Ryan Leshaw
About Ryan Leshaw
Ryan G. Leshaw serves as Chief Legal Officer and Secretary of PIMCO Income Strategy Fund II (PFN); he has been Chief Legal Officer since 2019 and Secretary since 2024, and his year of birth is 1980 . He is Executive Vice President and Deputy General Counsel at PIMCO, and also serves in comparable officer roles across other PIMCO-managed registered funds . Officers who are principals or employees of the Manager (PIMCO) are not compensated by the Funds, and the proxy does not disclose fund-level pay details or performance metrics tied to his compensation; fund-level TSR/revenue/EBITDA metrics are not presented for executive officer pay analysis in PFN’s proxy . The record date for the 2025 meeting was April 28, 2025, with the notice signed “By order of the Board of Trustees,” by Ryan G. Leshaw as Secretary and Chief Legal Officer .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Willkie Farr & Gallagher LLP | Associate | Not disclosed | Not disclosed |
| PIMCO | Executive Vice President and Deputy General Counsel | Past 5 years (ongoing) | Senior legal leadership supporting PIMCO-managed registered funds |
External Roles
| Organization | Role | Years | Scope/Notes |
|---|---|---|---|
| PIMCO Funds; PIMCO Variable Insurance Trust; PIMCO ETF Trust; PIMCO Equity Series; PIMCO Equity Series VIT | Chief Legal Officer and Secretary | Ongoing; CLO since 2019; Secretary since 2024 | Officer roles across PIMCO-managed open-end/ETF/equity series complexes |
| PIMCO-Managed Funds (closed-end) incl. PFN | Chief Legal Officer and Secretary | CLO since 2019; Secretary since 2024 | PFN and sister closed-end funds |
| PIMCO Flexible Real Estate Income Fund | Chief Legal Officer and Secretary | Ongoing | Registered interval/closed-end structure |
| PIMCO Capital Solutions BDC Corp. | Chief Legal Officer and Secretary | Ongoing | Business development company legal oversight |
Fixed Compensation
- Officers who are principals, officers, members, or employees of the Manager (PIMCO) are not compensated by the Funds; PFN’s proxy does not disclose base salary, bonus, or other cash compensation for fund officers .
Performance Compensation
- PFN’s proxy does not disclose any RSUs/PSUs/options, performance metric weightings, targets, outcomes, payouts, or vesting schedules for fund officers; there is no fund-level pay-for-performance framework presented for officers who are PIMCO employees .
Equity Ownership & Alignment
| Metric | Value | As-of | Notes |
|---|---|---|---|
| Officers and Trustees beneficial ownership (group) | Less than 1% of PFN outstanding shares | Record Date | Proxy states group ownership is <1% for each Fund |
| Record Date | April 28, 2025 | 2025 Meeting | Set by Board for the 2025 meeting |
| Individual officer holdings (Ryan Leshaw) | Not disclosed | Record Date | No personal share counts disclosed in the proxy |
| Shares pledged as collateral | Not disclosed | Record Date | No pledging disclosure found in proxy |
Employment Terms
| Term | Disclosure |
|---|---|
| Office tenure | Chief Legal Officer — since 2019; Secretary — since 2024 |
| Term length/expiration | Officers hold office at the pleasure of the Board and until successors are chosen/qualified or earlier resignation/removal/disqualification |
| Compensation source | Officers employed by Manager; not compensated by the Funds |
| Severance/change-of-control | Not disclosed for fund officers in proxy |
| Clawbacks/gross-ups | Not disclosed for fund officers in proxy |
| Non-compete/non-solicit/garden leave | Not disclosed for fund officers in proxy |
Investment Implications
- Pay-for-performance alignment at the PFN fund level appears limited for officers like Leshaw: they are PIMCO employees and not paid by the Fund, and no fund-specific performance metrics or equity awards (RSUs/options) are disclosed for officers .
- Insider alignment via direct share ownership is minimal: officers and trustees as a group own less than 1% of PFN shares; individual officer holdings and pledging are not disclosed, reducing visibility into skin-in-the-game and potential insider selling pressure .
- Retention risk and incentives are primarily tied to PIMCO employment rather than PFN-specific compensation; officers serve at the pleasure of the Board, but no severance or change-of-control economics are disclosed at the fund level, limiting event-driven compensation insights .
- Governance context: PFN has an independent board structure and standing committees, with officers not compensated by the Fund, indicating oversight separation from management compensation of the Manager; however, it does not provide officer-level incentive disclosures for fund investors .
Notes: This analysis relies on PFN’s 2025 and 2024 joint DEF 14A proxy disclosures for PIMCO-managed funds. Where items are “not disclosed,” no specific officer-level compensation, ownership breakdowns, hedging/pledging policies, or employment contract terms were found in PFN’s proxy references.