Eugene S. Stark
PROSPECT CAPITALAbout Eugene S. Stark
Independent Class III Director at Prospect Capital Corporation (PSEC), age 67, serving since September 2008 with term expiring in 2028. Elected solely by holders of PSEC preferred stock; the Board has determined he is independent under the 1940 Act and Nasdaq rules. Stark is the Audit Committee Chair and designated audit committee financial expert; he is a CPA (inactive) with more than 30 years in financial management, compliance, and fund administration, including senior roles at General American Investors and Prudential Financial; he briefly served as PSEC’s CFO in 2005 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Prospect Capital Corporation | Chief Financial Officer | Jan–Apr 2005 | Transition finance leadership prior to current management; informs Board oversight |
| Prudential Mutual Funds | Vice President and Fund Treasurer | ~10 years (part of 1987–2004 tenure) | Fund treasury oversight, SEC reporting, controls |
| Prudential Investments | Senior Vice President of Finance | ~4 years (part of 1987–2004 tenure) | Finance leadership, planning, compliance |
| Prudential Annuities | Senior Vice President of Finance | ~2 years (part of 1987–2004 tenure) | Finance, risk and capital management |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| General American Investors Company, Inc. | Principal Financial Officer, Chief Compliance Officer, VP–Administration | May 2005–present | Responsible for operations, compliance, and financial functions |
| Priority Income Fund, Inc. (Fund Complex) | Director | Oct 28, 2012 | Investment company under the 1940 Act |
| Prospect Floating Rate and Alternative Income Fund, Inc. (Fund Complex) | Director | Feb 19, 2013 | Investment company under the 1940 Act |
| Prospect Enhanced Yield Fund (Fund Complex) | Director | May 28, 2025 | Investment company under the 1940 Act |
Board Governance
- Committee assignments: Audit Committee (Chair), Nominating, Corporate Governance and Compensation Committee (member); both committees comprised solely of independent directors .
- Independence: Board determined Stark is not an “interested person” under the 1940 Act and is independent under Nasdaq rules .
- Election by security class: Preferred stock votes as a separate class to elect two directors; Stark is elected solely by preferred stockholders .
- Meetings and attendance (FY ended June 30, 2025): Board (9), Audit (9), Nominating/CG/Comp (1); all directors attended at least 75% of aggregate Board and committee meetings; only two directors attended last year’s annual meeting of stockholders .
- Lead Independent Director: Andrew C. Cooper; presides over executive sessions and coordinates independent director agenda .
- Audit oversight: Audit Committee recommended inclusion of audited FY2025 financials and appointment of Deloitte for FY2026 .
Fixed Compensation
| Component | FY 2025 Amount | Notes |
|---|---|---|
| Aggregate compensation from PSEC | $200,000 | Per director compensation table |
| Total compensation from Company and Fund Complex | $262,500 | Includes service across Fund Complex boards |
| Annual fee (independent directors) | $262,500 | Plus reimbursement of reasonable out-of-pocket expenses |
| Pension/retirement | None | No bonus, profit-sharing, or retirement plan; directors receive no pension benefits |
Performance Compensation
- No equity grants, options, or performance-based director compensation disclosed for FY2025; no bonus or variable pay metrics reported for directors .
- No director meeting fees or committee chair premiums disclosed beyond the annual fee; Audit Chair status noted without separate fee disclosure .
Other Directorships & Interlocks
| Company | Relationship | Potential Interlock Considerations |
|---|---|---|
| Priority Income Fund, Inc.; PFLOAT; PENF | Director roles across affiliated Fund Complex | Shared governance and oversight across funds; Company’s adviser (PCM) and administrator (Prospect Administration) serve multiple affiliated entities, creating structural conflicts managed via policies and independent board oversight . |
Expertise & Qualifications
- Audit committee financial expert designation; CPA (inactive) .
- Deep expertise in SEC reporting and compliance, risk and capital management, fund administration, strategic and financial planning .
- Long-standing independent director service since 2008; elected by preferred holders; oversees four funds in the Fund Complex .
Equity Ownership
| Metric (as of Sep 17, 2025) | Value |
|---|---|
| Common shares beneficially owned | 57,500 |
| % of common shares outstanding | <1% (465,087,009 shares outstanding) |
| Preferred shares beneficially owned | 0 |
| Dollar range of PSEC equity owned | Over $100,000 (based on $2.76 closing price, 9/17/2025) |
| Dollar range of Fund Complex equities owned (Priority, PFLOAT, PENF) | None |
| Section 16 compliance (FY2025) | All filings timely |
Governance Assessment
- Strengths:
- Independent director elected by preferred stockholders; serves as Audit Committee Chair and is the designated financial expert—positive for financial reporting oversight .
- Broad financial management background (General American Investors; Prudential) and prior PSEC CFO experience supports effective audit and risk oversight .
- Board maintains independent committee structure; lead independent director facilitates executive sessions and information flow .
- Risks and watch items:
- Structural conflicts: PSEC’s adviser (PCM) controlled by the Chairman; administrator affiliated with PCM; co-investment and allocation procedures governed by SEC exemptive order—requires continued robust independent oversight. RED FLAG: Affiliated transactions and shared management across Fund Complex elevate conflict risk despite policies .
- Auditor change in 2023 (BDO to Deloitte) following previously disclosed material weaknesses remediated by FY2023; ongoing audit quality and controls should remain a focus for the Audit Committee .
- Engagement signal: Only two directors attended last year’s annual meeting—potentially weak shareholder-facing engagement by some board members. RED FLAG: Low annual meeting attendance among directors .
Overall: Stark’s independence, audit chairmanship, and deep finance/compliance credentials are governance positives. The affiliated advisory structure and preferred-only election dynamics necessitate strong committee vigilance to mitigate conflicts and protect common stockholder interests .