at Fund level . | |
| Cash incentives | — | — | — | Not disclosed; administered by NAM‑U.S.A. . |
Equity Ownership & Alignment
| Metric | 2016 | 2019 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|
| Officers’ aggregate ownership (% of Fund shares outstanding) | <1% | <1% | <1% | <1% | <1% | <1% |
| Individual officer holdings | Not disclosed for officers (director dollar‑ranges disclosed separately) . | |||||
| Pledging/hedging of Fund stock | No pledging/hedging policies specific to officers disclosed in proxy . |
Note: Director ownership is disclosed as dollar ranges; officer individual holdings are not itemized. As of each reporting date, officers as a group own less than 1% of outstanding Fund shares .
Employment Terms
| Term | Disclosure |
|---|---|
| Officer election/term | Officers are elected annually by the Board; serve until resignation, removal, or disqualification . |
| Compensation responsibility | Manager (NAM‑U.S.A.) provides personnel and pays all compensation of Fund officers; Fund pays no officer compensation . |
| Indemnification | Officers and directors are indemnified against certain liabilities under Fund organizational documents . |
| Severance/change‑in‑control (Fund) | Not disclosed for officers; no Fund‑level severance/CIC multiples or accelerated vesting terms for officers . |
| Non‑compete/non‑solicit | Not disclosed in Fund proxy for officers . |
| Garden leave/consulting | Not disclosed in Fund proxy for officers . |
Compensation Structure Analysis
- Fund design structurally removes direct pay‑for‑performance link at the Fund level for officers, as NAM‑U.S.A. pays officer compensation and the Fund does not disclose salary/bonus/equity elements; no Fund equity grants or option awards are disclosed for officers .
- With no Fund‑level equity awards, vesting schedules and insider selling pressure tied to Fund awards do not apply to Morrongiello; any incentives reside at the Manager and are not reported in Fund filings .
Related Party Transactions and Governance Notes
- Management Agreement: NAM‑U.S.A. provides all office space, facilities, and personnel; Manager receives fees of 0.90% on average weekly net assets ≤$250M and 0.80% above $250M; Manager pays officer compensation, and affiliated directors’ compensation; Fund pays all other enumerated expenses .
- Officer affiliations: Certain Fund officers/directors are officers/directors of the Manager; standard for externally managed closed‑end funds .
Performance & Track Record
- Role history: Executive Director at NAM‑U.S.A. since 2007; Head of Operations since 1998; Vice President of the Fund since 2021, indicating multi‑decade operational tenure supporting Fund administration and manager services .
- Fund proxies do not attribute specific financial or TSR performance outcomes to Morrongiello; performance metrics for individual officers are not presented in Fund filings .
Investment Implications
- Alignment: Officer compensation and any equity incentives are at NAM‑U.S.A., not the Fund; no Fund equity awards or option grants for officers are disclosed, and officers as a group own <1% of shares—implying limited direct Fund equity alignment via ownership .
- Retention risk: Long tenure (Head of Operations since 1998; Executive Director since 2007; Fund VP since 2021) suggests operational continuity; no Fund‑level severance/CIC economics disclosed to create abnormal retention incentives or risks .
- Trading signals: Absence of Fund‑level equity awards and vesting schedules for officers minimizes insider‑selling pressure from compensation‑related events; individual officer ownership and trading are not itemized in proxy, limiting signal extraction from insider holdings via Fund filings .