Lisa Jones
About Lisa M. Jones
Lisa M. Jones (age 62) serves as a Class I Director of Pioneer Municipal High Income Fund, Inc. (MHI) since 2014; her current term expires at the 2025 annual meeting . She is the President and Chief Executive Officer of each of the Pioneer closed-end funds and CEO/President of Amundi Asset Management US, Inc. and affiliates since September 2014, with prior senior roles at Morgan Stanley Investment Management (2010–2013) and Eaton Vance (2005–2010) . Under the Investment Company Act, she is an “Interested Director” because she is an officer/director of the funds’ investment adviser and affiliates .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Morgan Stanley Investment Management | Managing Director | 2010–2013 | Senior leadership at large asset manager |
| Eaton Vance Management | Director of Institutional Business; CEO of International | 2005–2010 | Led institutional/intl. businesses |
| Amundi US, Amundi Asset Management US, Amundi Distributor US | CEO/President; Chair (2014–2018) | 2014–present | Executive leadership over adviser/distributor |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Amundi Holdings US, Inc. | Director | Since 2017 | Adviser’s US holding company |
| Clearwater Analytics | Director | Sep 2022–present | SaaS investment accounting platform |
Board Governance
- Independence: Interested Director (officer/director of the investment adviser and affiliates) .
- Committee memberships: All standing committees are composed solely of Independent Directors. Ms. Jones is not listed as a member of any Board committee .
- Standing committees and leadership:
- Audit Committee: Members – Benjamin M. Friedman, Craig C. MacKay, Lorraine H. Monchak; Chair – Fred J. Ricciardi; Ricciardi designated audit committee financial expert .
- Governance & Nominating Committee: Members – John E. Baumgardner, Jr. (Chair), Diane Durnin, Thomas J. Perna .
- Independent Directors Committee: Members – Baumgardner, Durnin, Friedman, MacKay, Monchak, Perna (Chair), Ricciardi .
- Policy Administration Committee: All members independent; agendas set by Chairs; Valuation Committee combined into Audit Committee on Jan 22, 2024 .
- Attendance: In the most recent fiscal year, the Board held 8 meetings; all current Directors and committee members attended at least 75% of Board and applicable committee meetings . Committees met: Audit (8), Governance & Nominating (6 for MHI), Independent Directors (6), Policy Administration (4), Valuation (3 before combining) .
Fixed Compensation
| Component | MHI (FY ended 4/30/2024) |
|---|---|
| Cash Retainer Paid by Fund to Lisa M. Jones ($) | $0.00 |
- Policy: Interested Directors receive an annual fee of $500 per fund (or $200 for funds with net assets ≤ $50 million), but Amundi US reimburses these fees to the funds; as reflected, Ms. Jones received $0 paid by the funds .
- No pension or retirement benefits accrue as part of fund expenses for Directors .
Performance Compensation
- No director equity, options, bonuses, or performance-based compensation are disclosed; compensation for Directors is structured as fixed retainers with allocations by fund size (no performance metrics tied to director pay) .
Other Directorships & Interlocks
| Relationship | Description | Governance Implication |
|---|---|---|
| Adviser interlock | Ms. Jones is CEO/President of Amundi Asset Management US, Inc., the funds’ investment adviser | Interested Director; potential conflict in adviser oversight |
| Transaction context | Amundi agreed (July 9, 2024) to combine US operations with Victory Capital; closing on Apr 1, 2025 terminated prior advisory agreement; Board recommended liquidation thereafter | Heightened governance sensitivity; proxy solicitation complexities and activist pressure influenced outcomes |
Expertise & Qualifications
- Senior executive leadership in asset management (Amundi US CEO/President since 2014; prior MD at Morgan Stanley IM; leadership at Eaton Vance), providing industry, product, and distribution expertise .
- Serves across the Pioneer funds complex; Board considers Directors’ complementary skills to ensure appropriate oversight of closed-end fund issues (e.g., discount vs. NAV) .
Equity Ownership
| Holding | Dollar Range in MHI | Aggregate Dollar Range in All Pioneer Funds Overseen |
|---|---|---|
| Lisa M. Jones | $0 (as of May 31, 2024) | Over $100,000 (aggregate across Pioneer Funds overseen/to be overseen) |
- Shares pledged/hedging: No pledging or hedging disclosures identified in the proxy materials; no related-party loans or transactions disclosed related to Ms. Jones in these documents .
Governance Assessment
- Strengths:
- Board structure features 75%+ Independent Directors, with Independent Chairs across committees and designated audit committee financial expert; independent counsel available; executive sessions occur without management .
- Attendance thresholds met (≥75%) and active committee cadence (Audit 8, Governance 6, etc.) supports engagement .
- Risks/Red Flags:
- Interested Director status creates inherent conflict given CEO role at the adviser; robust independent committee oversight is essential to mitigate .
- Zero dollar-range ownership in MHI may weaken perceived “skin-in-the-game” alignment, despite aggregate Pioneer complex holdings over $100,000 .
- Advisory transition (Amundi → Victory Capital) and subsequent Board-recommended liquidation reflect elevated governance and shareholder engagement challenges (activist pressure, proxy solicitation issues) that can affect investor confidence and continuity of oversight .