Alexandra A. Herger
About Alexandra A. Herger
Independent director of TEAF since inception; born 1957; previously interim VP of Exploration at Marathon Oil in 2014, Director of International Exploration & New Ventures at Marathon Oil (2008–2014), and held various roles at Shell Exploration & Production Co. (2002–2008) . Nominated to serve until TEAF’s 2026 annual meeting; classified board expanded to five directors in 2025 with Herger as a Class I director for an initial one‑year term . She is an Independent Director under NYSE/1940 Act; Conrad Ciccotello serves as Lead Independent Director overseeing executive sessions of independents .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Marathon Oil | Interim VP of Exploration | 2014 | Senior exploration leadership |
| Marathon Oil | Director, International Exploration & New Ventures | 2008–2014 | Led global exploration/new ventures |
| Shell Exploration & Production Co. | Various positions | 2002–2008 | Operational/exploration roles |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Panoro Energy ASA (Oslo) | Director | Not disclosed | International E&P exposure |
| Tethys Oil (Stockholm) | Director | Not disclosed | Upstream oil exposure |
| PGS (Oslo) | Nomination Committee Member | Not disclosed | Governance role in nominations |
Board Governance
- Committees: Audit & Valuation (member; Chair is Rand C. Berney), Nominating & Governance (member), Compliance (member); Executive Committee comprises Florence and Ciccotello (Herger not on Executive) .
- Independence: Herger is an Independent Director; Audit Committee members are NYSE‑independent; audit committee financial experts designated are Ciccotello and Berney (not Herger) .
- Board/committee meetings FY2024 (TEAF): Board 7, Audit & Valuation 5, Nominating & Governance 2, Compliance 2; all directors attended ≥75% of aggregate board+committee meetings and all attended the 2024 annual meeting in person .
| TEAF Governance Metric (FY2024) | Count/Status |
|---|---|
| Board meetings | 7 |
| Audit & Valuation meetings | 5 |
| Nominating & Governance meetings | 2 |
| Compliance meetings | 2 |
| Attendance ≥75% | Yes (all directors) |
| Annual meeting attendance | All directors in person |
| Lead Independent Director | Conrad S. Ciccotello; chairs independent executive sessions |
- Governance environment: Board declined declassification in 2025 following 2024 shareholder precatory approval, citing stability/continuity after stockholder engagement; Herger nominated alongside Florence and Iseman .
Fixed Compensation
- Structure (FY2025): Cash-only retainers and meeting fees; no retirement/pension plans .
- TEAF Retainer Schedule (Independent Directors):
- Annual Board Retainer: $20,000
- Lead Independent Director Retainer: $2,500
- Audit & Valuation Committee Chair Retainer: $2,500
- Other Committee Chair Retainer: $2,500
- Meeting fees: $1,000 per in-person board meeting; $500 per telephonic board meeting; $500 per committee meeting (in-person or telephonic)
| Director | FY2024 Aggregate Compensation from TEAF | FY2024 Aggregate Compensation from TYG | Total Compensation from Fund Complex |
|---|---|---|---|
| Alexandra A. Herger | $20,200 | $23,600 | $119,600 |
Performance Compensation
- No equity awards, options, or performance-based metrics for directors disclosed; compensation described as cash retainers/meeting fees with no pension/retirement plans .
| Performance-linked element | Disclosure |
|---|---|
| Equity awards (RSUs/PSUs) | Not disclosed; director comp described as cash retainers/fees |
| Options/vesting | Not disclosed; no option awards referenced |
| Performance metrics (TSR, EBITDA, ESG) | Not disclosed for directors |
| Clawbacks/COC provisions | Not applicable to director cash retainers |
Other Directorships & Interlocks
| Company | Role | Committees | Interlock/Conflict Notes |
|---|---|---|---|
| Panoro Energy ASA | Director | Not disclosed | Upstream exposure; no TEAF related-party transactions disclosed |
| Tethys Oil | Director | Not disclosed | Upstream exposure; no TEAF related-party transactions disclosed |
| PGS | Nomination Committee Member | Nomination | Governance experience; no TEAF related-party transactions disclosed |
Expertise & Qualifications
- Energy exploration leadership; Marathon Oil interim VP of Exploration (2014) and Director of International Exploration & New Ventures (2008–2014) .
- Professional affiliations: Society of Exploration Geophysicists, American Association of Petroleum Geologists, Houston Geological Society, Southeast Asia Petroleum Exploration Society; 2010 Leadership Texas/Foundation for Women’s Resources .
Equity Ownership
| Holder | TEAF Common Shares | % of Outstanding | Dollar Range (TEAF) | Aggregate Dollar Range (TYG+TEAF) |
|---|---|---|---|---|
| Alexandra A. Herger | 250 | <1% | $1–$10,000 | $10,001–$50,000 |
- Shares outstanding (for % calc context): TEAF 13,491,127 common shares as of May 31, 2025 .
- Pledging: No pledging disclosed in proxy ownership tables for Herger .
Insider Trades
- No Form 4 insider transactions for “Alexandra” at TEAF found between 2023-01-01 and 2025-11-20 (insider-trades skill query; filing date filter).
Query: python /public/skills/insider-trades/scripts/fetch_insider_trades.py --ticker TEAF --from 2023-01-01 --to 2025-11-20 --person "Alexandra" --dt-field filingDate (No records returned)
Governance Assessment
-
Positives:
- Independence and multi-committee membership (Audit & Valuation, Nominating & Governance, Compliance) support board oversight; Audit Committee chaired by experienced director with two designated financial experts on committee .
- Attendance met ≥75% threshold across board/committees; directors attended annual meeting, indicating engagement .
- Lead Independent Director structure with regular executive sessions enhances independent oversight .
-
Risks/Red Flags:
- Litigation exposure: Herger is named among defendant directors in TYG-related derivative litigation; while a case was dismissed with prejudice in Feb 2024, related “Demand Refused” action remains stayed pending appeal—ongoing governance overhang .
- Classified board maintained despite 2024 shareholder vote to declassify; potential investor confidence headwind from perceived entrenchment .
- Ownership alignment: Very modest TEAF holding (250 shares; $1–$10k range; <1%); no disclosed director equity awards—limited “skin in the game” signal .
- No standing compensation committee (common for closed-end funds), but may concern governance purists on pay practices oversight .
- Activism context: Saba Capital holds 11.48% of TEAF common, increasing governance scrutiny and potential for future proxy challenges .
Overall, Herger brings deep energy exploration expertise and participates across key governance committees, but small personal holdings, ongoing litigation backdrop, and the board’s decision to remain classified present notable governance signaling considerations for investors .