Douglas A. Hacker
About Douglas A. Hacker
Independent Director of Tri-Continental Corporation since January 2022; year of birth 1955. Former EVP–Strategy, President of UAL Loyalty Services, and EVP/CFO at United Airlines; currently an independent business executive. Audit and financial management expertise cited by the Board as core qualifications. Term if re-elected runs 2025–2028; he attended at least 75% of Board and committee meetings in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| United Airlines | Executive Vice President – Strategy | Dec 2002 – May 2006 | Senior strategy leadership for airline |
| UAL Loyalty Services | President | Sep 2001 – Dec 2002 | Led airline marketing subsidiary |
| United Airlines | Executive Vice President & Chief Financial Officer | Jul 1999 – Sep 2001 | Public-company CFO; significant accounting and financial management experience |
External Roles
| Company | Role | Tenure | Committee/Chair Roles |
|---|---|---|---|
| SpartanNash Company | Director; Chair of the Board | Director since Nov 2013; Chair since May 2021 | Board Chairship at public food distributor |
| Aircastle Limited | Director | Since Aug 2006 | Chair of Audit Committee |
| Nash Finch Company | Director | 2005 – 2013 | Food distributor (prior) |
| SeaCube Container Leasing Ltd. | Director | 2010 – 2013 | Container leasing (prior) |
| Travelport Worldwide Limited | Director | 2014 – 2019 | Travel IT (prior) |
Board Governance
- Independence and roles: Hacker is an Independent Director; all standing committees (Board Governance, Compliance, Contracts, Investment Review, Audit) are comprised solely of Independent Directors .
- Committee assignments: Audit, Board Governance, Contracts, Investment Review .
- Engagement: Board met 5 times in 2024 and 4 times in 2023; Hacker attended at least 75% of Board/committee meetings in 2024; he is a signatory to the Audit Committee report (2024 and 2025) .
- Governance structure: Board is chaired by an Independent Director; Board asserts this promotes independence from the Manager in agenda-setting and meeting conduct .
| Committee | Role | FY2023 Meetings | FY2024 Meetings |
|---|---|---|---|
| Audit | Member | 7 | 6 |
| Board Governance | Member | 6 | 6 |
| Compliance | Member | 5 | 4 |
| Contracts | Member | 5 | 5 |
| Investment Review | Member | 5 | 4 |
Fixed Compensation
- Structure: Independent Directors (other than Board Chair) receive $10,000 annually from the Closed-End Funds; plus Columbia Funds Complex retainers and fees: $275,000 annual retainer; committee chairs +$25,000; subcommittee chairs +$15,000; fees of $6,000/day for in-person Board meetings and $3,000/day for in-person committee meetings; special virtual meeting fee of $3,000 (2025). The Board Chair receives $575,000 cash plus Closed-End Fund fees (2025). In 2024, special telephone meetings were not paid and the Board Chair compensation was $550,000 .
| Metric | 2023 | 2024 |
|---|---|---|
| Aggregate Compensation From Tri‑Continental (TY) ($) | $6,447 | $6,381 |
| Total Compensation From TY and Columbia Funds Complex ($) | $466,000 | $426,000 |
| Deferred election from TY compensation (if any) | Not indicated for Hacker | Not indicated for Hacker |
- Deferred Compensation Plan: Directors may elect to defer up to 100% of compensation; deferred amounts are notionally invested in Columbia Funds and paid out based on fund performance; plan is unfunded for tax purposes .
Other Directorships & Interlocks
| Organization | Relationship to TY | Potential Interlock/Exposure |
|---|---|---|
| SpartanNash Company (Chair) | External public issuer | Food distribution; no TY-related transactions disclosed in proxy |
| Aircastle Limited (Audit Chair) | External | Aircraft leasing; no TY-related transactions disclosed in proxy |
| Nash Finch; SeaCube; Travelport (prior) | External (prior roles) | Historical board service |
Expertise & Qualifications
- Financial expert profile: Board notes his extensive executive experience and significant accounting/financial management expertise as former United Airlines CFO; experience across multiple public-company boards .
- Audit oversight: Named member signing the Audit Committee report, evidencing direct participation in financial reporting oversight .
Equity Ownership
| Holder | TY Ownership (Dollar Range) | Aggregate Columbia Funds Complex Ownership (Dollar Range) | Notes |
|---|---|---|---|
| Douglas A. Hacker | $1–$10,000 | Over $100,000 | Aggregate figure may include deferred compensation notionally invested in Columbia Funds |
| Directors & Officers (group) | <1% of TY common; 0% TY preferred | N/A | As of Dec 31, 2024 |
Governance Assessment
- Board effectiveness: Hacker contributes financial oversight as an Audit Committee member; the committee met 6x in 2024 and 7x in 2023, indicating robust audit engagement; he co-signs the committee’s formal report to shareholders .
- Independence and time commitment: Independent status with multi-committee assignments (four standing committees) suggests active governance involvement; Board confirms at least 75% attendance in 2024 among incumbents .
- Ownership alignment: Direct TY ownership disclosed only as a modest dollar range ($1–$10,000); while directors can defer compensation into Columbia Funds, the proxy does not indicate a larger direct TY stake, which may temper “skin‑in‑the‑game” signaling for closed‑end fund boards .
- Compensation design: Cash-based retainers and meeting fees dominate compensation; optional deferral ties value to fund performance rather than guaranteed pay escalation; committee chair premia are structured, but Hacker is not disclosed as a committee chair at TY .
- Conflicts/related parties: Manager is Columbia Management (Ameriprise Financial subsidiary); committees comprised solely of Independent Directors and an independent Board Chair structure aim to mitigate Manager-related influence. The proxy does not disclose related‑party transactions involving Hacker .
RED FLAGS: None disclosed specific to Hacker (no Section 16 issues, no pledging noted, no related‑party transactions cited in the proxy). Monitoring advised due to modest direct TY ownership and multiple external board roles that could compete for time, though attendance thresholds were met in 2024 .