James W. Kilman, Jr.
About James W. Kilman, Jr.
Independent Trustee of MFS Government Markets Income Trust (MGF) since January 2019; age 64; current term expires in 2027 . Background spans CFO of Burford Capital (2019–2021), Senior Advisor to Burford (since 2021), and CEO of KielStrand Capital LLC (since 2016) . Prior senior investment banking roles include Vice Chairman and Co-Head of Diversified Financials Coverage at Morgan Stanley, Managing Director at Goldman Sachs (Fixed Income/Mortgage Advisory), with earlier positions at ABN AMRO and PaineWebber .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Burford Capital Limited | Chief Financial Officer | 2019–2021 | Senior executive oversight of finance and investment management at a global litigation finance firm |
| Morgan Stanley & Co. | Vice Chairman; Co-Head, Diversified Financials Coverage (FIG) | Prior to 2019 (years not specified) | Senior coverage leadership for diversified financials |
| Goldman Sachs & Co. | Managing Director, Advisory Group (Fixed Income Division – Mortgage Dept) | Prior to Morgan Stanley | Capital markets advisory in mortgages |
| ABN AMRO Inc.; PaineWebber Inc. | Managerial and investment roles | Earlier career | Investment and managerial experience |
External Roles
| Organization | Role | Tenure |
|---|---|---|
| Burford Capital Limited | Senior Advisor | 2021–present |
| KielStrand Capital LLC (family office) | Chief Executive Officer | 2016–present |
| alpha-En Corporation (public company) | Director | 2016–2019 |
Board Governance
- Independence and structure: Board has 12 Trustees, 11 are Independent; committees are composed exclusively of Independent Trustees; the Chair of Trustees (John P. Kavanaugh) is independent .
- Committee memberships (2024/2025): Kilman serves on the Compliance Committee; Pricing Committee; Portfolio Trading & Marketing Review Committee (all Independent Trustees); Contracts Review Committee (all Independent Trustees); and Nomination & Compensation Committee (all Independent Trustees). He is not listed on the Audit Committee or Services Contracts Committee; no chair roles are shown for him in committee rosters .
- Meeting cadence and attendance: Six regular Board meetings were held in FYs ended Oct 31, 2024 and Nov 30, 2024; each Trustee attended at least 75% of Board and applicable committee meetings .
- Shareholder meeting attendance: “The Trustees did not attend the 2024 Annual Meeting of Shareholders” (applies to the Trusts overseen, including MGF) .
- Oversight scope: Board/committees receive extensive reports on investments, compliance and risk; independent sessions held with counsel and the CCO .
- Retirement policy: Independents retire at 75 years of age or 15 years of service (20 years if joined before 2015) .
Fixed Compensation
| Component | Amount | Period/Notes |
|---|---|---|
| Aggregate cash compensation paid by MGF to Kilman | $634 | FY ended Nov 30, 2024 (per-Trust cash compensation) |
| Total Trustee compensation across MFS fund complex (paid by 134 funds) | $464,000 | Calendar year 2024 total paid to Kilman |
| Retirement benefits accrued as part of Trust expense | Not Applicable | No retirement benefits accrued |
The proxy discloses cash compensation paid by each Trust; it does not provide a base retainer schedule or committee-chair retainers for individual Trustees. Interested Trustees receive no compensation from the Trusts .
Performance Compensation
| Performance-Based Element | Status |
|---|---|
| Equity grants (RSUs/PSUs), options, performance bonuses | None disclosed for Trustees; the compensation table presents cash only |
| Performance metrics tied to Trustee pay | Not disclosed |
| Clawbacks/COC terms for Trustees | Not disclosed in proxy |
Other Directorships & Interlocks
| Company | Ticker | Role | Dates | Notes |
|---|---|---|---|---|
| None disclosed (current public boards) | — | — | — | 2025 proxy lists no public directorships in past five years (N/A) |
| alpha-En Corporation | — | Director | 2016–2019 | Prior public company directorship (outside five-year window in 2025; listed in 2024 proxy) |
Expertise & Qualifications
- Senior finance/investment banking leadership (Morgan Stanley, Goldman Sachs); former CFO in specialty finance (Burford Capital) .
- Serves on Compliance and Pricing committees and the complex-wide Portfolio Trading & Marketing Review Committee—governance familiarity with valuation, liquidity, derivatives, trading/brokerage, proxy voting, and distribution oversight .
- Not designated as an “Audit Committee Financial Expert” in the committee tables (designation applied to other Audit Committee members) .
Equity Ownership
- Ownership guidelines: Independents must, within two years of joining, invest in MFS Funds an amount equal to the prior calendar year’s base retainer plus meeting attendance fees .
- Group ownership: Trustees and officers as a group owned <1% of outstanding shares of any Trust as of July 31, 2025 .
| Security | Dollar Range Owned by Kilman | Notes |
|---|---|---|
| MFS Government Markets Income Trust (MGF) | N (None) | As of July 31, 2025; “N” means none |
| All MFS Funds overseen (aggregate) | D (Over $100,000) | As of July 31, 2025; “D” means >$100,000 |
Governance Assessment
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Positives:
- Independent trustee with deep financial-services expertise; serves on key oversight committees (Compliance, Pricing, Trading/Marketing Review), supporting risk, valuation, and distribution oversight .
- Independent chair structure; committees entirely independent; regular independent sessions with counsel and CCO enhance oversight quality .
- Ownership policy requiring meaningful investment in MFS Funds within two years promotes alignment (aggregate D = >$100,000 across MFS Funds for Kilman) .
-
Potential watch items and RED FLAGS:
- RED FLAG: No direct ownership in MGF (coded “N”), which can be viewed as weaker alignment at the individual Trust level despite aggregate complex exposure .
- RED FLAG: Trustees did not attend the 2024 Annual Meeting of Shareholders, a potential investor-relations/engagement negative signal (though not legally required) .
- Not identified as an Audit Committee Financial Expert; concentration of “financial expert” designation on other Audit members may limit his role in audit oversight .
-
Compensation/independence signals:
- Trustee compensation is cash-only in disclosure; no equity grants or pensions indicated, which reduces structural conflicts tied to company stock but limits at-risk alignment; total complex-wide cash compensation was $464,000 in 2024 for Kilman, reflecting significant time commitment across 134 funds .
- All standing committees are independent; Audit Committee independence and pre-approval of non-audit services for service affiliates are disclosed, supporting auditor independence .
References
- Combined proxy for MFS closed-end funds (including MGF): committee rosters, attendance, ownership, and compensation .
- 2024 proxy for historical context (biography, nominations, committee structure): .