Jaynie Miller Studenmund
About Jaynie Miller Studenmund
Independent Director of PAI since 2004; born 1954. Background includes senior operating roles in technology and financial services: COO of Overture Services (2001–2004), President/COO of PayMyBills (1999–2001), and EVP for consumer and business banking at three national financial institutions (1984–1997) . Oversees 49 portfolios in the fund complex as of the 2025 proxy (50 in 2024) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Overture Services, Inc. | Chief Operating Officer | 2001–2004 | Publicly traded internet company; search engine marketing |
| PayMyBills | President & COO | 1999–2001 | Bill presentment/payment internet innovator |
| Three national financial institutions | Executive Vice President (consumer & business banking) | 1984–1997 | Senior banking leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Pacific Premier Bancorp Inc. and Pacific Premier Bank | Director | Since 2019 | Current public company directorship |
| EXL (operations management and analytics company) | Director | Since 2018 | Current public company directorship |
| LifeLock, Inc. | Director | 2015–2017 | Prior public board |
| CoreLogic, Inc. | Director | 2012–2021 | Prior public board |
| Pinnacle Entertainment, Inc. | Director | 2012–2018 | Prior public board |
Board Governance
- Independence: Classified as an Independent Director; Audit Committee members are “independent” per NYSE listing standards . Independent Directors comprise more than 75% of the Board .
- Committee leadership: Chairperson of the Governance and Nominating Committee in 2025; member of Audit, Executive & Contracts, Investment & Performance Committees . In 2024, she served on Governance (not Chair), Audit, Contracts, and Performance Committees .
- Engagement/Attendance: Board held 8 meetings in 2024; Audit 6; Governance 3; Performance 5; Contracts 2. Each Director attended at least 75% of aggregate meetings of the Board and committees served in 2024. In 2023: Board 5; Audit 7; Governance 3; Performance 5; Contracts 2; each Director attended at least 75% .
Committees (as disclosed)
| Committee | 2024 Status | 2025 Status | Chair Info |
|---|---|---|---|
| Audit | Member | Member | Chair: Abeles (Independent) |
| Governance & Nominating | Member | Chair | Independent-only; charter available on website |
| Executive & Contracts | Member | Member | Chair: Siart (Independent) |
| Investment & Performance | Member | Member | Chair: Kerley (Independent) |
Meetings & Attendance
| Metric | 2023 | 2024 |
|---|---|---|
| Board Meetings Held | 5 | 8 |
| Audit Committee Meetings | 7 | 6 |
| Governance Committee Meetings | 3 | 3 |
| Performance Committee Meetings | 5 | 5 |
| Contracts Committee Meetings | 2 | 2 |
| Attendance Threshold | ≥75% for each Director | ≥75% for each Director |
Fixed Compensation
Directors receive an annual retainer plus meeting fees; leadership roles (Board Chair; Audit, Governance, Performance, Contracts Committee Chairs) receive additional compensation. Independent Directors are reimbursed for related expenses; non-Independent Directors receive no salary/fees from the Fund .
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Aggregate Compensation from the Fund ($) | 3,110 | 1,044 |
| Pension/Retirement Benefits Accrued ($) | 0 | 0 |
| Estimated Annual Benefits Upon Retirement ($) | 0 | 0 |
| Total Compensation from the Fund Complex ($) | 337,000 | 347,000 |
Notes:
- The Fund pays its pro rata share of Independent Director fees based on asset size across the Franklin Templeton fund complex .
- Specific retainer and per-meeting fee amounts are not disclosed in the proxy .
Performance Compensation
- No performance-based compensation metrics (e.g., revenue/EBITDA/TSR-linked) disclosed for Independent Directors; compensation is retainer/meeting-fee based, with incremental amounts for leadership roles. No equity grant program or options awards are disclosed for Directors of the Fund .
Other Directorships & Interlocks
| Company | Overlap/Exposure | Potential Conflict Consideration |
|---|---|---|
| Pacific Premier Bancorp Inc. & Bank (financials) | Current director | The Fund is managed by Western Asset within Franklin Templeton; proxy does not disclose holdings or transactions with Pacific Premier—no related-party exposure tied to Studenmund is disclosed |
| EXL (outsourced operations/analytics) | Current director | No Fund-related transactions disclosed involving EXL |
| Prior boards: LifeLock, CoreLogic, Pinnacle Entertainment | Former director | No Fund-related transactions disclosed involving these companies |
Expertise & Qualifications
- Board’s skills matrix highlights Studenmund’s “business and finance expertise and experience as a president, board member and/or chief operating officer of various businesses.” Qualifications across the Board include financial expertise, investment consulting, legal, and risk oversight skill sets .
Equity Ownership
- Beneficial ownership in PAI: None as of December 31, 2023 and December 31, 2024 .
- Aggregate holdings across family of investment companies: “Over $100,000” as of both dates .
- Directors and officers as a group owned less than 1% of outstanding Common Stock as of December 31, 2024 .
| Metric | 2023 | 2024 |
|---|---|---|
| PAI Common Stock Beneficially Owned (Dollar Range) | None | None |
| Aggregate Dollar Range Across Fund Family | Over $100,000 | Over $100,000 |
| Group Ownership (% of shares outstanding) | — | <1% |
Insider Trades & Section 16(a) Compliance
| Year | Status |
|---|---|
| 2023 | Fund believes directors/officers complied with filing requirements; one late initial Form 3 for a different officer (Michael C. Buchanan); no exception flagged for Studenmund |
Governance Assessment
-
Strengths:
- Long-tenured independent director with deep operating and financial services experience; currently chairs Governance & Nominating, a pivotal role for board composition and policy .
- Robust committee engagement across Audit, Performance, and Contracts; Audit Committee independence per NYSE standards, with formal charter and external auditor independence review .
- Attendance at or above the 75% threshold in consecutive years; Board and committees met regularly with comprehensive oversight of risk management .
-
Alignment Considerations:
- No PAI share ownership disclosed (None), while aggregate investments across the Franklin Templeton fund family exceed $100,000; alignment to the Fund specifically is limited by absence of direct holdings .
- Director compensation is structured as fixed cash retainer and meeting fees with leadership premiums; no performance-linked or equity-based elements, which reduces pay-for-performance alignment but is standard for closed-end fund boards .
-
Conflicts and Red Flags:
- No related-party transactions disclosed involving Studenmund; “interested person” designations apply to other directors (Olson and Trust) due to external relationships, not to Studenmund .
- No hedging/pledging, loans, or option repricing disclosed; no say-on-pay context applicable to fund directors in the proxy .