Joseph Obermeyer
About Joseph E. Obermeyer
Independent Trustee since May 21, 2013; Chairperson of the Boards of Directors/Trustees of the Voya family of funds since January 1, 2025. Born 1957; B.A. in Business Administration (University of Cincinnati), M.B.A. (Indiana University), postgraduate certificates (University of Tilburg, INSEAD). Founder and President of Obermeyer & Associates, Inc. (financial and economic consulting) from 1999–2024; prior 15+ years in accounting and financial services roles at Arthur Andersen LLP, Coopers & Lybrand LLP, Price Waterhouse, Smith Barney, and Arthur Andersen & Co.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Obermeyer & Associates, Inc. | Founder & President | 1999–2024 | Led financial/economic consulting practice |
| Arthur Andersen LLP | Senior Manager | 1995–1999 | Accounting leadership |
| Coopers & Lybrand LLP | Senior Manager | 1993–1995 | Accounting leadership |
| Price Waterhouse | Manager | 1988–1993 | Accounting/assurance |
| Smith Barney | Second Vice President | 1985–1988 | Financial services |
| Arthur Andersen & Co. | Consultant | 1984–1985 | Consulting |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Other Public Company Boards | None | N/A | “Other Board Positions Held by Trustees: None” for Obermeyer |
| Voya family of funds | Board member (multiple registered investment companies) | Since 2003 | Serves across ~19 registered investment companies (~131 series) |
Board Governance
- Current roles: Chairperson of the Board (Independent Trustee) since Jan 1, 2025; responsibilities include meeting agendas, presiding meetings, liaison with trustees/management/counsel; no position with any sponsor of the Trusts (reduces conflict) .
- Independence: Board currently comprised entirely of Independent Trustees (pre-election); Obermeyer is an Independent Trustee (“not an interested person”) .
- Committees (current): Member, Compliance Committee (oversight of compliance, cybersecurity, proxy voting, liquidity program); Committee typically meets 4x/year, chaired by Boyer . Member, Investment Review Committee E (oversight of investment performance and subadviser recommendations); IRC E typically meets 5x/year, chaired by Baldwin .
- Prior committee chair roles: Chair, Nominating & Governance (2018–2023); Chair, Joint Investment Review Committee (2014–2017); Chair, IRC E (2024) .
- Board cadence and attendance: Board conducts regular meetings eight times per year; no Board member attended fewer than 75% of Board and committee meetings in the most recent fiscal year .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual retainer (Independent Trustees) | $270,000 | Paid quarterly; each Fund pays pro rata based on average net assets |
| Chairperson of the Board (Obermeyer) – additional annual retainer | $100,000 | Paid to Obermeyer as Board Chair |
| Meeting fees | $10,000 per attendance | Regularly scheduled meetings: four quarterly, two auxiliary, two annual contract review; special meetings may be compensated at Board discretion |
| “Future Payment” arrangement | Up to 2× annual Board membership retainer (capped at May 9, 2007 level) | For Independent Trustees with ≥5 years of service who retire under policy, die, or become disabled; payable as lump sum or three installments; excludes chair retainers from calculation |
Total compensation received from the Funds (FY ended Oct 31, 2024):
| Trustee | Total Compensation |
|---|---|
| Joseph E. Obermeyer | $380,000 |
Deferred compensation elections by Obermeyer:
| Fiscal Period (End Date) | Amount Deferred |
|---|---|
| Oct 31, 2024 | $38,000 |
| Feb 28, 2025 | $38,000 |
| Mar 31, 2025 | $38,000 |
| May 31, 2025 | $63,000 |
Performance Compensation
| Performance-linked element | Status |
|---|---|
| Equity awards (RSUs/PSUs) | None disclosed in proxy for Trustees |
| Options | None disclosed in proxy for Trustees |
| Bonus/variable pay tied to metrics (EBITDA/TSR/ESG) | None disclosed for Trustees |
| Clawbacks/COC/severance for Trustees | Not disclosed for Trustees (Future Payment applies per policy, not performance-based) |
Other Directorships & Interlocks
- Other public company boards: None for Obermeyer .
- Sponsor/interested affiliation: Obermeyer does not hold a position with any firm that is a sponsor of any Trust (mitigates conflict) .
- Committee chair interlocks: Current Audit Committee comprises Baldwin, Gavin (Chair), Sullivan; Obermeyer is not on Audit (reduces audit-related conflicts) .
Expertise & Qualifications
- Education: B.A. (University of Cincinnati), M.B.A. (Indiana University), postgraduate certificates (Tilburg, INSEAD) .
- Technical expertise: Accounting and financial consulting background with senior roles at Arthur Andersen LLP, Coopers & Lybrand LLP, Price Waterhouse; leadership in investment oversight via IRCs and governance committees .
- Board qualifications: Extensive governance experience; prior chair of Nominating & Governance and multiple Investment Review Committees .
Equity Ownership
| Item | Detail |
|---|---|
| Aggregate beneficial ownership across Voya fund family (as of Dec 31, 2024) | Over $100,000 |
| Example – Voya Corporate Leaders® 100 Fund | Over $100,000 (as of Dec 31, 2024) |
| Interests in Adviser/Underwriter/affiliates | None for Independent Trustees (and immediate family), as of Record Date |
Notes:
- Ownership ranges are disclosed by dollar bands, not share counts; no pledging/hedging disclosures found in the proxy .
Governance Assessment
- Strengths: Independent Chairperson with deep accounting/consulting experience; active roles on compliance and investment oversight committees; documented robust committee structure with independent legal counsel; solid attendance disclosure (≥75%) and regular meeting cadence (8×/year) supports effective oversight .
- Alignment: Material personal investment across the Voya fund family (“Over $100,000”) indicates skin-in-the-game; absence of interests in Adviser/Underwriter reduces related-party risk .
- Compensation structure: Cash-heavy and meeting-based; no equity or performance-linked awards for Trustees; “Future Payment” policy provides retirement/contingency benefits but is capped to historical retainer and excludes chair premiums—note potential perception of entrenchment, albeit limited by cap and tenure requirements .
RED FLAGS
- “Future Payment” entitlement (up to 2× annual membership retainer upon retirement/death/disability for long-tenured Trustees) could raise questions on pay-for-service optics versus at-risk alignment, though capped and not performance-based .
- No explicit disclosure of stock ownership guidelines, pledging prohibitions, or hedging policies for Trustees in the proxy materials reviewed .
Appendix: Board and Committee Activity (reference)
- Board meetings: Eight regular meetings per year across Trusts .
- Committee meeting frequencies (illustrative): Audit (5), Contracts (5), IRC E (5), IRC F (5), Compliance (4), Nominating & Governance (3–4 depending on Trust) .