Grace Torres
About Grace C. Torres
Grace C. Torres (born 1959) is an Independent Board Member of PGIM Short Duration High Yield Opportunities Fund (SDHY), serving since the fund’s inception in October 2020 and currently classified as a Class II trustee with a term expiring at the 2026 annual meeting. She is a certified public accountant (CPA) and formerly served as Treasurer and Principal Financial and Accounting Officer across multiple PGIM/Prudential fund complexes, bringing deep financial reporting and fund administration expertise to SDHY’s Board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PGIM Funds, Target Funds, Advanced Series Trust, Prudential Variable Contract Accounts, The Prudential Series Fund | Treasurer and Principal Financial & Accounting Officer | 1998 – June 2014 | Led financial reporting and controls for large fund complexes |
| PGIM Investments LLC | Assistant Treasurer; Senior Vice President | AT: Mar 1999 – Jun 2014; SVP: Sep 1999 – Jun 2014 | Senior leadership in fund administration; oversight of operations |
| AST Investment Services, Inc. | Assistant Treasurer; Vice President | AT: May 2003 – Jun 2014; VP: Jun 2005 – Jun 2014 | Fund servicing and governance responsibilities |
| Prudential Annuities Advisory Services, Inc. | Senior Vice President and Assistant Treasurer | May 2003 – Jun 2014 | Operational and financial oversight for annuity fund products |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| OceanFirst Financial Corp. and OceanFirst Bank | Director | Since Jan 2018 | Current public company directorship |
| Sun Bancorp, Inc. N.A. and Sun National Bank | Director | Jul 2015 – Jan 2018 | Prior public company board service |
Board Governance
- Independence: Torres is an Independent Board Member (not an “interested person” under the 1940 Act) and serves on committees comprised solely of independent trustees, meeting SEC Rule 10A-3 independence standards for Audit Committee members .
- Committee assignments:
- Audit Committee Chair; committee met 4 times in FY ended Jul 31, 2024; 5 times in FY ended Jul 31, 2023 .
- Compliance Committee Member; committee met 4 times in FY ended Jul 31, 2024 and FY ended Jul 31, 2023 .
- Attendance and engagement: In FY 2024 the Board met 8 times; “Each Board Member then a Board Member attended all of the meetings of the Board and the committees of which he or she was a member.” The Board is led by an Independent Chair (Keith F. Hartstein) and convenes regular in-person meetings with additional special sessions as needed .
- Tenure and classification: All SDHY trustees joined at inception (Oct 2020). Torres is a Class II Board Member with term expiring at the 2026 annual meeting .
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Aggregate Fiscal Year Compensation from SDHY ($) | $2,037 | $1,997 |
| Pension or Retirement Benefits Accrued as Part of Fund Expenses | None | None |
| Annual Benefits Upon Retirement | None | None |
| Total Compensation from PGIM Fund Complex (most recent calendar year) | $372,000 (31/101) | $385,000 (33/105) |
| Deferred Fee Program Availability | Available; fees may be deferred with interest at 90-day T-Bill rate or selected PGIM fund return | Available; same terms |
Notes:
- Independent trustees may receive additional compensation for committee service; exact fee schedule not disclosed. Compensation is paid by each fund; PGIM Investments pays fees/expenses for interested trustees and fund officers .
- Certain trustees defer fees; Mr. Evans’ deferrals are disclosed, but no deferral amounts are disclosed for Torres .
Performance Compensation
- No performance-based pay (no bonuses, PSUs/RSUs, option awards, or TSR/EBITDA-linked metrics) disclosed for directors. Director compensation is cash-based with optional deferral; no clawbacks, severance, change-of-control, tax gross-ups or equity grants disclosed for directors .
Other Directorships & Interlocks
| Company | Sector | Role | Potential Interlock/Conflict Context |
|---|---|---|---|
| OceanFirst Financial Corp. / OceanFirst Bank | Financials (Bank) | Director (current) | No related-party transactions disclosed between SDHY and OceanFirst; trustees and immediate families owned no securities in SDHY’s adviser/underwriter affiliates as of Dec 31, 2024/2023 |
| Sun Bancorp, Inc. N.A. / Sun National Bank | Financials (Bank) | Director (prior) | No related-party transactions disclosed |
Expertise & Qualifications
- CPA credential; 16 years as Treasurer and Principal Financial & Accounting Officer across PGIM/Prudential fund complexes, plus senior roles at PGIM Investments and related entities—strong fit for audit chair responsibilities and financial reporting oversight .
- Board structure emphasizes independent oversight; independent legal counsel engaged by independent trustees; regular risk oversight through reports from Manager/Subadvisers/CCO/auditors .
Equity Ownership
| Item | As of Dec 31, 2023 | As of Dec 31, 2024 |
|---|---|---|
| Dollar Range of Equity Securities in SDHY | None | None |
| Aggregate Dollar Range in All Registered Investment Companies Overseen in Fund Complex | Over $100,000 | Over $100,000 |
| Beneficial Ownership in SDHY’s Adviser/Underwriter or Affiliates (Torres or immediate family) | None (for all independent trustees) | None (for all independent trustees) |
| Shares Pledged/Hedged | Not disclosed | Not disclosed |
Governance Assessment
- Strengths:
- Independence and expertise: Torres’ CPA and long-standing finance roles align with her Audit Committee Chair duties; Audit Committee meets regularly and complies with SEC/PCAOB practices .
- Attendance: Full attendance at Board and committee meetings in FY 2024 indicates high engagement .
- Auditor oversight and fee profile: PwC audit fees with no non-audit, tax, or other fees billed to the fund in FY 2024 and FY 2023—reducing potential auditor conflict risk .
- Alignment considerations:
- No personal ownership in SDHY (dollar range “None”) may be viewed by some investors as lower “skin-in-the-game” alignment compared to boards that require share ownership; the fund does not disclose director stock ownership guidelines .
- Conflicts/related-party exposure:
- Prior employment with PGIM/Prudential entities is historical; Torres is classified as independent and serves on independent-only committees. No related-party transactions or adviser/underwriter security holdings by independent trustees (or immediate families) are disclosed, mitigating conflict concerns .
- Red Flags:
- None disclosed regarding legal proceedings, SEC investigations, option repricings, tax gross-ups, or related-party transactions; no delinquent Section 16(a) reports in FY 2024/FY 2023, improving confidence in compliance culture .
Overall, Torres brings strong financial reporting and governance expertise as Audit Chair with full meeting attendance and independent status; lack of SDHY share ownership and absence of performance-linked director pay are typical for fund boards but may be viewed as weaker alignment by some shareholders .