John Reardon
About John Reardon
Independent director of Oxford Lane Capital Corp. (first elected 2010; current term expires 2026). Age 58. President & CEO of Schurz Communications, Inc.; prior telecom executive and attorney. Education: B.A., summa cum laude, Boston University; J.D., Columbia Law School. The proxy designates him “not an interested person” under the 1940 Act (independent) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Kutak Rock LLP | Of Counsel | Not disclosed | Advised broadband and software companies on corporate/regulatory matters |
| American Infrastructure Partners, LP | Director of Business Strategy, Smart Cities | 2019–2021 | Strategy for infrastructure-focused fund |
| Choctaw Telecom, LLC | Managing Director | Not disclosed | Operations/management in telecom |
| Mobex Communications, Inc. | CEO, General Counsel, and Director | 1997–2005 | Led company; legal and board responsibilities |
| Keller and Heckman LLP | Telecom attorney | Early career | Regulatory expertise in telecom law |
External Roles
| Organization | Role | Public/Private | Committees/Notes |
|---|---|---|---|
| Schurz Communications, Inc. | President & CEO; Board Member; Audit Committee Member | Private | Board and Audit Committee participation alongside CEO role |
| Oxford Park Income Fund, Inc. | Director | Part of OXLC “Fund Complex” | Included in “fund complex” compensation reporting |
Board Governance
- Independence: The proxy states Mr. Reardon is not an “interested person” (independent) under the 1940 Act .
- Committee assignments: Member, Audit Committee (Chair: David S. Shin; all independent; 4 meetings in FY ended Mar 31, 2025) . Member, Valuation Committee (Chair: Mark J. Ashenfelter; 4 meetings) .
- Attendance: Board met 5 times in FY ended Mar 31, 2025; all directors attended at least 75% of Board and committee meetings .
- Audit Committee engagement: Reardon co-signed the Audit Committee Report recommending inclusion of audited financials and selection of PwC for FY ending Mar 31, 2026 .
- Board leadership: Independent Chair (Mark J. Ashenfelter); regular executive sessions of independent directors with auditors and independent counsel; Audit and Valuation Committees composed solely of independent directors .
- Nominating: No standing Nominating & Governance Committee; majority of independent directors handle nominations without a written policy/charter .
- Advisory agreement oversight: Board (with independent counsel) annually reviews and approved renewal of advisory agreement, concluding fees are not unreasonable .
Fixed Compensation
| Component (USD) | FY 2025 |
|---|---|
| Annual retainer (independent directors) | $90,000 |
| Board meeting fee (per meeting) | $4,000 |
| Audit Committee meeting fee (per meeting) | $1,500 |
| Valuation Committee meeting fee (per meeting) | $1,500 |
| Audit Committee Chair premium (annual) | $10,000 (not applicable to Reardon) |
| Total fees earned — John Reardon | $118,000 |
| Aggregate compensation from Fund Complex | $123,000 |
Notes:
- No stock option plan, non‑equity incentive plan, or pension plan for directors .
Performance Compensation
| Item | FY 2025 |
|---|---|
| Equity awards (RSUs/PSUs) | None disclosed; Company did not grant stock options or similar awards in FY 2025 |
| Cash bonus/Non‑equity incentive | None disclosed; no non‑equity incentive plan for directors |
| Performance metrics tied to director pay | Not applicable |
| Clawbacks/COC/Severance (director) | Not disclosed for directors |
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Consideration |
|---|---|---|
| Oxford Park Income Fund, Inc. | Director | Intra‑complex directorship; OXLC board also reviews/renews advisory agreement with Oxford Lane Management, creating structural conflicts typical of externally managed vehicles; independence and use of independent counsel noted . |
| Schurz Communications, Inc. | President & CEO; Board Member; Audit Committee Member | Outside operating role; potential time‑commitment consideration; no related‑party transactions with OXLC disclosed . |
Expertise & Qualifications
- Education: B.A., Boston University (summa cum laude); J.D., Columbia Law School .
- Domain expertise: Telecom/broadband/cloud operations, corporate/regulatory law, CEO/general counsel experience .
- Financial expertise: Audit Committee member; designated audit committee financial expert on OXLC’s Audit Committee is David S. Shin (not Reardon) .
Equity Ownership
| Measure | As of Proxy Record Date |
|---|---|
| Dollar range of OXLC equity beneficially owned | $10,001 – $50,000 |
| Preferred stock ownership | None (independent directors) |
| Reference price for dollar‑range | $3.66 closing price on Record Date |
No disclosure of exact share count, vested/unvested breakdown, options, pledging, or ownership guidelines for directors in the proxy .
Governance Assessment
- Positives
- Independent director since 2010; serves on both Audit and Valuation Committees, evidencing core oversight engagement .
- Independent board leadership with regular executive sessions and fully independent key committees .
- Active Audit Committee participation (co‑signatory on report; oversight of auditor selection and financial reporting) .
- Watch items / Potential red flags
- Long tenure (director since 2010) may raise independence perception concerns for some investors despite formal independence .
- Director compensation is entirely cash‑based (no equity component), which can weaken alignment; Reardon’s disclosed ownership is in the $10k–$50k range, below “Over $100k” peers and modest relative to annual fees .
- No standing Nominating & Governance Committee and no written nomination policy; handled by a majority of independents without a charter .
- Externally managed structure with annual advisory fee renewal; while the board uses independent counsel and found fees reasonable, adviser/board interlocks within the fund complex require continued scrutiny .
- Conflicts/Related parties
- Proxy describes Code of Business Conduct, related‑party transaction review by the Audit Committee; no specific related‑party transactions involving Mr. Reardon are disclosed .
Overall, Reardon brings relevant operating and legal expertise and is engaged across core oversight committees, but alignment is primarily through cash retainers with modest personal share ownership, and the externally managed structure plus lack of a formal nominating committee policy are governance quality watch items .