Clarence Otis, Jr.
About Clarence Otis, Jr.
Clarence Otis, Jr. (age 69) serves as an Independent Trustee of MFS Government Markets Income Trust (ticker: MGF), having joined the MFS Funds Board in March 2017; his current term expires in 2027 . He is a private investor and former Chairman and CEO of Darden Restaurants; previously CFO and EVP at Darden . Otis currently sits on the boards of VF Corporation, Verizon Communications, and The Travelers Companies, and is a former director of the Federal Reserve Bank of Atlanta . The MFS Funds Board consists of 12 Trustees, 11 of whom are independent; an Independent Trustee serves as Chair .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Darden Restaurants, Inc. | Chairman & CEO; previously CFO & EVP | Not disclosed | Led largest full‑service restaurant company; senior finance and operations background |
| Federal Reserve Bank of Atlanta | Director (former) | Not disclosed | Financial oversight experience |
External Roles
| Company | Role | Tenure | Committees/Impact |
|---|---|---|---|
| VF Corporation | Director | Not disclosed | Public company board experience |
| Verizon Communications, Inc. | Director | Not disclosed | Public company board experience |
| The Travelers Companies | Director | Not disclosed | Public company board experience |
Board Governance
- Independence: Independent Trustee (not an “interested person”) .
- Board chair: John P. Kavanaugh (Independent Trustee) .
- Committee memberships and FY2024 meeting cadence:
- Audit Committee: Member; 8 meetings .
- Services Contracts Committee: Member; 4 meetings .
- Contracts Review Committee: All Independent Trustees (member); 4 meetings .
- Nomination & Compensation Committee: All Independent Trustees (member); 2 meetings .
- Pricing Committee: Not listed as member; 4 meetings .
- Compliance Committee: Not listed as member; 4 meetings .
- Portfolio Trading & Marketing Review Committee: All Independent Trustees (member); 4 meetings .
- Attendance: Each Trust held six Board meetings in FY2024 (ending Oct/Nov 2024); each Trustee attended at least 75% of Board and applicable committee meetings .
Fixed Compensation
| Component | Amount | Period/Notes |
|---|---|---|
| Aggregate compensation paid by MFS Government Markets Income Trust (MGF) | $1,278 | FY ended Nov 30, 2024 |
| Total Trustee compensation across MFS Fund complex (calendar 2024; 134 funds) | $472,000 | Aggregate across complex |
| Retirement benefits accrued as part of Trust expense | Not Applicable | As disclosed |
Performance Compensation
| Metric Type | Structure | Disclosure |
|---|---|---|
| Equity awards (RSUs/PSUs), options | None disclosed for Trustees; compensation presented as cash by Trust | Trustee compensation table shows cash amounts; no equity grants disclosed |
| Performance metrics tied to pay (e.g., TSR, EBITDA) | None applicable to Trustees | Not used for Trustee pay |
| Clawback, severance, CoC terms | Not applicable to Trustees | Not disclosed in proxy |
Other Directorships & Interlocks
| External Board | Sector | Potential Overlap with MGF Service Providers |
|---|---|---|
| VF Corporation | Apparel | None disclosed |
| Verizon Communications | Telecom | None disclosed |
| The Travelers Companies | Insurance | None disclosed |
Note: Proxy materials do not disclose any related-party transactions involving Trustees; no interlocks with MFS service providers are identified in the committee/oversight disclosures .
Expertise & Qualifications
- Executive leadership and financial expertise from Darden (CEO, CFO), plus public company board service at VF, Verizon, Travelers; former Federal Reserve Bank of Atlanta director .
- The MFS Board emphasizes diverse experience, professionalism, and effective collaboration in Trustee selection; Otis’s background contributed to the Board’s conclusion he should serve .
Equity Ownership
| Ownership Item | Value | As of / Notes |
|---|---|---|
| Dollar range of equity securities in MFS Government Markets Income Trust (MGF) | None (“N”) | July 31, 2025 |
| Aggregate dollar range across all MFS Funds overseen | Not shown for Otis in excerpt | Proxy defines codes N/A/B/C/D; Board policy requires investment equal to prior year base retainer + meeting fees within two years |
| Trustees & Officers group ownership % | <1% of outstanding shares of any Trust | July 31, 2025 |
| Stock ownership guideline | Invest prior year base retainer + meeting fees within two years of joining Board | Policy |
Governance Assessment
- Positives:
- Independent status with extensive executive and financial experience; member of key oversight committees (Audit; Services Contracts; Contracts Review; Nomination & Compensation), supporting effective board risk, audit, and governance oversight .
- Board independence strong (11/12 independent); independent chair; regular executive sessions and compliance oversight framework .
- Attendance at least 75% with six Board meetings in FY2024 demonstrates engagement .
- Ownership guidelines promote alignment via mandatory investment; governance policy in place .
- Watch items / potential investor confidence signals:
- Multiple external public company directorships (three) can raise “overboarding” concerns for some investors; monitoring time commitments and attendance remains prudent .
- No direct ownership in MGF as of July 31, 2025 (“N” code) may be viewed as weaker single‑trust alignment, though aggregate MFS Fund holdings and guideline compliance are policy‑driven .
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