Michael Knetter
About Michael M. Knetter
Independent Director of Neuberger Berman High Yield Strategies Fund Inc. (NHS), born 1960, serving since 2007 for NHS and NRO and since 2013 for NML; he oversees 50 funds in the Neuberger Berman fund complex. He is President and Chief Executive Officer of the University of Wisconsin Foundation (since 2010), with prior roles as Dean of the University of Wisconsin–Madison School of Business and Professor of International Economics/Associate Dean at Dartmouth’s Tuck School (1998–2002), including oversight of a university endowment. The Board identifies his qualifications in organizational management, endowment oversight, and academic experience; he is classified as an Independent Director.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| University of Wisconsin – Madison School of Business | Dean | Prior to 2010 (dates not specified beyond former) | Senior academic/administrative leadership |
| Amos Tuck School of Business – Dartmouth College | Professor of International Economics; Associate Dean | 1998–2002 | Academic leadership and economics expertise |
| Northwestern Mutual Series Fund, Inc. | Trustee | 2007–2011 | Mutual fund governance |
| Wausau Paper | Director | 2005–2011 | Public company board service |
| Great Wolf Resorts | Director | 2004–2009 | Public company board service |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| University of Wisconsin Foundation | President & CEO | Since 2010 | Oversees endowment management |
| 1WS Credit Income Fund | Director | Since 2018 | Closed-end fund governance |
| American Family Insurance (mutual company) | Board Member | Since March 2009 | Insurance industry governance (private mutual) |
Board Governance
| Item | Detail |
|---|---|
| Board classification | Classified board (Class I, II, III); staggered terms |
| Independence | Independent Director; no securities of NBIA/underwriters owned by Independent Directors or immediate family as of 7/31/2025 |
| Board Chair | Independent Chair: Tom D. Seip; Board leadership structure includes Independent Chair, committee structure, independent counsel |
| Committees & roles (NHS) | Investment Performance Committee – Chair; Governance & Nominating – Member; Ethics & Compliance – Vice Chair; Executive Committee – Member |
| Attendance | Board met 4 times in FY ended 10/31/2024; each Director attended at least 75% of Board and committee meetings |
| Committee meetings FY2024 | Audit (7); Closed-End Funds (NHS: 8); Contract Review (7); Ethics & Compliance (4); Governance & Nominating (NHS: 5); Investment Performance (4) |
| Annual Meeting attendance | No Board members attended the Funds’ 2024 Annual Meeting |
Fixed Compensation
| Component | Amount | Effective Date | Notes |
|---|---|---|---|
| Annual retainer (Independent Directors) | $200,000 | Jan 1, 2024 | Paid quarterly |
| Regular meeting fee (per meeting attended) | $17,500 | Jan 1, 2024 | In-person or telephone |
| Committee Chair stipend – Contract Review | $35,000 | Jan 1, 2025 | Additional for Chair role |
| Committee Chair stipend – other Committees | $25,000 | Jan 1, 2025 | Additional for Chair role (Exec Chair no stipend) |
| Board Chair (Independent) additional | $90,000 | Jan 1, 2024 | For Independent Chair of Boards |
| Fund complex reimbursement | Travel/out-of-pocket | Ongoing | Reimbursed by funds |
| Pension/retirement plan | None | N/A | No pension for Directors |
| Compensation Received (Calendar/Fiscal) | Amount |
|---|---|
| Total compensation from NB fund complex (CY 2024) – Michael M. Knetter | $290,000 |
| Aggregate compensation from each Fund other than NML for FY ended 10/31/2024 | $11,845 |
| Aggregate compensation from NML for FY ended 11/30/2024 | $5,923 |
Performance Compensation
- No equity grants (RSUs/PSUs), options, or performance-based metrics are disclosed for Directors; compensation is fixed cash retainer, meeting fees, and certain chair stipends.
- No director-specific clawback, severance, change-of-control, or tax gross-up provisions are disclosed.
Other Directorships & Interlocks
| Company | Industry | Role | Potential Interlock/Conflict Notes |
|---|---|---|---|
| 1WS Credit Income Fund | Investment fund | Director | Another credit-oriented fund; no related-party transactions disclosed with NHS |
| American Family Insurance (mutual) | Insurance | Board Member | Mutual company; not publicly traded; no related-party transactions disclosed with NHS |
| Northwestern Mutual Series Fund, Inc. | Mutual funds | Former Trustee | Historical role; no current interlock |
| Wausau Paper | Paper products | Former Director | Historical role |
| Great Wolf Resorts | Leisure | Former Director | Historical role |
Expertise & Qualifications
- Organizational management and endowment oversight (President & CEO of UW Foundation; former Business School Dean); academic expertise in international economics; extensive investment company governance experience.
- Board notes his independence from the investment manager and principal service providers as a critical qualification for Independent Directors.
Equity Ownership
| Holding Category (as of 7/31/2025) | NHS | NRO | NML | Aggregate across NB registered investment companies overseen |
|---|---|---|---|---|
| Dollar range owned – Michael M. Knetter | None | None | None | Over $100,000 |
- To the Funds’ knowledge, Independent Directors (and immediate family) did not own securities of NBIA, principal underwriters, or affiliates, as of 7/31/2025.
Governance Assessment
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Strengths:
- Independent, long-tenured director with leadership roles across key oversight committees (Chair of Investment Performance; Vice Chair of Ethics & Compliance; member of Governance & Nominating; member of Executive). These roles emphasize performance oversight, compliance, and board composition—key governance levers for closed-end funds.
- Formal independence and absence of NBIA/underwriter security ownership; committee structures comprised entirely of Independent Directors (except Executive includes one interested person), with independent counsel support—favorable for board effectiveness and conflict management.
- Documented engagement: Board and committees met regularly (Board: 4; Audit: 7; Closed-End Funds: 8 at NHS; Contract Review: 7; Ethics & Compliance: 4; Governance & Nominating: 5; Investment Performance: 4), and each Director met at least the 75% attendance threshold.
- Compensation structure is transparent, primarily cash-based, with defined stipends for committee chairs introduced effective 2025; no equity-linked director compensation—reduces pay-for-performance misalignment risk for fund directors.
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Potential concerns and watch items:
- No personal share ownership in NHS (and NRO/NML) may signal weaker direct alignment with this specific fund, though aggregate ownership across NB registered investment companies exceeds $100,000. Investors often prefer some direct fund-level ownership from directors.
- No Board member attendance at the 2024 Annual Meeting—some investors view director presence as a signal of engagement and accountability.
- Multiple fund complex responsibilities (oversees 50 funds) can stretch bandwidth; though committee roles suggest sustained engagement, monitor ongoing attendance and meeting loads for effectiveness.
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Related-party/conflict checks:
- No related-party transactions disclosed involving Michael M. Knetter; Independent Directors and immediate family had no NBIA/underwriter security holdings; committees are structured to identify and manage conflicts (e.g., Ethics & Compliance, Audit).
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Compensation structure implications:
- Chair stipends added in 2025 increase fixed cash but retain a largely non-variable structure; absence of equity awards or performance metrics aligns with investment company norms and avoids misaligned incentives.
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Overall view:
- Board effectiveness is supported by independence, committee leadership, and documented oversight cadence; lack of fund-level ownership and annual meeting attendance are softer engagement signals to watch.