Kathleen Blatz
About Kathleen Blatz
Kathleen Blatz (born 1954) is an independent director of Tri-Continental Corporation, serving since November 2008; her current term runs 2024–2027 . A former Chief Justice of the Minnesota Supreme Court with arbitration/mediation expertise, she has twice served as interim CEO of Blue Cross and Blue Shield of Minnesota and is active on non-profit boards; she oversees 172 funds in the Columbia Funds Complex, underscoring significant governance workload .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Minnesota Supreme Court | Chief Justice | 1998–2006 | State judiciary leadership; oversight of legal and administrative functions |
| Minnesota Supreme Court | Associate Justice | 1996–1998 | Judicial decision-making |
| Hennepin County (MN) | Fourth Judicial District Court Judge | 1994–1996 | Trial court jurisprudence |
| Minnesota House of Representatives | State Representative | 1979–1993 | Service on Tax and Financial Institutions & Insurance Committees |
| Legal practice | Attorney (private & public) | 1984–1993 | Arbitration/mediation specialization post-bench |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Blue Cross and Blue Shield of Minnesota | Interim President & CEO | Feb–Jul 2018; Apr–Oct 2021 | Former Trustee (2009–2021); chaired Business Development (2014–2017) and Governance (2017–2019) |
| Gerald Rauenhorst 1982 Trusts | Trustee | 2020–2024 | Fiduciary oversight of trust assets |
| Minnesota Sports Facilities Authority | Member; Interim Chair | Jan–Jul 2017 | Stadium governance oversight |
| Richard M. Schulze Family Foundation | Director | Since 2021 | Non-profit board governance |
Board Governance
- Independence: Listed as an Independent Director; all standing committees (Board Governance, Compliance, Contracts, Investment Review, Audit) are composed solely of Independent Directors .
- Committee assignments: Compliance; Contracts; Investment Review .
- Attendance: The company confirms each incumbent director attended at least 75% of Board and committee meetings in 2024; Board met 5 times in 2024 (4 in 2023) .
- Governance structure: Independent Chair (Pamela Carlton); committee charters adopted; Board reconstituted effective Jan 1, 2024 .
| Committee Meeting Counts (Blatz’s Committees) | 2023 | 2024 |
|---|---|---|
| Compliance | 5 | 4 |
| Contracts | 5 | 5 |
| Investment Review | 5 | 4 |
Fixed Compensation
- Directors receive cash retainers and meeting fees across the Columbia Funds Complex; closed-end fund annual fee of $10,000 from TY and one other closed-end fund, plus complex-wide retainer and chairs’ stipends .
- Chair comp increased in 2025; special virtual meeting fees added in 2025 (not paid in 2024) .
| Compensation Element | 2024 Amount | 2025 Amount |
|---|---|---|
| TY + other closed-end fund annual fee (independent directors) | $10,000 | $10,000 |
| Columbia Funds Complex annual retainer (independent directors, excl. Chair) | $275,000 | $275,000 |
| Committee Chair retainer | $25,000 | $25,000 |
| Sub-committee Chair retainer | $15,000 | $15,000 |
| In-person Board meeting fee (per day) | $6,000 | $6,000 |
| In-person committee/sub-committee meeting fee (per day, if not same day as Board) | $3,000 | $3,000 |
| Special virtual meeting fee | Not paid | $3,000 |
| Board Chair total annual cash comp (complex, excl. closed-end fee) | $550,000 | $575,000 |
| Blatz – Cash Received | 2023 | 2024 |
|---|---|---|
| Aggregate Compensation From TY | $6,447 | $6,381 |
| Total Compensation From TY + Columbia Funds Complex | $481,000 | $433,000 |
| Pension/Retirement Benefits (from TY) | $0 | $0 |
Performance Compensation
- No equity awards (RSUs/PSUs), options, or performance-based metrics disclosed for directors; compensation is cash-based with optional deferral into fund-mimicking accounts under the Deferred Compensation Plan .
- No severance, change-of-control, clawbacks, tax gross-ups, or perquisite disclosures for directors .
Other Directorships & Interlocks
- No current public company directorships disclosed for Blatz in the past five years; her roles are primarily non-profit and public sector entities .
- Columbia Funds Complex oversight: 172 funds in 2025 (161 in 2024), indicating substantial inter-fund governance exposure rather than corporate interlocks .
Expertise & Qualifications
- Legal/judicial leadership: Former Chief Justice; extensive arbitration experience, including appointments to Special Litigation Committees at Fortune 500 companies on cybersecurity and stock options .
- Public policy and finance: Legislative service on Tax and Financial Institutions & Insurance Committees; interim CEO roles in health insurance .
- Oversight breadth: Long-tenured fund board member overseeing a large complex, aligning skills to compliance, contracts, and investment review committee work .
Equity Ownership
| Ownership Measure | 2023 Status | 2024 Status |
|---|---|---|
| Dollar Range of TY Equity Owned (Blatz) | $1–$10,000 | $1–$10,000 |
| Aggregate Dollar Range of All Columbia Funds Owned (Blatz) | Over $100,000 | Over $100,000 |
| Directors/officers aggregate ownership of TY common | <1% of outstanding | <1% of outstanding |
| TY preferred stock owned by directors/officers | None | None |
| Deferred Compensation note | Aggregate ranges include value of deferred comp tied to fund performance |
Governance Assessment
- Strengths: Independent status; long tenure with deep legal and dispute-resolution expertise; service on Compliance, Contracts, and Investment Review committees supports robust oversight of manager, service providers, and investment risk; confirmed minimum attendance threshold met; structured, transparent director pay at or below peer median per complex policy .
- Alignment considerations: Direct TY ownership is minimal ($1–$10,000), typical for closed-end fund boards but provides limited direct economic alignment at the entity level; deferral mechanism links compensation to fund performance across the complex .
- Conflicts/red flags: No related-party transactions or director-specific conflicts disclosed; Section 16(a) late filing was disclosed for another director (Janet Carrig), not Blatz; no equity award repricings, gross-ups, or hedging/pledging disclosures for Blatz .
- Overall: Governance quality appears solid with independent committee structure and defined charters; investor confidence benefits from legal rigor and multi-committee engagement, while low direct TY ownership and purely cash-based director pay are standard for fund boards but offer limited entity-level incentive alignment .
RED FLAGS: None disclosed specific to Blatz (no attendance issues, no related-party transactions, no Section 16(a) lapses) .
Insider Trades
| Item | Blatz Status | Note |
|---|---|---|
| Form 4 transactions disclosed (proxy) | None | Proxy notes a single late Form 4 for Janet Carrig (Aug 2023), not Blatz |
| Section 16(a) compliance issues (proxy) | None reported for Blatz | Only Carrig cited; no issues for Blatz |