Pamela G. Carlton
About Pamela G. Carlton
Pamela G. Carlton (born 1954) is an Independent Director of Columbia Seligman Premium Technology Growth Fund, Inc. (STK) and has served since October 2009; she became Chair of the Board in January 2023. She is President of Springboard – Partners in Cross Cultural Leadership, and previously held senior roles in investment banking and equity research at JPMorgan Chase (Managing Director of U.S. Equity Research) and Morgan Stanley, and practiced law at Cleary Gottlieb Steen & Hamilton LLP; she oversees 172 funds in the Columbia Funds Complex and serves on the Board Governance, Contracts, and Investment Review Committees .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Springboard – Partners in Cross Cultural Leadership | President | 2003–present | Leadership consulting |
| JPMorgan Chase | Managing Director of U.S. Equity Research | 1999–2003 | Led U.S. research |
| Chase Asset Management | Director of U.S. Equity Research | 1996–1999 | Research leadership |
| Morgan Stanley | Investment Banker | 1982–1991 | Banking execution |
| Morgan Stanley | Co-Director U.S. Research; COO Global Research; Co-Director Latin America Research | 1991–1996 | Equity research management |
| Cleary Gottlieb Steen & Hamilton LLP | Attorney | 1980–1982 | Corporate law |
External Roles
| Organization | Role | Tenure | Committees/Positions |
|---|---|---|---|
| Evercore Inc. (NYSE: EVR) | Director | Since 2019 | Audit Committee; Nominating & Governance Committee |
| Apollo Commercial Real Estate Finance, Inc. (NYSE: ARI) | Director | Since 2021 | Chair, Nominating & Governance Committee |
| DR Bank | Director | Since 2017 | Audit Committee member; Audit Committee Chair since Nov 2023 |
| Apollo Asset-Backed Finance LC Board | Director | Since 2024 | Board member |
| Independent Directors Council (IDC) | Governing Council member | Since 2021 | Governance body |
| Investment Company Institute (ICI) | Board of Governors member | Since 2024 | Governance body |
| NewYork-Presbyterian Hospital | Trustee | Since 1996 | Board trustee |
Board Governance
- Independence: Committees are comprised solely of Independent Directors; the Board is chaired by an Independent Director (Carlton) to enhance independence from the Manager .
- Committee assignments: Board Governance, Contracts, Investment Review .
- Chair role: Acts as point of contact between Independent Directors and the Manager, sets agendas, and engages regularly with the CCO, counsel, and service providers .
- Attendance: Each incumbent Director attended at least 75% of Board and committee meetings in 2024; the Board met 5 times .
- Committee activity (2024): Board Governance (6 meetings), Compliance (4), Contracts (5), Investment Review (4), Audit (6; members are NYSE “independent”) .
Fixed Compensation
- Compensation structure (effective Jan 1, 2025):
- Independent Directors (non-Chair): $275,000 annual retainer; committee chairs +$25,000; subcommittee chairs +$15,000; $6,000 per day for in-person Board meetings; $3,000 per day for in-person committee meetings held separately; $3,000 per special virtual meeting; additional $10,000 annually from the Closed-End Funds .
- Board Chair: $575,000 total annual cash compensation (plus $10,000 from Closed-End Funds and $3,000 per special virtual meeting) reflecting added responsibilities .
| Metric | Amount | Period |
|---|---|---|
| Total compensation from Fund and Columbia Funds Complex (Carlton) | $560,000 | Year ended Dec 31, 2024 |
| Aggregate compensation from STK Fund (Carlton) | $3,619 | Year ended Dec 31, 2024 |
| Deferred portion (Carlton) | $362 | Year ended Dec 31, 2024 |
| Chair annual cash comp level | $575,000 | Effective Jan 1, 2025 |
| Deferred Compensation Plan | Up to 100% elective deferral; paid as if invested in selected funds; lump sum or installments | Ongoing |
Performance Compensation
| Category | Disclosure |
|---|---|
| Performance-linked metrics used in director compensation | None disclosed; director pay is structured as retainers and meeting fees, with optional deferral tracking selected fund performance |
Other Directorships & Interlocks
| Potential Interlock Area | Observation |
|---|---|
| Apollo-related entities | Carlton serves on ARI and Apollo Asset-Backed Finance boards; while STK is a technology-oriented fund, the proxy emphasizes Board processes to address conflicts and independence through structure and committee oversight . |
| Service providers | Audit Committee independently oversees auditor selection and independence (PwC ratified for 2025); members are NYSE independent . |
Expertise & Qualifications
- Over 20 years in investment banking and equity research; senior leadership in U.S. and global research; legal training and practice; governance leadership as Board Chair .
- Oversees 172 portfolios across the Columbia Funds Complex, indicating broad oversight experience .
- Active roles on audit and governance committees at public companies (Evercore, ARI) .
Equity Ownership
| As-of Date | STK Fund Ownership Range | Aggregate Dollar Range Across Columbia Funds Complex | Notes |
|---|---|---|---|
| Dec 31, 2024 | $50,001–$100,000 | Over $100,000 | Aggregate includes value of amounts deferred under the Deferred Compensation Plan treated as if invested in selected funds . |
- Group ownership: Directors and officers as a group owned less than 1% of STK’s common stock as of Dec 31, 2024 .
Governance Assessment
- Strengths: Independent Board Chair; committees staffed solely by Independent Directors; documented processes for oversight of compliance, auditing, and conflicts; solid engagement with ≥75% attendance and active committee calendars .
- Alignment: Personal beneficial ownership in STK fund ($50,001–$100,000) and optional compensation deferrals linked to fund performance add some alignment, albeit through ranges and deferral mechanics rather than equity grants .
- Compensation signals: Chair role compensated at a higher cash level ($575,000), consistent with expanded responsibilities; compensation mix emphasizes retainers/meeting fees with no disclosed RSUs/options for directors .
- Watch items / potential conflicts: Multiple outside directorships including Apollo-affiliated entities; Board states it oversees conflicts and maintains independent committee structures; continued monitoring advisable, particularly if STK or its Manager interacts with those entities .