George Grossman
About George Grossman
George Grossman (born 1953) is an Independent Director of Cohen & Steers Select Preferred and Income Fund, Inc. (PSF) and has served on the Cohen & Steers fund boards since 1993; his current PSF board term runs through 2027. A career attorney, he has practiced commercial and residential real estate law, development, zoning, and complex financing for over 30 years while managing his own law firm, and previously chaired the Boards’ Contract Review Committee (CRC) from 2004–2022. He oversees 23 funds in the Cohen & Steers fund complex.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cohen & Steers Fund Complex (incl. PSF) | Independent Director | Since 1993; PSF term to 2027 | Former Chair, Contract Review Committee (2004–2022); coordinated information for management contract renewals and interfaced with third-party service provider |
| Private law practice (self-managed) | Attorney-at-Law; Managing Attorney | 30+ years | Specialized in real estate law, development, zoning, complex financing |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| — | — | — | No other public company directorships disclosed in the proxy biographies (past five years). |
Board Governance
- Independence and tenure:
- Classified as an Independent Director (not an “interested person” under the Investment Company Act).
- Years of service: since 1993; current PSF term ends 2027; oversees 23 funds in complex.
- Lead Independent Director is Michael G. Clark.
- Committee assignments (current vs. prior):
- 2025 committees: Member, Nominating Committee; Member, Contract Review Committee; Member, Governance Committee. Not on Audit or Dividend Committees.
- 2021 committees: Audit Committee member (with Rogers‑Windsor, Clark, Maginnis); also on Nominating and Contract Review Committees; Governance Committee at that time did not include him.
- Attendance and engagement:
- Each Director then in office attended at least 75% of the aggregate meetings of the Boards and their committees during their service period.
- The Funds have no policy on annual stockholder meeting attendance, and none of the Directors attended any Fund’s 2024 annual stockholder meeting.
Fixed Compensation
| Component | Amount | Timing/Notes |
|---|---|---|
| Annual base retainer (Independent Directors) | $205,000 | Paid quarterly; effective for 2025 |
| Meeting fee | $12,500 per quarter ($50,000 annually) | Independent Directors |
| Audit Committee Chair fee | $30,000 per year | Structure disclosed in 2022 proxy (for 2021 calendar year) |
| Contract Review Committee Chair fee | $20,000 per year | Structure disclosed in 2022 proxy (for 2021 calendar year) |
| Governance Committee Chair fee | $20,000 per year | Structure disclosed in 2022 proxy (for 2021 calendar year) |
| Nominating & Dividend Committee Chair fees | $0 | Structure disclosed in 2022 proxy (for 2021 calendar year) |
| Lead Independent Director stipend | $65,000 per year | Structure disclosed in 2022 proxy (for 2021 calendar year) |
| Allocation & benefits | Fees allocated across funds by average net assets; out‑of‑pocket expenses reimbursed; no pension/retirement benefits to Directors | 2022 proxy disclosure |
Compensation structure shift: Independent Director cash retainer and meeting fees were $173,500 and $40,000 (annualized) for 2021, rising to $205,000 and $50,000 for 2025, indicating upward adjustments in fixed cash compensation over time.
Performance Compensation
| Performance-linked element | Disclosure |
|---|---|
| Bonuses, stock/option awards, performance metrics (TSR, EBITDA, ESG), vesting schedules | Not disclosed for Independent Directors; the proxy describes cash retainers, meeting fees, and chair/lead stipends without performance-based components. |
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards (Grossman) | None disclosed in the proxy biographies (past five years). |
| Committee composition | All standing Board Committees are comprised of Independent Directors and meet independence standards for investment company issuers. |
| Related-party ties to Advisor | As of Dec 31, 2024, none of the Independent Directors nor their immediate family members owned any securities in the Advisor or its affiliates. |
Expertise & Qualifications
- 30+ years practicing commercial and residential real estate law, development, zoning, and complex financing; manages his own law firm.
- Deep fund governance experience across 23 Cohen & Steers funds, including a long tenure and prior service as CRC Chair (2004–2022), directly relevant to management contract oversight.
Equity Ownership
| Holding context (as of dates shown) | Disclosure |
|---|---|
| PSF equity owned by George Grossman | Dollar range “A” (None). As of Dec 31, 2024. |
| Aggregate equity across Cohen & Steers Fund Complex (Grossman) | Dollar range “E” (Over $100,000). As of Dec 31, 2024. |
| PSF shares outstanding (record/reference) | 12,028,187 outstanding voting shares as of Feb 14, 2025; Cede & Co. held 12,026,703 PSF shares of record (99.988%) on Feb 14, 2025. |
Note: The proxy reports dollar ranges by fund for Directors; it does not disclose exact share counts or percentages for individual Directors.
Governance Assessment
-
Strengths
- Independent status, no Advisor/affiliate ownership by Independent Directors or their immediate families, and committee structures comprised entirely of Independent Directors support governance quality.
- Extensive tenure since 1993 with prior CRC Chair role (2004–2022) aligns with strong contract review oversight experience.
- Attendance met the ≥75% threshold across board and committee meetings during the period of service.
- Cash compensation structure is transparent; fees allocated by fund net assets; no pension benefits.
-
Potential concerns
- Very long tenure (since 1993) may raise independence/perceived entrenchment questions for some investors despite formal “Independent Director” status.
- No PSF share ownership reported (range “A”—None), potentially a weaker “skin‑in‑the‑game” signal specific to PSF, although aggregate complex holdings exceed $100,000.
- None of the Directors attended any Fund’s 2024 annual meeting of stockholders; some investors view annual meeting attendance as a positive engagement signal.
-
RED FLAGS
- No PSF ownership disclosed (A: None).
- Non-attendance at 2024 annual stockholder meeting (for all Directors).
Overall, Grossman brings deep contract review and real estate/financing expertise with solid meeting attendance and independence credentials. Offsetting considerations include very long tenure and lack of PSF-specific ownership, which some governance frameworks may scrutinize.