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Paul Kazarian

Paul Kazarian

Chief Executive Officer at Saba Capital Income & Opportunities Fund II
CEO
Executive

About Paul Kazarian

Paul Kazarian is Chief Executive Officer of Saba Capital Income & Opportunities Fund II and a Portfolio Manager at Saba Capital Management. He became CEO in November 2024 and is listed among the Fund’s Named Executive Officers; previously he served as a Trustee until resigning from the Board on July 20, 2024 . The proxy does not disclose education or prior employers; performance metrics such as TSR, revenue growth, or EBITDA growth for his tenure are not provided in this filing .

Past Roles

OrganizationRoleYearsStrategic Impact
Saba Capital Management, L.P.Portfolio ManagerNot disclosed in proxyNot disclosed in proxy

External Roles

No external directorships or roles for Paul Kazarian are disclosed in the Fund’s proxy filing .

Fixed Compensation

Officer compensation for the Fund’s executives (including the CEO) is paid by the Adviser, Saba Capital Management, not by the Fund; the proxy provides no base salary, bonus, or perquisite details for Fund officers. Independent Trustee compensation is disclosed separately; Paul received $0 as a Trustee in FY2024 and resigned from the Board on July 20, 2024 .

Component2024 DisclosureNotes
Base Salary (Fund)Not paid by the FundOfficers are compensated by Saba Capital or affiliates
Target Bonus %Not disclosedNo officer bonus framework disclosed by the Fund
Actual Bonus PaidNot disclosedNot disclosed by the Fund
PerquisitesNot disclosedNot disclosed by the Fund
Trustee Fees (if applicable)$0Paul resigned as Trustee on 7/20/2024; table shows $0 for FY2024

Performance Compensation

The proxy does not disclose any short-term or long-term incentive plan metrics (e.g., revenue growth, EBITDA, TSR) for Fund officers; officer compensation is handled by the Adviser and not detailed here .

MetricWeightingTargetActualPayoutVesting
Not disclosedNot disclosedNot disclosedNot disclosedNot disclosedNot disclosed

Equity Ownership & Alignment

ItemDataDate/Source
Fund shares beneficially ownedNoneAs of March 31, 2025; Named Executive Officers table lists “None” for Paul
Ownership as % of shares outstandingNot applicableFund had 28,255,264 shares outstanding as of record date (context)
Vested vs. unvested sharesNot applicableNo Fund share ownership disclosed
Options/RSUs/PSUsNot disclosedNo officer equity awards disclosed by the Fund
Shares pledged as collateralNot disclosedNo pledging disclosure for Paul in proxy
Ownership guidelinesNot disclosedNot disclosed by the Fund
Insider trading/hedging policyCode of Ethics governs personal trading; short-term trading of the Fund’s shares by covered persons is prohibitedCodes of Ethics section

Employment Terms

TermDisclosure
Role and start dateChief Executive Officer since November 2024
Employment agreement term/expirationNot disclosed by the Fund (officers are employed/compensated by the Adviser)
Severance provisionsNot disclosed by the Fund
Change-of-control provisionsNot disclosed by the Fund
Non-compete / Non-solicitNot disclosed by the Fund
Clawback provisionsNot disclosed by the Fund; no officer-specific clawback terms in proxy
Say-on-pay / Compensation committeeThe Board has no standing compensation committee; officer pay not set/paid by the Fund

Additional Governance and Reporting Context

  • Section 16(a) reporting: The Fund states that, based on its review and representations, Reporting Persons complied with applicable filing requirements for the fiscal year ended October 31, 2024 .
  • 5%+ holders context: Boaz R. Weinstein (individually) and Saba Capital Management, L.P. are listed as beneficial owners of 11.62% and 11.23% of Fund shares, respectively, as of April 29, 2025 (context for adviser alignment and potential control dynamics) .
  • Board structure: No standing compensation committee; Independent Trustees collectively consider Trustee and officer compensation matters for the Fund, but officer compensation is paid by the Adviser .

Investment Implications

  • Alignment: As of March 31, 2025, Paul held no Fund shares, reducing direct “skin-in-the-game” linkage to Fund NAV/market price; however, the Adviser’s principal and the Adviser itself are significant shareholders, which can indirectly align management with shareholder outcomes .
  • Incentive transparency: Compensation structure, performance metrics, vesting schedules, and severance/CIC protections for Paul are not disclosed by the Fund because officers are paid by the Adviser; this opacity limits assessment of pay-for-performance and retention risk from public filings .
  • Trading pressure: With no disclosed Fund share ownership by Paul, near-term insider selling pressure from the CEO appears limited; the Code of Ethics also prohibits short-term trading by covered persons, reducing churn risk signals from insiders .
  • Governance checks: The absence of a standing compensation committee and the Adviser-paid officer structure place greater emphasis on Board oversight and Adviser governance; investors may focus due diligence on Adviser-level agreements and incentives not contained in Fund filings .