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John McGovern

Treasurer and Principal Financial and Accounting Officer at Neuberger High Yield Strategies Fund
Executive

About John McGovern

John M. McGovern (born 1970) serves as Treasurer and Principal Financial and Accounting Officer of Neuberger Berman High Yield Strategies Fund Inc. (NHS) and sister funds, roles he has held since 2006 at NHS and since 2013 at NML; he is a Managing Director at Neuberger Berman (since 2022) and has been with NBIA since 1993, previously Senior Vice President and Vice President in fund finance and administration . As PFAO, he signs Sarbanes‑Oxley certifications for fund reports (e.g., Section 906 certifications for NML dated August 7, 2025), evidencing accountability for fair presentation of financial condition and results of operations . Fund-level officer compensation metrics (TSR, revenue, EBITDA growth linked to pay) are not disclosed in the DEF 14A; officers who are NBIA employees serve without compensation from the Funds .

Past Roles

OrganizationRoleYearsStrategic Impact
Neuberger Berman Investment Advisers LLC (NBIA)Managing Director2022–presentSenior finance leadership for registered funds; oversight of fund treasury, financial reporting, and certifications as PFAO
Neuberger Berman / NBIASenior Vice President2007–2021Expanded responsibilities in fund administration and financial controls across NB fund complex
Neuberger BermanVice President2004–2006Fund finance and operations roles preceding appointment as Treasurer/PFAO
NB Funds (NHS/NRO/NML)Assistant Treasurer2002–2005Supported treasury operations and financial reporting for registered funds

External Roles

OrganizationRoleYearsStrategic Impact
No external board or outside directorships are disclosed for McGovern in the DEF 14A .

Fixed Compensation

ComponentDisclosureNotes
Fund-level cash compensationNoneOfficers who are NBIA employees serve without any compensation from the Funds; officer compensation is at NBIA and not disclosed in the DEF 14A .
Base salary (NBIA)Not disclosedCompensation determined by NBIA; no fund-level disclosure .
Target bonus % (NBIA)Not disclosedCompensation determined by NBIA; no fund-level disclosure .

Performance Compensation

MetricWeightingTargetActualPayoutVesting
Fund-linked variable pay (officer)N/AN/AN/AN/AN/A
NoteOfficers are not compensated by the Funds; any NBIA-level incentive metrics are not disclosed in the DEF 14A .

Equity Ownership & Alignment

ItemDisclosureNotes
Beneficial ownership in NHS/NML/NRONot disclosed for officersDEF 14A provides director holdings; officer holdings (including McGovern) are not presented .
Pledging of company stockNot disclosedNo pledging disclosures for officers in DEF 14A .
Stock ownership guidelinesNot disclosed for officersDEF 14A discusses director compensation; no officer ownership guidelines are disclosed .
Compliance/Code of EthicsDisclosedEthics & Compliance Committee oversees Codes restricting personal securities transactions, including fund shares, for employees, officers, and directors .

Employment Terms

TermDetail
Current role and tenureTreasurer and Principal Financial and Accounting Officer since 2006 (NHS), 2005 (NRO), 2013 (NML)
Officer service conditionsOfficers serve at the pleasure of the Directors and may be removed at any time with or without cause (bylaws)
Certifications/signatorySigns Sarbanes‑Oxley Section 906 certifications for fund reports (e.g., NML Form N‑CSR, August 7, 2025)
Contract term/auto renewNot disclosed for officers in DEF 14A
Severance/change-of-controlNot disclosed for officers; no fund-level golden parachute or CoC terms disclosed for officers
Non‑compete/non‑solicit/garden leaveNot disclosed for officers

Performance & Track Record

IndicatorEvidence
Financial stewardshipLong-tenured fund PFAO with responsibility for fair presentation certifications (SOX 906)
Governance & oversight environmentRobust committee oversight (Audit; Ethics & Compliance; Closed-End Funds; Contract Review; Investment Performance) supporting financial controls and compliance frameworks across funds

Board Governance (Context)

Governance ElementNHS Fund Board Framework
Audit CommitteeOversees accounting, financial reporting, fair value determinations; composed entirely of Independent Directors; met seven times in FY 2024
Ethics & Compliance CommitteeOversees code of ethics and compliance program; addresses personal trading restrictions for employees/officers/directors
Chair of the BoardIndependent Chair structure; leadership and agenda-setting responsibilities

Investment Implications

  • Compensation alignment and trading signals: McGovern receives no fund-level cash/equity pay as an officer; compensation occurs at NBIA and is not disclosed, limiting direct pay-for-performance signals linked to NHS/NML/NRO outcomes . The funds’ Codes of Ethics restrict personal securities transactions, reducing insider selling/pledging risk signals from officers .
  • Retention/transition risk: Extended tenure in the PFAO role (since 2006 at NHS) and continued SOX certification responsibilities indicate institutional continuity; officers serve at Board pleasure, enabling swift changes without severance obligations disclosed at the fund level .
  • Governance and execution: Strong committee oversight (Audit, Ethics & Compliance, Investment Performance) provides structured control over reporting, valuation, and compliance; McGovern’s PFAO role operates within this framework, supporting reliable reporting and mitigated compliance risk .