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John M. Perlowski

John M. Perlowski

President and Chief Executive Officer at BLACKROCK MUNIHOLDINGS CALIFORNIA QUALITY FUND
CEO
Executive
Board

About John M. Perlowski

John M. Perlowski (year of birth: 1964) is President and Chief Executive Officer of BlackRock MuniHoldings California Quality Fund, Inc. (MUC) since 2011 and a Board Member since 2015; he is a Managing Director at BlackRock and Head of Global Accounting and Product Services since 2009 . He is classified as an “interested person” under the 1940 Act due to his positions at BlackRock, indicating a dual officer-director role at the Fund . He oversees a broad complex of funds (96 BlackRock-advised registered investment companies comprising 271 portfolios), reflecting deep operational and governance scope across closed-end and other funds . As CEO, he signed and led the 2025 special meeting solicitation for the BFZ→MUC reorganization, underscoring his executive role in strategic actions impacting capital structure, leverage, and trading dynamics .

Past Roles

OrganizationRoleYearsStrategic Impact
BlackRock, Inc.Managing Director; Head of Global Accounting and Product ServicesSince 2009Firm-wide leadership in fund accounting/product services; supports governance and operations across 96 RICs/271 portfolios .
BlackRock MuniHoldings California Quality Fund, Inc. (MUC)President & Chief Executive OfficerSince 2011Executive leadership of MUC including 2025 BFZ→MUC reorganization; signed proxy solicitation letters .
MUC BoardBoard MemberSince 2015Dual role (officer + director) as an “interested person” under 1940 Act .

External Roles

OrganizationRoleYearsNotes
Family Resource Network (charitable foundation)Advisory DirectorSince 2009External philanthropic advisory role .
BlackRock Credit Strategies Fund; BlackRock Private Investments FundTrusteeNot specifiedListed among trustees; additional governance responsibilities across funds .

Fixed Compensation

ComponentAmount/TermsSource
Executive officer compensation from MUCExecutive officers receive no compensation from the Funds (exception: CCO only) .
CCO compensationAcquiring Fund compensates the CCO; not applicable to Perlowski
EmployerCompensation for Perlowski is paid by BlackRock, not by MUC/BFZ

Implication: Pay-for-performance details (base, bonus, equity) for Perlowski are set at BlackRock corporate level, not disclosed in this Fund proxy. No fund-based salary/bonus/option awards are reported.

Performance Compensation

  • Not disclosed at the fund level for executive officers (compensated by BlackRock). No RSUs/PSUs/options from the Fund are reported for Perlowski in this proxy .
  • No fund-level performance metrics tied to Perlowski’s compensation disclosed; compensation structure resides at BlackRock corporate.

Equity Ownership & Alignment

HolderMUC Common Shares (Dollar Range)BFZ Common Shares (Dollar Range)Supervised Funds Holdings (Dollar Range)
John M. PerlowskiNone None Over $100,000
All Board Members & officers (group)Less than 1% of outstanding shares of each Fund Less than 1% of outstanding shares of each Fund Not stated
  • Shares pledged as collateral: Not disclosed.
  • Stock ownership guidelines/compliance: Not disclosed.
  • Vested/unvested breakdown; options value: Not disclosed.

Board Governance

  • Independence and dual roles: Perlowski is an “interested person” and serves as both CEO and director; however, the Board has an independent Chair (R. Glenn Hubbard) and Vice Chair (W. Carl Kester), indicating independent leadership structure . Perlowski is not Chair.
  • Committees: Shareholder communications are directed to the Chair of the Governance and Nominating Committee; accounting complaints may be addressed to the Chair of the Audit Committee, confirming these standing committees exist (members not enumerated in this proxy) .
  • VRDP governance: VRDP holders have separate class voting rights and may elect two Board Members; VRDPs are senior to common shares for dividends and liquidation, with 1940 Act asset coverage protections .

Performance & Track Record Context (Fund Trading Signals)

Metric (as of 7/31/2025)BFZMUC
NAV per Common Share$11.36 $11.17
Market Price per Common Share$10.44 $10.06
Discount to NAV (%)(8.10)% (9.94)%
  • Reorganization rationale: Economies of scale, lower total expense ratio (ex-leverage), improved earnings yield for Target Fund holders, potential secondary market liquidity benefits, and discount management program (annual tender of ≥5% at 98% of NAV if average discount >10% in year; Board discretion) beginning 2026 .
  • Leverage context (7/31/2025): Asset coverage ~299.9% (MUC); regulatory leverage ~33.3%; effective leverage ~41.1% .

Employment Terms

  • Fund-level employment contracts, severance, change-of-control provisions, non-compete/solicit, garden leave, post-termination consulting: Not disclosed for executive officers in this proxy (executives compensated by BlackRock) .

Investment Implications

  • Alignment: Perlowski holds no disclosed personal stake in MUC/BFZ common shares; executive compensation is at BlackRock corporate. This limits direct fund-specific alignment but aligns via broader oversight across BlackRock funds .
  • Governance: Dual officer-director status (“interested person”) raises standard independence considerations; mitigated by independent Chair/Vice Chair and standing Audit and Governance & Nominating committees .
  • Trading signals: Persistent discounts (MUC ~−9.9% as of 7/31/2025) and a Board-adopted discount management program could be constructive for narrowing discounts over time, subject to execution and market conditions .
  • Capital structure: Reorganization increases scale with pro forma VRDPs outstanding of 6,977; leverage metrics remain within 1940 Act limits, with tender option bonds contributing to effective leverage .
  • Activism dynamics: Standstill agreements with Karpus (to 2027) and Saba (to 2027) indicate reduced near-term proxy contest risk and votes aligned with Board recommendations, potentially stabilizing governance while discount management program is implemented .

Overall: Perlowski’s executive leadership emphasizes operational efficiency and scale via the BFZ→MUC reorganization, while governance structures (independent Chair, standing committees) offset independence concerns from his dual role. Discount management policies and leverage discipline are central levers for improving shareholder outcomes under his tenure .