Cory E. Gilbert
About Cory E. Gilbert
Cory E. Gilbert, age 52, is Chief Financial Officer and Treasurer of MSC Income Fund (MSIF) since July 2024 and is a certified public accountant. He previously served as MSIF’s Vice President and Chief Accounting Officer since 2020 and also serves as Main Street Capital’s Chief Financial Officer – Asset Management Business and Assistant Treasurer; prior roles include CFO and Treasurer of OHA Investment Corporation, CFO at RED Capital Group, line-of-business controller at ORIX USA (Sep 2008–Aug 2013), and manager in KPMG LLP’s financial services practice . Company filings do not disclose person-specific TSR, revenue growth, or EBITDA growth attributable to his tenure.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| MSC Income Fund (MSIF) | Chief Financial Officer & Treasurer | Jul 2024–present | Not disclosed |
| MSC Income Fund (MSIF) | Vice President & Chief Accounting Officer | 2020–Jul 2024 | Not disclosed |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Main Street Capital | CFO – Asset Management Business; Assistant Treasurer | 2019–present | Not disclosed |
| OHA Investment Corporation (public BDC) | CFO & Treasurer | Not disclosed | Not disclosed |
| RED Capital Group (ORIX USA commercial mortgage banking arm) | Chief Financial Officer | Not disclosed | Not disclosed |
| ORIX USA | Line-of-Business Controller | Sep 2008–Aug 2013 | Not disclosed |
| KPMG LLP | Manager, Financial Services (Dallas–Fort Worth) | Not disclosed | Not disclosed |
Fixed Compensation
- Executive officers do not receive direct compensation from MSIF. Compensation for administrative services (including CFO functions) is paid by the Adviser, and MSIF reimburses its allocable portion of actual costs (including salaries, bonuses, benefits, overhead) subject to a cap under the Advisory Agreement; the Compensation Committee does not produce/review a report on executive compensation practices given this structure .
Performance Compensation
- Not applicable. MSIF does not directly compensate executive officers; compensation metrics, weights, targets, payouts or vesting schedules for Mr. Gilbert are not disclosed in MSIF’s proxy filings due to the external management model .
Equity Ownership & Alignment
| Metric | Value |
|---|---|
| Shares beneficially owned (Record Date) | 2,000 |
| Ownership % of shares outstanding | <1.0% |
| Shares outstanding at Record Date | 47,148,802 |
| Options exercisable within 60 days | None (no shares subject to options currently exercisable) |
- Insider Trading Policy prohibits short sales, short-term/speculative trading and hedging (puts, calls, derivatives, prepaid variable forwards, equity swaps, collars). Pledging of Company securities is prohibited except in limited circumstances with pre-approval from the Chief Compliance Officer .
- Executive Compensation Recovery (Clawback) Policy in place, compliant with NYSE and Rule 10D-1, requiring recoupment of erroneously awarded incentive-based compensation upon certain accounting restatements .
- Stock ownership guidelines for executive officers are not disclosed in the proxy; no pledging by Mr. Gilbert is disclosed in MSIF filings .
Employment Terms
| Term | Detail |
|---|---|
| Appointment effective date | July 23, 2024 (CFO & Treasurer) |
| Employment start/tenure in current role | Serving since July 2024 |
| Arrangement/understanding | None; no arrangement with any person pursuant to which he was appointed |
| Family relationships | None with any director, director nominee, or executive officer |
| Related party transactions | None requiring Item 404(a) disclosure (current or proposed) |
| Contract term, auto-renewal | Not disclosed |
| Severance and change-of-control | Not disclosed |
| Non-compete / non-solicit / garden leave | Not disclosed |
| Clawback & hedging/pledging policies | Company-wide Clawback; hedging/pledging prohibited (limited pre-approval for pledging) |
| Governance context | Officers serve at the Board’s discretion; Board committees oversee financial/reporting, compensation, and governance risks |
Performance & Track Record
- Corporate finance execution: Mr. Gilbert signed multiple credit facility amendments and guarantor documents as CFO and Treasurer in 2025, including amendments to MSIF Funding, LLC’s Loan and Security Agreement (dated March 24, 2025) and amendments to MSIF’s corporate credit agreements with multiple lenders, evidencing active participation in liquidity and capital structure management .
Compensation Committee Analysis
- Compensation Committee (newly formed upon MSC Income Listing) focuses on non-management director compensation and succession planning; executives receive no direct compensation from MSIF, reflecting the external management model. The committee did not meet in 2024, and no executive compensation report is produced/reviewed for MSIF’s executive officers .
Investment Implications
- Alignment: Personal ownership is modest (2,000 shares, <1% of outstanding), and MSIF’s external management structure means executive cash/equity compensation is at the Adviser rather than MSIF, limiting disclosure of pay-for-performance linkages at the Company level .
- Governance safeguards: Prohibitions on hedging and pledging (with tight controls), plus a compliant Clawback Policy, reduce misalignment and recoupment risk around restatements .
- Retention/contract visibility: Employment terms (severance, change-of-control, restrictive covenants) are not disclosed, and executives serve at the discretion of the Board, creating limited visibility into retention economics or separation costs .
- Execution: Documented CFO signatures on credit facility amendments signal direct involvement in balance sheet management and capital access, a positive indicator for operational execution in a BDC context .