Roger Ko
About Roger Ko
Assistant Treasurer of Flaherty & Crumrine Preferred and Income Fund (PFD) since 2014; principal occupation is Vice President and Trader at Flaherty & Crumrine. As of the 2025 proxy, he is age 50 and continues to serve as an officer until a successor is elected or his earlier resignation/removal . Earlier proxies document his progression from Trader (since September 2013) and Assistant Treasurer, with consistent officer service across the Flaherty & Crumrine funds . Fund-level performance metrics (e.g., TSR during his tenure) are not disclosed for this officer in the proxies reviewed.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Flaherty & Crumrine | Trader (later Vice President and Trader) | Since Sep 2013 | Not disclosed in proxies |
| Deutsche Bank Securities | Director | 2009 – Jul 2013 | Not disclosed in proxies |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Not disclosed in proxies | — | — | — |
Fixed Compensation
- Officer compensation is not itemized; proxies state: “No executive officer or person affiliated with a Fund received compensation from a Fund … in excess of $60,000” for FY2019–FY2024, and officers do not receive pension or retirement benefits from the Funds .
- Directors (not officers) receive fixed fees (e.g., $9,000 annual per Fund plus meeting fees, Audit Chair additional $3,000), with full attendance; detailed director fee tables are provided each year .
Performance Compensation
- No disclosure of officer performance incentives, bonus targets, RSUs/PSUs, stock options, or compensation metrics tied to revenue/EBITDA/TSR for Roger Ko in the proxies reviewed .
Equity Ownership & Alignment
- As of each record date, “Directors, Nominees and executive officers … as a group, owned less than 1%” of each Fund, indicating limited direct equity alignment at the Fund level .
- Individual officer holdings (e.g., Roger Ko) are not broken out; no pledging or hedging disclosures specific to officers were found in the proxy materials reviewed .
PFD shares outstanding by proxy record date:
| Metric | Jan 23, 2019 | Jan 24, 2020 | Jan 22, 2021 | Jan 21, 2022 | Jan 20, 2023 | Jan 19, 2024 | Jan 16, 2025 |
|---|---|---|---|---|---|---|---|
| Shares Outstanding (PFD) | 11,198,614 | 11,253,635 | 11,314,148 | 12,396,471 | 12,763,654 | 12,852,556 | 12,852,556 |
Employment Terms
- Officer service: each officer “serves until his or her successor is elected and qualifies or until his earlier resignation or removal” (no fixed term disclosed) .
- No employment contract, severance, change‑of‑control, accelerated vesting, clawback, or tax gross‑up terms are disclosed for officers in the proxies reviewed .
Investment Implications
- Pay-for-performance levers are not applicable at the Fund-officer level; compensation is determined by the external adviser (Flaherty & Crumrine) and not disclosed by the Funds, limiting insight into bonus metrics, equity awards, or vesting that could drive trading/retention behaviors .
- Alignment appears modest at the Fund level (group officer/director ownership <1%), and with no disclosed pledging/hedging policies for officers; insider selling pressure from officer equity appears low based on disclosures .
- Retention risk is primarily tied to the adviser’s economics rather than Fund-paid compensation; 2025 proxies note an internal restructuring of the adviser and identical advisory fees under proposed new agreements, suggesting operational continuity but potential internal equity reallocation at the adviser level .