Jody Foster
About Jody T. Foster
Jody T. Foster (born 1969) is a nominee to serve as an Independent Trustee of the Voya fund family overseen by XSIAX; if elected, her term begins on September 11, 2025. She has served as an independent consultant to the Board since November 2023, is Founder & CEO of Symphony Consulting (since 2010), and holds a B.A. (Pace), MPP (Georgetown), and MBA (Chicago Booth) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Symphony Consulting | Founder & CEO | 2010 – Present | Oversaw development/launch of public and private investment product offerings . |
| JPMorgan (Chicago & London) | Director, Risk Management & Strategy | 2003 – 2007 | Led risk strategy across regions . |
| Driehaus Capital Management | International Research Manager | 2001 – 2003 | Managed international research . |
| Burridge Growth Partners | Partner, Equity Analysis | 1999 – 2001 | Equity analysis leadership . |
| Clover Capital Management | Equity Analyst | 1996 – 1999 | Equity research . |
External Roles
| Organization | Position | Tenure | Committee Roles |
|---|---|---|---|
| Hussman Funds | Independent Trustee | 2016 – Present | Audit Committee Chair . |
| Diamond Hill Funds | Independent Trustee | 2022 – Present | Audit Committee Chair . |
Board Governance
- Independence: Foster is nominated as an Independent Trustee (not an “interested person” under the 1940 Act); election effective September 11, 2025, upon shareholder approval .
- Nominating process: The Nominating & Governance Committee (all Independent Trustees) recommended Foster based on qualifications and Board needs .
- Board leadership: Joseph E. Obermeyer serves as independent Chairperson of the Board, coordinating agendas and liaising with management and counsel .
- Meetings & structure: The Board holds eight regular meetings annually; Audit, Compliance, Contracts, Investment Review Committees (IRC E & IRC F), and Nominating & Governance operate under written charters .
- Attendance: In the latest fiscal year, no Board member attended fewer than 75% of Board and applicable committee meetings (Foster was a consultant, not a Trustee, during that period) .
- Refreshment & tenure policy: Independent Trustees retire at year-end upon reaching age 75; anticipated 2025 retirements of Ms. Pressler and Mr. Gavin indicate ongoing refreshment .
Fixed Compensation
Structure applicable to Independent Trustees (upon election):
| Component | Amount/Terms | Notes |
|---|---|---|
| Annual retainer (Independent Trustee) | $270,000 | Paid quarterly; fund-level pro rata by average net assets . |
| Board Chair additional retainer | $100,000 | Current Chair: Joseph E. Obermeyer . |
| Committee Chair retainers (current examples) | $30,000–$65,000 | Current chair increments: Baldwin (IRC E) $30k; Boyer (Compliance) $30k; Gavin (Audit) $65k; Pressler (Contracts) $60k; Sullivan (IRC F) $30k . |
| Meeting fees | $10,000 per attendance | Applies to eight scheduled meetings (4 quarterly, 2 auxiliary, 2 contract review); special meetings may also be compensated . |
| Expense reimbursement | Reasonable expenses reimbursed | Travel/out-of-pocket in connection with meetings . |
| Pro rata allocation | Pro rata across funds | Based on each Fund’s average net assets vs. complex . |
Peer reference (latest disclosed total compensation across the Voya fund family; not indicative of Foster until elected):
| Independent Trustee | Total Compensation from Funds |
|---|---|
| Colleen D. Baldwin | $450,000 . |
| John V. Boyer | $380,000 . |
| Patricia Chadwick (retired 12/31/2023) | $105,000 . |
| Martin J. Gavin | $380,000 . |
| Joseph E. Obermeyer | $380,000 . |
| Sheryl K. Pressler | $415,000 . |
| Christopher P. Sullivan | $380,000 . |
Note: A legacy “Future Payment” benefit applies only to certain Trustees with service as of May 9, 2007; it equals up to 2x the board membership retainer as of that date. This feature would not apply to new nominees like Foster .
Performance Compensation
- No performance-based compensation, equity grants, options, or incentive metrics for Independent Trustees are disclosed; compensation is cash-based via retainers and meeting fees .
Other Directorships & Interlocks
| Company | Type | Potential Interlock/Conflict Consideration |
|---|---|---|
| Hussman Funds | Registered investment company | External board seat; no related-party transactions with Voya disclosed . |
| Diamond Hill Funds | Registered investment company | External board seat; no related-party transactions with Voya disclosed . |
As of the record date, none of the Independent Trustees (as a group) or their immediate families owned interests in the Adviser, Principal Underwriter, or their control affiliates; this statement pertains to sitting Independent Trustees and does not specifically enumerate nominees .
Expertise & Qualifications
- Education: B.A. (Pace University), MPP (Georgetown University), MBA (University of Chicago Booth) .
- Functional expertise: Risk management, investment research, product development/launch; Audit Committee leadership across two fund complexes .
- Sector experience: Multi-asset and global equities research and governance; risk leadership roles at JPMorgan and Driehaus .
Equity Ownership
Beneficial ownership (dollar ranges) as of December 31, 2024:
| Fund | Dollar Range Owned by Jody T. Foster |
|---|---|
| Voya Large-Cap Growth Fund | $0–$50,000 . |
| Voya Large Cap Value Fund | $0–$50,000 . |
| Voya Mid Cap Research Enhanced Index Fund | $0–$50,000 . |
| Voya Multi-Manager Emerging Markets Equity Fund | $0–$50,000 . |
| Voya Strategic Income Opportunities Fund | $0–$50,000 . |
| Aggregate across Voya fund family | Over $100,000 . |
Note: For certain Voya funds (e.g., Voya Credit Income Fund; Voya Enhanced Securitized Income Fund), Foster reported “None” as of the same date .
Governance Assessment
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Strengths:
- Independent status and N&G Committee endorsement; robust governance credentials as Audit Committee Chair at two external fund complexes .
- Relevant risk and research background from JPMorgan/Driehaus; graduate-level policy and finance training .
- Board structure at XSIAX shows strong oversight: eight regular meetings/year with specialized committees; independent Board chair .
- Personal investment across the Voya fund family (> $100k aggregate) aligns interests with fund shareholders .
-
Watch items / potential red flags:
- Time commitments across multiple boards (Hussman, Diamond Hill) could constrain availability; however, no <75% attendance issues are disclosed for current Trustees, and Foster’s XSIAX attendance will only be measurable post-election .
- No XSIAX committee assignments disclosed for Foster yet; committee roles are determined post-election .
- No related-party transactions or adviser-underwriter holdings disclosed for Independent Trustees as a group; nominee-specific related-party disclosures beyond fund share ownership are not indicated in the proxy .