Ben H. Harris

About Ben H. Harris

Ben H. Harris (born 1968) is an Independent Trustee of High Income Securities Fund (PCF) since 2018, with extensive experience leading private and public entities, highly regulated businesses, and corporate restructurings . He currently serves as CEO of Hormel Harris Investments, LLC; Principal of NBC Bancshares, LLC; CEO of Crossroads Capital, Inc.; and Administrator of Crossroads Liquidating Trust . He oversees two portfolios within the Fund Complex as of October 20, 2025 (Fund, Special Opportunities Fund, Inc., and Total Return Securities Fund), and there are no material legal proceedings involving his integrity in the past ten years disclosed by the Fund . In addition to PCF, Harris is a director of ten private companies and one other closed‑end fund (Special Opportunities Fund, Inc.) .

Past Roles

External Roles

Board Governance

• Independence: Harris is not an “interested person” under the Investment Company Act of 1940 and is classified as an Independent Trustee; the Fund discloses no material legal proceedings affecting his ability or integrity over the past ten years .
• Attendance: In FY ended Aug 31, 2025, the Board met 4 times; each present Trustee (including Harris) attended at least 75% of Board and Committee meetings held since his election .
• Committees:
  • Nominating & Corporate Governance Committee: Member; established September 12, 2025; independent composition; did not meet during FY2025 due to timing .
  • Strategic Planning Committee: Member; stipend paid for service ($7,500); Committee chaired by Moritz Sell (chair stipend $10,000) .
  • Audit & Valuation Committee: Not a member; current members are Hellerman (Chair), Sell, and Dayan; Audit Committee met 5 times in FY2025; Dayan designated “audit committee financial expert” .

Fixed Compensation

Notes:

• Fund states no bonus, profit sharing, pension, or retirement plan for Trustees; no other affiliated entity pays Trustee compensation .

Performance Compensation

Other Directorships & Interlocks

• Special Opportunities Fund, Inc.: Director .
• Bulldog Investors context: Harris, along with Hellerman, Sell, and Dayan, was nominated by Bulldog in the Fund’s 2018 proxy contest; they are not “interested” in Bulldog or the Fund, receive no compensation from Bulldog, and comprised the Unaffiliated Board for votes on the Advisory Agreement to mitigate conflicts with Bulldog‑affiliated trustees .
• Strategic Planning Committee composition excluded Bulldog‑affiliated trustees due to conflicts (Dakos, Goldstein, Das); Unaffiliated Board voted separately on Advisory Agreement .

Expertise & Qualifications

• Experienced in management of private and public entities, highly regulated sectors, and corporate restructurings .
• Demonstrated governance involvement via service on Nominating & Corporate Governance and Strategic Planning Committees; independent under NYSE standards applicable to closed‑end funds .
• Oversee multiple portfolios in the Fund Complex; cross‑fund perspective may aid oversight .

Equity Ownership

• Beneficial Share Count (as of special meeting record date, 2024):

• Dollar Range of PCF Equity Held:

• Alignment and conflicts:
  • Trustees and officers collectively owned less than 2% (Dec 1, 2024) and less than 1% (Oct 20, 2025) of PCF common shares .
  • No ownership of securities of the Adviser (Bulldog Investors, LLP) or its affiliates by Independent Trustees or immediate family; no related transactions over $120,000 with the Fund, Adviser, or affiliates over the past five years; none since Sep 1, 2022 involving >$120,000 .

Governance Assessment

• Strengths:

  • Independence and conflict‑mitigation architecture: Harris is independent; Unaffiliated Board structure and committee segregation addressed Bulldog‑affiliated conflicts on key votes (Advisory Agreement) .
  • Committee coverage: Participation in Nominating & Corporate Governance and Strategic Planning supports board refreshment and strategic oversight; independent composition aligns with NYSE standards .
  • Attendance: Harris met minimum attendance thresholds (≥75%) in FY2025, with the Board holding 4 meetings; Audit Committee activity (5 meetings) suggests robust financial oversight by peers .

• Weaknesses/Considerations:

  • Equity alignment: Director compensation is cash‑based with no disclosed equity retainer; ownership dollar range is modest, and overall trustee/officer group ownership is under 1% as of Oct 20, 2025, which may limit direct stock‑price alignment common in operating companies (note: CEF trustees often have cash retainers) .
  • Governance cadence: The Nominating & Corporate Governance Committee was established late in FY2025 and did not meet during the year, delaying formal governance oversight kickoff .

• RED FLAGS

  • None identified related to related‑party transactions, pledging/loans, or litigation; Independent Trustees (including Harris) and immediate family have no >$120,000 interests or transactions with the Adviser or affiliates over the past five years .
  • Note: Harris’s nomination by Bulldog in 2018 is disclosed, but he is unaffiliated and independent; separate Unaffiliated Board votes help mitigate perceived interlock risk .