Caroline Pearson
About Caroline Pearson
Caroline Pearson (born 1962) serves as Chief Legal Officer of DWS Municipal Income Trust (KTF) and has held this officer role since 2010; she is a Managing Director at DWS and, since 2024, Regional Head Legal, Americas, reflecting senior legal leadership across the DWS fund complex . Fund proxy materials name her as one of three designated proxies for the September 19, 2025 annual meeting, underscoring her central governance role for KTF . KTF is operating under a board-approved plan to terminate and make a liquidating distribution by November 30, 2026, which frames how fund-level governance and officer oversight will conclude over the remaining life of the trust .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| DWS Municipal Income Trust (KTF) | Chief Legal Officer | 2010–present | Fund legal leadership and officer governance |
| DWS (Americas) | Regional Head Legal, Americas | 2024–present | Regional legal leadership across DWS Americas |
| DBX Advisors LLC | Chief Legal Officer | 2019–present | Legal oversight for DWS ETF advisory entity |
| The European Equity Fund, Inc.; The New Germany Fund, Inc.; The Central and Eastern Europe Fund, Inc. | Chief Legal Officer | 2012–present | Legal leadership across closed-end funds in the DWS complex |
| DBX Strategic Advisors LLC | Chief Legal Officer | 2020–2021 | Legal leadership for DWS advisory affiliate |
| Deutsche AM Distributors, Inc. | Secretary | 2002–2017 | Corporate secretary responsibilities within DWS distribution entity |
| Deutsche AM Service Company | Secretary | 2010–2017 | Corporate secretary responsibilities within DWS service entity |
External Roles
- No external public-company directorships or non-DWS roles are disclosed for Pearson in the KTF proxy’s officer exhibit .
Fixed Compensation
- Fund officers who are employees of DWS or its affiliates receive no direct compensation from KTF; they are compensated by DWS or its affiliates .
| Component | Fund-Level Disclosure | Notes |
|---|---|---|
| Base Salary | $0 paid by KTF | Compensation paid by DWS/affiliates, not by the Fund |
| Target Bonus % | Not applicable at KTF | Compensation structure resides at DWS |
| Actual Bonus Paid | Not applicable at KTF | No fund-disclosed bonus for officers |
| Perquisites | No fund-paid benefits for officers | Officers do not receive employee benefits from the Funds |
Performance Compensation
- KTF does not disclose RSU/PSU/option awards or vesting schedules for fund officers; officer compensation and equity awards, if any, are at DWS or affiliate level, not paid by KTF .
| Incentive Type | Metric | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| RSUs/PSUs (Fund-level) | Not disclosed | — | — | — | — |
| Options (Fund-level) | Not disclosed | — | — | — | — |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Individual beneficial ownership (Pearson) | Not individually disclosed in KTF proxy |
| Collective ownership by Board Members and officers | Less than 1% of KTF outstanding shares as of August 1, 2025 |
| Stock ownership guidelines (officers) | Not disclosed in KTF proxy |
| Shares pledged as collateral | Not disclosed in KTF proxy |
| Section 16 compliance | All required Section 16 filings were timely for fiscal year ended November 30, 2024 |
Employment Terms
| Term | Disclosure |
|---|---|
| Officer election | Officers are elected annually by the Board across DWS funds; Pearson has served as KTF officer since 2010 |
| Contract term/renewal | Not disclosed by KTF (officers are DWS employees) |
| Non-compete / Non-solicit | Not disclosed by KTF |
| Severance / Change-of-control | Not disclosed by KTF (no fund-level officer severance economics provided) |
| Clawback provisions | Not disclosed by KTF for officers; fund-level committee charters referenced but do not provide officer compensation details |
Investment Implications
- Alignment: Because KTF pays no direct officer compensation and discloses no officer equity awards at the fund level, Pearson’s economic incentives are governed by DWS compensation frameworks rather than KTF-specific pay-for-performance, limiting direct fund-level alignment visibility for investors .
- Ownership signal: Collective ownership by Board Members and officers is less than 1%, and no individual officer ownership (including Pearson) is itemized; low disclosed fund-level insider ownership reduces direct “skin-in-the-game” signals at KTF .
- Governance and continuity: Pearson’s long tenure (2010–present) and senior DWS legal leadership indicate stability in fund legal oversight through the wind-down period; she is a named proxy for the 2025 meeting, reinforcing governance involvement as KTF proceeds toward the board-approved liquidation by November 30, 2026 .
- Data gaps: Absence of fund-level disclosure on officer compensation structures, vesting schedules, severance, and pledging/clawback policies impairs pay-for-performance and trading-pressure analysis; monitoring DWS-level disclosures (outside KTF proxy) would be required for a full incentives assessment .