Barry Evans
About Barry H. Evans
Independent director of SDHY (Class III) with 30+ years in asset management, including President, Global COO, and CIO–Global Head of Fixed Income at Manulife Asset Management; born 1960; joined the SDHY Board at fund inception in October 2020 and has served in the PGIM Funds complex since 2017 . He is designated as an Independent Board Member and currently chairs the Board’s Dryden Investment Committee; he also serves on the Audit and Compliance Committees; the Board reported 100% meeting and committee attendance for FY ended July 31, 2024, and met eight times during the year .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Manulife Asset Management | President | 2005–2016 | Led global asset management business; senior executive leadership . |
| Manulife Asset Management | Global Chief Operating Officer | 2014–2016 | Oversight of global operations . |
| Manulife Asset Management | Chief Investment Officer – Global Head of Fixed Income | 1998–2014 | Led global fixed income investment platform . |
| Manulife Asset Management | Portfolio Manager roles | 1986–2006 | Multiple fixed income PM roles . |
| Manulife Asset Management U.S. | Chairman of the Board | 2005–2016 | Board leadership of U.S. affiliate . |
| Declaration Investment Management and Research | Chairman of the Board | 2008–2016 | Board leadership . |
| Manulife Trust Company | Director | 2011–2018 | Board directorship . |
| Manulife Asset Management Limited | Director | 2015–2017 | Board directorship . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Manulife Trust Company | Director | 2011–2018 | Past directorship within Manulife group . |
| Manulife Asset Management Limited | Director | 2015–2017 | Past directorship within Manulife group . |
| Manulife Asset Management U.S. | Chairman | 2005–2016 | Past board leadership . |
| Declaration Investment Management and Research | Chairman | 2008–2016 | Past board leadership . |
No current non-PGIM public company directorships are disclosed for the past five years; disclosures list prior Manulife-related roles (ended 2016–2018) .
Board Governance
| Item | Detail |
|---|---|
| Board class | Class III Board Member (Class III term expires at 2027 annual meeting; listed as Class III in 2025 proxy) . |
| Independence | Independent Board Member under 1940 Act; Board composed of 8 members, 6 independent . |
| Committees (and FY24 meeting counts) | Dryden Investment Committee – Chair (met 4x); Audit Committee – Member (met 4x); Compliance Committee – Member (met 4x); not listed on Nominating & Governance (met 3x) . |
| Attendance | 100% attendance at Board and all assigned committees in FY ended 7/31/2024; Board met 8 times . |
| Board leadership | Independent Chair of the Board (not Evans); Chair serves as member/ex-officio on committees . |
| Annual meeting attendance policy | No policy; two Board Members attended April 2024 annual meeting . |
Fixed Compensation
| Component | Amount/Detail | Period |
|---|---|---|
| Aggregate compensation from SDHY | $2,007 | FY ended July 31, 2024 . |
| Total compensation from PGIM fund complex (portfolios overseen count) | $385,000 (33/105) | Calendar year 2024 . |
| Deferred fee elections | $345,480 deferred by Evans | Calendar year 2024 . |
| Deferred fee accrual crediting | Accrues at 90-day U.S. T-bill rate at quarter start or daily return of a PGIM-managed mutual fund selected by the director | Ongoing per deferred fee agreement . |
Independent Board Members receive annual compensation and may earn additional amounts for committee service; no pension or retirement benefits; officers and interested Board Members are paid by the Manager .
Performance Compensation
| Metric/Instrument | Structure | Detail/Terms |
|---|---|---|
| Deferred fee crediting rate | Rate election (T-bill or designated PGIM mutual fund return) | Fees deferred accrue interest at quarterly 90-day T-bill rate or track the daily return of a selected PGIM-managed mutual fund; payment deferred at director’s option . |
No stock, option, RSU/PSU, or performance-plan awards for directors are disclosed in the proxy; director compensation is cash-based with optional deferral mechanics .
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | None disclosed in the last five years; prior Manulife-related roles noted above . |
| Fund complex roles | Board member across PGIM funds; “Portfolios Overseen: 104” for Evans in the Independent Board Members table . |
| Conflicts/interlocks | As of 12/31/2024, none of the Independent Board Members or their immediate families owned securities in the investment adviser, principal underwriter, or their control affiliates; owning Prudential Financial securities would render a person “interested” (policy note) . |
Expertise & Qualifications
- Asset management executive and fixed income investment leader: 30 years of senior roles and PM experience at Manulife Asset Management, including President, Global COO, and CIO–Global Head of Fixed Income .
- Board has determined Evans’ experience and commitment support continued service; attributes include critical review, interaction with service providers, and sound business judgment .
Equity Ownership
| Measure | Value | As of |
|---|---|---|
| SDHY share ownership (dollar range) | None | December 31, 2024 . |
| Aggregate dollar range across all PGIM registered funds overseen | Over $100,000 | December 31, 2024 . |
Insider Trades (SDHY)
| Trade Date | Form | Transaction | Shares | Price | Shares After |
|---|---|---|---|---|---|
| 2023-11-21 | Form 4 | Sale (open market) | 6,000 | $14.75 | 0 . |
| 2021-03-19 | Form 4 | Purchase (open market) | 6,000 | $18.08 | 6,000 . |
The proxy’s share ownership table confirms “None” for Evans in SDHY as of 12/31/2024, consistent with the November 2023 sale reducing holdings to zero .
Governance Assessment
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Strengths
- Independent director with deep fixed income and asset management leadership; chairs the Dryden Investment Committee and serves on Audit and Compliance—positions central to oversight of investment performance and controls .
- Documented 100% attendance in FY 2024 across Board and committees; Board met eight times, indicating active engagement cadence .
- Compensation is modest at the fund level with transparent complex-wide fee disclosure and a clear, market-linked deferred fee mechanism; no pension accruals .
- Low related-party risk indicators: no independent directors or immediate family owning adviser/underwriter or control affiliate securities as of 12/31/2024 .
-
Watch items / potential red flags
- Zero SDHY share ownership as of 12/31/2024 may be viewed as limited “skin in the game,” though aggregate PGIM complex exposure exceeds $100,000; November 2023 Form 4 shows sale of 6,000 SDHY shares to zero balance .
- Deferred fee deferral level is sizable ($345,480 for 2024), which aligns economic interest to market rates or selected PGIM fund returns but is not equity in SDHY; alignment is indirect rather than through SDHY stock ownership .
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Overall implication for investor confidence
- Evans’ committee leadership (investment), audit participation, and perfect attendance support board effectiveness and oversight quality; the absence of SDHY share ownership is a mild alignment gap mitigated partially by broad fund complex exposure and deferred compensation linkage to market returns .