Michael Larson
About Michael Larson
Michael Larson (born 1959) is an Independent Trustee of Western Asset Inflation-Linked Income Fund (NYSE: WIA), serving since 2004; he is Chief Investment Officer for William H. Gates III (since 1994) overseeing non-Microsoft investments for Mr. Gates and all Bill & Melinda Gates Foundation Trust investments (“Accounts”) . He oversees 49 portfolios in the fund complex and is being nominated for re-election with a term expiring at the 2028 Annual Meeting . The Board identifies his core credentials as portfolio management expertise and experience as a board member of various businesses and organizations .
Past Roles
- Not disclosed beyond CIO role for William H. Gates III (since 1994) in this proxy .
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| William H. Gates III / Bill & Melinda Gates Foundation Trust (“Accounts”) | Chief Investment Officer | Since 1994 | Western Asset has provided discretionary investment advice to one or more Accounts since 1997; value of those portfolios has not exceeded 1.0% of Western Asset’s total AUM since Dec 31, 2021 . |
| Ecolab Inc. | Director | Since 2012 | Not disclosed in WIA proxy . |
| Fomento Económico Mexicano, S.A.B. de C.V. (FEMSA) | Director | Since 2011 | Not disclosed in WIA proxy . |
| Republic Services, Inc. | Director | Since 2009 | Not disclosed in WIA proxy . |
Board Governance
| Attribute | Details |
|---|---|
| Independence status | Independent Trustee; Audit Committee members (including Larson) are “independent” under NYSE listing standards . |
| Years of service | Trustee since 2004 . |
| Committee memberships | Audit; Governance & Nominating; Executive & Contracts; Investment & Performance (member, not chair) . |
| Committee chairs | Audit Chair: Abeles; Governance Chair: Studenmund; Contracts Chair: Siart; Performance Chair: Kerley (Larson is not a chair) . |
| Meeting cadence (FY ended Nov 30, 2024) | Board: 8; Audit: 6; Governance: 3; Performance: 5; Contracts: 2 . |
| Attendance | Each Trustee attended at least 75% of Board and committee meetings on which they served (FY 2024) . |
| Annual meeting attendance | Trustees did not attend the Fund’s 2024 annual shareholder meeting held in May 2024 . |
| Board leadership | Board Chair is Independent (Siart); Independent Trustees are >75% of Board; committees chaired by Independent Trustees . |
Fixed Compensation
| Metric | FY 2024 (Fund) | Calendar 2024 (Fund Complex total) | Pension/Retirement Accrued | Estimated Annual Benefits Upon Retirement |
|---|---|---|---|---|
| Michael Larson | $2,124 | $350,000 | $0 | $0 |
- Structure: Independent Trustees receive an annual retainer plus fees per meeting; additional compensation for leadership positions; reimbursed for out-of-pocket expenses. Interested Trustees receive no fees from the Fund .
Performance Compensation
- None disclosed for Trustees; no stock, option, or performance-based awards for Trustees in the proxy .
Other Directorships & Interlocks
| Company | Role | Since | Potential Interlock Notes |
|---|---|---|---|
| Ecolab Inc. | Director | 2012 | Not disclosed if WIA holds Ecolab securities . |
| FEMSA | Director | 2011 | Not disclosed if WIA holds FEMSA securities . |
| Republic Services, Inc. | Director | 2009 | Not disclosed if WIA holds Republic Services securities . |
| Cascade Investment, L.L.C. | Business Manager (affiliated role) | Not disclosed | Cascade owns 5,624,953 WIA shares (24.1%); Larson disclaims beneficial ownership; shares may be deemed owned by William H. Gates III, sole member of Cascade . |
Expertise & Qualifications
- Portfolio management expertise; experience as a board member of various businesses and organizations (as identified by the Board) .
Equity Ownership
| Item | Value |
|---|---|
| Shares beneficially owned (Dec 31, 2024) | 21,268** |
| Dollar range of equity securities in WIA | Over $100,000 |
| Shares outstanding (Record Date, Mar 28, 2025) | 23,322,256 |
| Ownership as % of shares outstanding | Approximately 0.09% (computed from 21,268 and 23,322,256) |
| Beneficial ownership disclaimers | Larson disclaims beneficial ownership of WIA shares beneficially owned by Cascade Investment, L.L.C. and William H. Gates III . |
| Major holders with affiliation | Cascade Investment, L.L.C.: 5,624,953 shares (24.1%) . |
Note: “**” indicates Larson disclaims beneficial ownership of Cascade/William H. Gates III holdings, as described in footnotes .
Governance Assessment
-
Positives
- Independent Trustee with multi-committee engagement (Audit, Governance, Contracts, Performance), and Audit Committee independence affirmed under NYSE standards; Board led by an Independent Chair with >75% Independent composition—supports oversight quality .
- Attendance met at least the 75% threshold across Board and committees in FY 2024, indicating baseline engagement .
- Trustee pay is modest at the Fund level ($2,124) with no equity or performance-based awards, limiting pay-related conflicts; structure centered on retainers and meeting fees .
-
Potential Conflicts/RED FLAGS
- Cascade Investment, L.L.C. is a 24.1% holder of WIA; Larson is Business Manager of Cascade but disclaims beneficial ownership—this affiliation can present perceived conflicts given Cascade’s influence on shareholder outcomes and Larson’s board role .
- Western Asset has provided discretionary advice to Gates-related “Accounts” overseen by Larson since 1997; although reported at not more than 1% of Western Asset’s AUM since Dec 31, 2021, the advisory relationship between the Fund’s manager and Accounts linked to Larson’s CIO role can raise independence optics .
- Trustees did not attend the Fund’s 2024 annual shareholder meeting; while not required, non-attendance may be viewed as a weaker shareholder engagement signal .
-
Context
- WIA’s classified Board structure (staggered terms) promotes continuity but is viewed by some investors as an anti-takeover provision, potentially reducing accountability; Larson is nominated to a term expiring 2028 .
- Control Share Provisions in Bylaws may constrain voting rights of large accumulations absent shareholder authorization, influencing activist dynamics (board effectiveness vs. entrenchment debate) .