Jaynie Miller Studenmund
About Jaynie Miller Studenmund
Independent Trustee of Western Asset Inflation-Linked Income Fund (WIA) since 2004, with a term expiring in 2027; born 1954. Background includes senior operating roles in fintech and internet businesses (COO of Overture Services 2001–2004; President & COO of PayMyBills 1999–2001) and earlier EVP roles across consumer and business banking at national financial institutions (1984–1997). She serves across all core board committees and chairs the Governance & Nominating Committee, bringing business and finance expertise per the Board’s skills matrix. Education is not disclosed in the proxy.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Overture Services, Inc. | Chief Operating Officer | 2001–2004 | Operated a publicly traded internet company that created search engine marketing |
| PayMyBills | President & COO | 1999–2001 | Internet innovator in bill presentment/payment |
| National financial institutions (3 banks) | Executive Vice President (consumer and business banking) | 1984–1997 | Senior banking leadership across consumer/business lines |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Pacific Premier Bancorp, Inc. / Pacific Premier Bank | Director | Since 2019 | Not disclosed |
| EXL (operations management and analytics) | Director | Since 2018 | Not disclosed |
| LifeLock, Inc. | Director (former) | 2015–2017 | Not disclosed |
| CoreLogic, Inc. | Director (former) | 2012–2021 | Not disclosed |
| Pinnacle Entertainment, Inc. | Director (former) | 2012–2018 | Not disclosed |
Board Governance
- Independence: Classified by the Fund as an Independent Trustee (not an “interested person” under the 1940 Act); Independent Trustees constitute more than 75% of the Board.
- Committee memberships and chair roles (FY2024): Member of Audit, Executive & Contracts, Governance & Nominating (Chairperson), and Investment & Performance Committees.
- Meetings/attendance: FY2024 Board held 8 meetings; Audit 6; Governance 3; Performance 5; Contracts 2. Each Trustee attended at least 75% of meetings of the Board and committees on which they served; Trustees did not attend the 2024 annual shareholder meeting.
- Board structure: Classified board; only one class up for election annually—promotes continuity but is an anti-takeover measure that can limit shareholder influence.
- Committee charters: Audit and Governance charters available via fund website; Audit Committee members meet NYSE independence standards.
Committee Detail (FY2024)
| Committee | Role of Studenmund | FY2024 Meetings |
|---|---|---|
| Audit Committee | Member | 6 |
| Governance & Nominating Committee | Chairperson | 3 |
| Executive & Contracts Committee | Member | 2 |
| Investment & Performance Committee | Member | 5 |
Fixed Compensation
| Component | Amount | Period |
|---|---|---|
| Aggregate compensation from WIA | $2,124 | Fiscal year ended Nov 30, 2024 |
| Pension/retirement benefits accrued | $0 | Fiscal year ended Nov 30, 2024 |
| Estimated annual benefits upon retirement | $0 | Fiscal year ended Nov 30, 2024 |
| Total compensation from Fund and Fund Complex | $347,000 | Year ended Dec 31, 2024 |
- Structure: Independent Trustees receive an annual retainer plus per-meeting fees; leadership positions (Board Chair and committee chairs) receive additional compensation. Specific retainer/meeting fee rates are not broken out in the proxy.
Performance Compensation
| Element | Disclosure | Notes |
|---|---|---|
| Equity compensation (stock/units/options) | None disclosed for Trustees | Proxy describes cash retainers/fees only |
| Performance metrics tied to compensation | None disclosed for Trustees | No TSR/EBITDA/ESG metrics for director pay |
| Clawback, severance, change-of-control | Not applicable to Trustee compensation | No director equity or severance terms disclosed |
Other Directorships & Interlocks
- Current public boards: Pacific Premier Bancorp/Bank (since 2019), EXL (since 2018). Prior boards include LifeLock, CoreLogic, Pinnacle Entertainment. No disclosed shared directorships with the Fund’s investment adviser or material service providers.
- Board interlocks of the Fund (context): Michael Larson (Trustee) is Business Manager of Cascade Investment (a major shareholder); Western Asset has provided investment advice to Gates-related accounts since 1997. Ronald L. Olson is an interested Trustee due to his law firm’s services to Western Asset. These are broader board-level relationships, not attributed to Ms. Studenmund.
Expertise & Qualifications
- Board-identified skills: Business and finance expertise; experience as president, COO, and board member at multiple businesses.
- Governance leadership: Chair of Governance & Nominating, responsible for Trustee nominations and Board policy; committee requires candidates to meet specific experience and integrity criteria and limits service on public boards.
- Education: Not disclosed in proxy.
Equity Ownership
| Holder | Dollar Range in WIA | Aggregate Dollar Range in Family of Investment Companies |
|---|---|---|
| Jaynie Miller Studenmund | None | Over $100,000 |
- Alignment note: All Trustees and officers as a group owned less than 1% of WIA shares as of Dec 31, 2024.
Governance Assessment
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Strengths
- Long-tenured independent director (since 2004) with multi-committee service and chairing Governance; supports board continuity and oversight.
- Board independence exceeds 75%; Audit Committee independence conforms to NYSE standards; charters publicly available, indicating formalized oversight.
- Attendance meets the ≥75% threshold across Board/committees in FY2024, suggesting baseline engagement.
-
Potential RED FLAGS
- No disclosed personal ownership in WIA; while she holds >$100k across the fund family, the absence of WIA holdings may weaken direct alignment with WIA shareholders.
- Trustees did not attend the 2024 annual shareholder meeting, which can be viewed as a negative engagement signal for some investors.
- Classified board reduces investor ability to effect governance change quickly; anti-takeover dynamic persists.
- Presence of interested Trustees (e.g., Olson via legal services to Western Asset) introduces potential perceived conflicts at the board level (not specific to Studenmund).
-
Related-party/transactions
- Proxy does not disclose related-party transactions involving Ms. Studenmund. Broader board relationships (Cascade/Gates, legal services) are disclosed but do not involve her directly.
-
Compensation mix analysis
- Cash-only director compensation (retainer + meeting/chair fees) without equity or performance metrics limits pay-for-performance alignment at the director level, though consistent with closed-end fund norms.
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Shareholder communications and nominations
- Governance Committee policies detail nomination windows, qualifications, and diversity-of-skills considerations; shareholder-nominated candidates considered under Bylaws.