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Bruce L. Rubin

Chief Financial Officer, Chief Accounting Officer, and Corporate Secretary at Oxford Square Capital
Executive

About Bruce L. Rubin

Bruce L. Rubin (age 65) is Oxford Square Capital Corp.’s Chief Financial Officer, Chief Accounting Officer, and Corporate Secretary (since August 2015), after serving as Controller (2005–2015) and Treasurer (since 2009). He holds a BBA in Accounting and an MBA in Finance from Hofstra University and has deep expertise in Sarbanes‑Oxley, treasury operations, and SEC reporting from prior roles at the New York Mercantile Exchange and the American Stock Exchange. Rubin also serves in similar finance/secretary roles across affiliated Oxford entities (Oxford Lane Capital Corp., Oxford Park Income Fund, Oxford Square Management, Oxford Funds, Oxford Gate Management). OXSQ’s proxy disclosures state officers do not receive direct compensation from OXSQ; Rubin’s compensation is paid by the administrator (Oxford Funds) with OXSQ reimbursing an allocable portion, and no executive pay‑for‑performance metrics (TSR, revenue/EBITDA growth) are tied to OXSQ-paid compensation.

Past Roles

OrganizationRoleYearsStrategic Impact
New York Mercantile Exchange, Inc.Assistant Treasurer & Director of Financial Planning1995–2003Extensive experience with Sarbanes‑Oxley, treasury operations, and SEC reporting requirements
American Stock ExchangeManager, Financial Operations1989–1995Led budgeting responsibilities and financial operations
Commercial Banking (early career)Auditor (commercial lending and municipal bond dealer areas)Not disclosedAudit focus in lending and muni dealer operations

External Roles

OrganizationRole(s)Start YearNotes
Oxford Lane Capital Corp.CFO, Treasurer, Corporate Secretary2015Also CFO/Treasurer of Oxford Lane Management (advisor)
Oxford Park Income Fund, Inc.CFO, Corporate Secretary, Treasurer2023Non‑traded registered closed‑end fund
Oxford Square ManagementCFO, SecretaryNot disclosedInvestment adviser; owned/managed by Oxford Funds (managing member)
Oxford FundsCFO, SecretaryNot disclosedAdministrator to OXSQ
Oxford Gate ManagementCFONot disclosedAdviser to Oxford Gate Funds and Oxford Bridge II, LLC
Oxford Park ManagementCFO, SecretaryNot disclosedAdviser to Oxford Park Income Fund, Inc.

Fixed Compensation

OXSQ does not directly pay officers; Rubin’s compensation is paid by Oxford Funds (administrator), with OXSQ reimbursing an allocable portion based on estimated time spent by CFO, Corporate Secretary, Treasurer, Controller, and administrative personnel.

MetricFY 2021FY 2022FY 2023FY 2024
Allocable compensation reimbursement accrued by OXSQ for CFO/Treasurer/Controller/admin ($USD)~$0.7 million $916,000 $825,000 $747,000
Chief Compliance Officer fees (ACA Group/Alaric/Foreside) accrued ($USD)$120,000 $120,000 $120,000 $120,000

Notes:

  • “None of our officers receive direct compensation from OXSQ.”
  • Timing of Grants of Options: “The Company did not grant awards of stock options…during FY 2024.”

Performance Compensation

  • No OXSQ‑paid executive incentive programs are disclosed; officers are not directly compensated by OXSQ, and the company reported no option or similar grants in FY 2024. As such, no performance metric weighting/targets/payouts or vesting schedules are provided in OXSQ’s proxy for executive officers.

Equity Ownership & Alignment

MetricAs of 2024 Record DateAs of 2025 Record Date
Shares Beneficially Owned (Bruce L. Rubin)10,949 10,949
Percentage of Class“Less than one percent” “Less than one percent”
Shares Outstanding (for % basis)62,705,628 76,027,372
Dollar Range of Director Ownership (matrix provided for directors only; Rubin is an officer)Not applicableNot applicable

Policy signals:

  • Hedging: Covered Persons are prohibited from hedging/monetization transactions in OXSQ securities, except covered call writing, which requires pre‑clearance by the Chief Compliance Officer. This restriction reduces the ability of insiders to hedge economic exposure, though covered calls introduce limited monetization potential subject to controls.

Employment Terms

  • Role and Tenure: CFO, Chief Accounting Officer, Corporate Secretary since August 2015; prior Controller (2005–2015), Treasurer (since 2009).
  • Compensation Arrangement: Paid by Oxford Funds (administrator); OXSQ reimburses an allocable portion based on time spent; no direct salary/bonus from OXSQ disclosed.
  • Equity Awards/Options: No stock options or similar option‑like instruments granted by OXSQ in FY 2024.
  • Insider Trading/Hedging: Hedging prohibited except covered calls, which require pre‑clearance.
  • Severance/Change‑of‑Control/Clawback/Ownership Guidelines/Pledging: No disclosures specific to Rubin in OXSQ’s proxy statements. (Compensation discussion focuses on external manager/admin structure; no executive contracts or severance terms are presented.)

Investment Implications

  • Compensation alignment: Because Rubin does not receive direct OXSQ‑paid compensation and no performance incentive plan is disclosed, pay‑for‑performance linkage at the OXSQ entity level is weak. Reimbursed admin costs declined from $916k (FY22) to $825k (FY23) to $747k (FY24), suggesting lower cost allocation over time rather than explicit performance‑based pay.
  • Insider selling pressure: Absence of OXSQ equity/option grants and small beneficial ownership (~10,949 shares; “<1%”) imply limited forced selling from vesting schedules; hedging is constrained, with covered calls only via pre‑clearance. Near‑term selling pressure from Rubin’s holdings appears low.
  • Retention risk: Rubin’s compensation flows through the administrator (Oxford Funds) and is reimbursed by OXSQ, with no severance or change‑of‑control economics disclosed. Retention likely depends on broader Oxford platform economics and governance rather than OXSQ‑specific pay levers.
  • Alignment/related‑party dynamics: The externally managed structure and Rubin’s multiple roles across Oxford entities introduce potential conflicts of interest noted in the proxy; oversight occurs via independent directors and committee processes, but investor alignment relies on advisory agreement economics rather than executive equity incentives.
  • Trading signals: With small disclosed ownership and prohibited hedging beyond covered calls, Rubin’s personal trading is both limited and controlled. Form 4 data could sharpen signals, but current analysis relies on proxy disclosures due to tool access limits; monitor future filings for any changes.