E. Wayne Nordberg
About E. Wayne Nordberg
E. Wayne Nordberg (born 1938) is an Independent Trustee of Reaves Utility Income Fund (UTG), serving since 2012; he is Class III with a term expiring at the 2027 Annual Meeting of Shareholders . He is currently Chairman and Co‑Chief Investment Officer of Hollow Brook Wealth Management (since 2007) and has over 50 years of experience in investment research and portfolio management; he also serves as Director/Trustee for Riley Exploration Permian (since 2021) and previously served on boards of Annaly Capital Management, PetroQuest Energy, and Lord, Abbett & Co. (1988–1998) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ingalls & Snyder LLC | Senior Director | 2003–2007 | Senior leadership at registered investment adviser |
| Lord, Abbett & Co. | Board of Directors | 1988–1998 | Oversight for mutual fund family |
| Annaly Capital Management, Inc. | Director | Not disclosed | Largest mortgage REIT; board experience |
| PetroQuest Energy, Inc. | Director | Not disclosed | Board experience in oil & gas exploration |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hollow Brook Wealth Management, LLC | Chairman & Co‑Chief Investment Officer | Since 2007 | Leads investment management for family offices, foundations, charities, pensions |
| Riley Exploration Permian | Director/Trustee | Since 2021 | Public company board service |
Board Governance
- Committee assignments: Member of the Audit Committee and the Nominating & Corporate Governance Committee (both comprise all five Independent Trustees) .
- Chair roles: Not disclosed for Nordberg; Audit Committee chaired by Jeremy W. Deems, Nominating & Corporate Governance Committee chaired by JoEllen L. Legg .
- Board leadership: Board Chair is Independent Trustee Jeremy W. Deems; Independent Trustees meet quarterly in executive session .
- Meeting cadence: FY2024—Audit Committee met 3 times; Nominating & Corporate Governance Committee met 1 time; Board met 5 times .
- Attendance: Each Trustee attended at least 75% of Board and applicable committee meetings in FY2024 .
- Annual meeting: Fund does not require Trustee attendance; no Trustees attended the 2024 Annual Meeting .
- Compensation committee: Fund does not have a compensation committee .
- Independence: Independent Trustee status affirmed; no Independent Trustee (including Nordberg) or immediate family held securities of the Adviser or had transactions/relationships >$120,000 with Adviser/affiliates over the past five years and last two fiscal years .
Fixed Compensation
| Component | Amount | Period | Notes |
|---|---|---|---|
| Aggregate compensation paid from the Fund (Nordberg) | $103,750 | FY ended Oct 31, 2024 | Trustee cash compensation |
| Annual retainer (all Trustees) | $74,000 | Effective Jan 1, 2025 | Paid to Independent and Interested Trustees |
| Per meeting fee (Board/Committee) | $9,500 per meeting attended | Effective Jan 1, 2025 | In person or by telephone |
| Special meeting fee | $2,500 per special meeting | Effective Jan 1, 2025 | Applies to Independent Trustees |
| Chair premium—Board Chair | +$5,000 per meeting | Effective Jan 1, 2025 | Chair: Jeremy W. Deems (not Nordberg) |
| Chair premium—Audit Chair | +$4,000 per meeting | Effective Jan 1, 2025 | Audit Chair: Jeremy W. Deems (not Nordberg) |
| Chair premium—Nominating Chair | +$2,500 per meeting | Effective Jan 1, 2025 | Nominating Chair: JoEllen L. Legg (not Nordberg) |
| Pension/retirement plan | None | — | Fund does not have a pension or retirement plan |
Performance Compensation
- No equity awards (RSUs/PSUs) or option awards for Trustees are disclosed; compensation consists of cash retainers and meeting fees, and the Fund does not have a compensation committee .
- No performance metrics tied to Trustee compensation are disclosed (e.g., revenue, EBITDA, TSR, ESG) .
Other Directorships & Interlocks
| Company | Role | Status |
|---|---|---|
| Riley Exploration Permian | Director/Trustee | Current (since 2021) |
| Annaly Capital Management, Inc. | Director | Prior (dates not disclosed) |
| PetroQuest Energy, Inc. | Director | Prior (dates not disclosed) |
| Lord, Abbett & Co. | Board of Directors | Prior (1988–1998) |
- No related‑party transactions or Adviser/affiliate interests (> $120,000) involving Independent Trustees (including Nordberg) were disclosed, mitigating interlock conflict risk with Fund service providers .
Expertise & Qualifications
- Over 50 years of investment research and portfolio management experience; senior leadership roles across investment advisers and boards in energy and financials .
- Committee “financial expert” designations on Audit Committee were assigned to Messrs. Deems and Holland (Nordberg not designated), per SEC and NYSE American standards .
Equity Ownership
| Metric | Value |
|---|---|
| Total beneficial ownership (shares) | 6,439 (includes 2,666 shares held directly and 3,773 via trust) |
| Ownership as % of shares outstanding | Less than 1% |
| Dollar range of equity securities held in the Fund | $100,001–$500,000 |
| Shares outstanding (Record Date Jan 30, 2025) | 88,022,858 |
| Section 16(a) reporting compliance (FY2024) | All Covered Persons complied, per Fund’s review |
| Pledging/hedging of Fund stock | Not disclosed for Nordberg; shareholder nomination rules require disclosure by nominees of hedging arrangements |
Governance Assessment
- Alignment: Meaningful but sub‑1% personal holding ($100k–$500k), including trust holdings; Section 16 compliance indicates timely ownership reporting, supporting alignment and governance hygiene .
- Independence & conflicts: Independent Trustee with no disclosed Adviser/affiliate transactions or interests >$120k; serves on both committees composed entirely of Independent Trustees, reducing conflict risk .
- Engagement: Met minimum attendance threshold (≥75%) across Board/committees; Audit Committee met 3× and Nominating 1× in FY2024; Independent Trustees hold quarterly executive sessions, enhancing oversight .
- Compensation structure: Cash‑only retainers and meeting fees; no compensation committee; chair premiums not applicable to Nordberg—pay structure modest and meeting‑linked, consistent with closed‑end fund governance .
- RED FLAGS: Fund does not require Trustee attendance at Annual Meeting and no Trustees attended in 2024—optics risk on shareholder engagement, though meeting attendance thresholds for regular Board/committee sessions were met .
Overall, Nordberg’s extensive investment background, independent status, committee participation, and personal shareholding support board effectiveness, with no disclosed related‑party exposures; primary watchpoint is annual‑meeting non‑attendance policy and absence of a compensation committee, which may be neutral in a fund context but warrants monitoring for investor‑relations optics .