Ami G. Kaplan
About Ami G. Kaplan
Independent Director of Neuberger Berman Municipal Fund Inc. (NBH) since 2023; born 1960. Former Partner at Deloitte LLP (1982–2023), including Vice Chair (2017–2020) and Deputy New York Regional Managing Partner; President and Board Chair, Women’s Forum of New York (2014–2016). Member of the New York and New Jersey State Societies of CPAs. Listed as an Independent Director with no outside public company directorships in the proxy, and indicated as overseeing the broader fund complex.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Deloitte LLP | Partner; Vice Chair; Deputy NY Regional Managing Partner | 1982–2023; Vice Chair 2017–2020 | Senior leadership in financial services client practice and regional management |
| Women’s Forum of New York | President and Board Chair | 2014–2016 | Led board governance for a prominent civic organization |
External Roles
| Organization/Institution | Role | Tenure | Notes |
|---|---|---|---|
| New York & New Jersey State Societies of CPAs | Member | Not stated | Professional credentialing/affiliation relevant to audit/compliance oversight |
| Other public company boards | None | — | No outside public company directorships disclosed (no interlocks) |
Board Governance
| Item | Detail |
|---|---|
| Board independence | Independent Director |
| Class/election status | Class II Preferred Stock Director nominee; elected by NBH preferred stockholders voting as a separate class (term to 2028, if elected) |
| Board meeting attendance | Each Director attended at least 75% of Board and committee meetings in FY 2024; Board met 4 times |
| Committees (member/chair) | • Ethics & Compliance Committee – Chair; met 4 times in FY 2024 • Closed-End Funds Committee – Member; met 7 times in FY 2024 • Executive Committee – Member; did not meet in FY 2024 • Investment Performance Committee – Member (all Directors); met 4 times in FY 2024 • Not on Audit; not on Governance & Nominating |
| Independent Chair | Tom D. Seip (Independent Chair of the Boards) |
| Executive sessions | Independent Directors regularly meet outside management’s presence |
| Audit firm | Ernst & Young LLP (E&Y) – Audit Committee oversight affirmed; independence discussed Dec 11, 2024 |
Fixed Compensation
| Component | Amount/Policy | Notes |
|---|---|---|
| Annual retainer (Independent Directors) | $200,000, paid quarterly | Effective Jan 1, 2024 |
| Per regularly scheduled meeting (in-person/phone) | $17,500 per meeting | Effective Jan 1, 2024 |
| Committee Chair fees | $25,000 per year (most committees); $35,000 for Contract Review Committee Chair (effective Jan 1, 2025) | Executive Committee Chair receives no additional compensation |
| Board Chair differential | +$90,000 per year (Independent Chair) | |
| Pension/retirement | None for Directors | |
| Expense reimbursement | Travel/out-of-pocket reimbursed | |
| FY2024 aggregate compensation from NBH | $11,054 | For FY ended Oct 31, 2024 |
| 2024 total compensation from NB fund complex | $270,000 | Calendar year 2024 |
Performance Compensation
- No performance-based compensation (e.g., bonus, PSU/RSU performance metrics) is disclosed for Directors; compensation is retainer/meeting based per the proxy.
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Other public company directorships | None disclosed |
| Number of funds overseen in fund complex | Listed across the proxy as 51 for independent directors (fund complex oversight) |
| Interlocks with competitors/suppliers/customers | None indicated |
Expertise & Qualifications
- 40 years at Deloitte, including Vice Chair, with deep financial services exposure; CPA affiliations underscore audit/compliance literacy, aligning with her role as Ethics & Compliance Committee Chair.
Equity Ownership
| Holder | NBH Dollar Range | NBXG Dollar Range | Aggregate Dollar Range in NB Family of Investment Companies | Notes |
|---|---|---|---|---|
| Ami G. Kaplan | None | None | None | As of May 31, 2025; valuation per table footnote |
- As of May 31, 2025, no Independent Director (or immediate family) owned securities of NBIA, any principal underwriter, or affiliates (excluding registered funds), supporting independence.
Insider Trades (Form 4)
| Period | NBH Form 4 activity by Ami G. Kaplan |
|---|---|
| Last ~18 months (reference) | No insider transactions reported for NBH per third-party tracker (indicative; relies on SEC filings) |
Governance Assessment
-
Strengths
- Independent Director with relevant financial services and governance experience; chairs Ethics & Compliance Committee, which met 4 times in FY 2024, indicating active oversight of compliance, code of ethics, best execution, and proxy policies.
- Clear committee structure with defined mandates; robust committee cadence (Closed-End Funds 7x; Audit 7x; Governance & Nominating 4x; Investment Performance 4x); Board met 4x with each Director ≥75% attendance in FY 2024.
- No outside public company directorships disclosed (reduced interlock/conflict risk); no ownership by Independent Directors of NBIA/underwriter/affiliates.
- Auditor is E&Y (not Deloitte), mitigating potential perceived conflicts from Kaplan’s prior Deloitte tenure.
-
Potential Red Flags / Watch Items
- Alignment: She reported no NBH or NBXG share ownership and no aggregate holdings across the NB registered investment companies as of May 31, 2025, which some investors may view as weak “skin-in-the-game.”
- Compensation is cash-heavy (retainer + per-meeting fees) with committee chair uplifts; absence of equity-based director pay may limit long-term alignment, though such structures are typical for closed-end funds.
- Election dynamics: As Class II Preferred Stock Director, her election is determined by preferred stockholders as a separate class for NBH (monitor vote outcomes as a confidence signal).
-
Structural Notes
- No standing compensation committee; Governance & Nominating considers Independent Director compensation (monitor for benchmarking rigor and potential fee inflation over time).
Overall, Kaplan’s governance profile is solid on independence and compliance oversight, with low related-party risk; the primary investor-alignment watch item is zero fund share ownership as disclosed.