Benjamin D. McCulloch
About Benjamin D. McCulloch
Benjamin D. McCulloch (Year of Birth: 1981) serves as Chief Legal Officer and Secretary of MCN, appointed in 2024; his principal business address is 321 North Clark Street, Suite 2430, Chicago, IL 60654 . He is concurrently General Counsel & Managing Director (2019–present) and Chief Compliance Officer (2021–present) of XA Investments LLC (XAI), the Fund’s adviser; prior roles include Associate at Drinker Biddle & Reath LLP (2015–2019) and Associate Counsel at First Fund Portfolios LP (2012–2015) . As of December 31, 2024, he held no MCN shares, and fund officers receive no compensation from the Fund (officer pay occurs at the adviser), limiting direct pay-for-performance and insider-selling signals within the Fund itself .
Past Roles
| Organization | Role | Years | Strategic Impact / Notes |
|---|---|---|---|
| XA Investments LLC (XAI) | General Counsel & Managing Director | 2019–present | Senior legal and management leadership at the Fund’s adviser |
| XA Investments LLC (XAI) | Chief Compliance Officer | 2021–present | Oversees compliance for adviser; concurrent with GC/MD role |
| Drinker Biddle & Reath LLP | Associate | 2015–2019 | Corporate/securities legal practice (as disclosed) |
| First Fund Portfolios LP | Associate Counsel | 2012–2015 | Fund/financial services legal counsel (as disclosed) |
External Roles
No external public-company directorships or committee roles were disclosed for McCulloch in MCN’s DEF 14A .
Fixed Compensation
The Fund’s officers receive no compensation from the Fund; compensation for officers may be paid by the Adviser (XAI) and is not reported in the Fund proxy. Exact base salary, bonus targets, and payouts are therefore not disclosed at the Fund level.
| Item | Disclosure | Source |
|---|---|---|
| Compensation from the Fund (Officers) | $0 | “The Fund’s officers receive no compensation from the Fund” |
| Compensation venue | Adviser (XAI) (not reported in MCN proxy) | Adviser relationship disclosed; officer pay at adviser noted |
Performance Compensation
No RSU/PSU/Option award details, payout formulas, weightings, targets, or vesting schedules for McCulloch are disclosed in MCN’s DEF 14A (officer equity compensation, if any, would be at the Adviser and not reported by the Fund) .
Equity Ownership & Alignment
| Metric | Value | Date/Context |
|---|---|---|
| MCN Common Shares Owned (Beneficial) | None | As of December 31, 2024 |
| Trustees and Officers as a Group | <1% of outstanding Common Shares | As of December 31, 2024 |
| Pledged Shares | Not disclosed | DEF 14A did not report pledging by officers |
| Ownership Guidelines / Compliance | Not disclosed | No officer ownership guideline disclosure in DEF 14A |
Employment Terms
| Term | Disclosure | Source |
|---|---|---|
| Position | Chief Legal Officer and Secretary | Since 2024 |
| Service Condition | Officers serve at the pleasure of the Board until successors are appointed and qualified or earlier resignation/removal | |
| Contract/Severance/Change-in-Control | Not disclosed in Fund proxy | No officer employment agreement economics disclosed |
| Proxyholder Role | Designated Proxyholder for 2025 annual meeting (alongside Kimberly Ann Flynn) | Indicates governance involvement in shareholder meeting process |
Investment Implications
- Pay-for-performance insight at the Fund level is limited: officers receive no Fund compensation and the proxy provides no salary/bonus/equity details for McCulloch; any incentives likely reside at XAI and are not visible to MCN shareholders, reducing transparency on compensation alignment and retention levers from the Fund’s filings .
- Insider selling pressure appears minimal near term given McCulloch’s disclosed MCN beneficial ownership of “None” as of December 31, 2024; no Form 4 activity is indicated in the proxy, and officers/trustees as a group own <1% of outstanding shares .
- Governance and continuity: McCulloch’s dual leadership roles at the Adviser (GC/MD/CCO) and Fund officer appointment (“serve at the pleasure of the Board”) suggest operational stability through advisory oversight rather than Fund-level contracts; however, lack of disclosed severance/change-in-control terms means retention economics are not assessable from Fund filings .
- Monitoring focus: Track adviser disclosures for compensation structure (if available), watch for any 8‑K Item 5.02 changes at the Fund and ownership changes in future proxies; given zero Fund holdings, alignment with Fund shareholders hinges more on fiduciary obligations and advisory governance than on personal stake or Fund‑reported pay metrics .