DEF: Allspring Fund Seeks Shareholder Approval for Trustee Elections

Allspring Utilities and High Income Fund is soliciting proxies for its Annual Meeting on December 1, 2025, primarily to elect three Class III Trustees.

Summary

• The Annual Meeting of Shareholders will be held on December 1, 2025, at 1:00 p.m. Eastern time, for the purpose of electing three Trustees.
• Shareholders of record as of October 1, 2025, are entitled to vote.
• The Board of Trustees unanimously recommends voting FOR the election of each nominee: Timothy J. Penny, James G. Polisson, and Pamela Wheelock.
• The Fund had 8,8832,156 Shares outstanding as of October 1, 2025, with each share entitled to one vote for each dollar of net asset value.
• A plurality vote of shares represented is required for the election of Trustees.
• The Fund will bear the costs of proxy solicitation, including a fee of approximately $4,006 to Computershare Fund Services.
• The Board is composed of eight Independent Trustees, divided into three classes with staggered terms (Class I: 2026, Class II: 2027, Class III: 2028).
• Timothy J. Penny, current Chair, is expected to retire on or about December 31, 2026.
• David F. Larcker is expected to retire on December 31, 2025.
• KPMG LLP has been approved as the independent registered public accounting firm for the fiscal year ending August 31, 2026.
• Audit fees billed by KPMG were $64,490 for 2025 and $62,920 for 2024.
• Tax fees billed by KPMG were $2,020 for 2025 and $4,830 for 2024.
• Shareholder proposals for the 2026 annual meeting must be received by July 3, 2026, for inclusion in the proxy statement, or between July 3, 2026, and August 2, 2026, for presentation without inclusion.

Sentiment

Score: 7

Explanation: The filing is a routine corporate governance document with no significant positive or negative financial news. It reflects sound governance practices and planned board transitions, leading to a neutral to slightly positive sentiment.

Positives

• The Board of Trustees unanimously recommends the election of all three nominated Trustees, indicating internal alignment.
• The Fund maintains a robust corporate governance structure with an entirely independent Board and dedicated Audit and Nominating and Governance Committees.
• Trustees possess extensive experience in finance, investment management, and corporate governance, enhancing board oversight capabilities.
• Clear procedures are in place for risk oversight, financial reporting, and auditor independence, aligning with regulatory best practices.

Negatives

• Two Trustees, Timothy J. Penny (Chair) and David F. Larcker, are expected to retire within the next two years, which will necessitate future board transitions.
• Officers and Trustees as a group beneficially owned less than 1% of the Fund's shares as of August 31, 2025, which some investors might view as low alignment with shareholder interests.

Risks

• The Fund is subject to a number of risks, including investment, compliance, operational, and valuation risks.
• It is not possible to identify all risks that may affect the Fund or to develop processes and controls to eliminate or mitigate their occurrence or effects.
• The Fund must bear certain risks, such as investment-related risks, to pursue its goals.

Future Outlook

The Class III nominee Trustees are expected to serve until the 2028 annual meeting, with the exception of Timothy J. Penny, who is anticipated to retire around December 31, 2026. David F. Larcker is also expected to retire on December 31, 2025. The Board's leadership structure may be adjusted in the future based on changing circumstances or Fund characteristics.

Management Comments

• The Board of Trustees of the Fund unanimously recommends that you vote FOR the election of each nominee as a Trustee.
• The Board believes that the Board's current leadership structure is appropriate because it allows the Board to exercise informed and independent judgment over matters under its purview, and it allocates areas of responsibility among committees of Trustees and the full Board in a manner that enhances effective oversight.

Industry Context

This filing is a standard proxy statement for a closed-end fund, focusing on routine corporate governance matters such as the election of trustees. The use of staggered board terms is a common practice within the closed-end fund industry, often implemented to promote board stability and a long-term strategic perspective, as well as to deter hostile takeovers. The detailed disclosures regarding auditor independence, audit committee responsibilities, and risk oversight align with broader regulatory trends and investor expectations for transparency and robust governance in the investment management sector.

Comparison to Industry Standards

• The staggered board terms (Class I, II, III) are a common corporate governance practice in closed-end funds, often cited for promoting stability and long-term perspective, similar to structures seen in other investment companies like BlackRock or PIMCO closed-end funds.
• The requirement for an Audit Committee composed entirely of Independent Trustees and the detailed procedures for auditor engagement and independence align with best practices and regulatory requirements (e.g., NYSE American listing standards, Rule 10A-3 under the Exchange Act) for publicly traded funds, comparable to those followed by major fund complexes.
• The disclosure of trustee qualifications, including financial expertise (e.g., Mr. Harris as an audit committee financial expert, Ms. Freeman as an inactive CFA), is consistent with industry standards for board competence in financial oversight.
• The compensation structure for Trustees, where officers' salaries are borne by the investment adviser and Trustees receive fees from the Fund and Fund Complex, is typical for investment companies, ensuring independent oversight while leveraging the broader fund complex for administrative efficiency.

Management Changes

Corporate Governance

Related Party Transactions

• Allspring Funds Management (the Fund's adviser and administrator) and Allspring Investments (the Fund's sub-adviser) are wholly owned subsidiaries of Allspring Global Investments Holdings, LLC, which is indirectly owned by certain private funds of GTCR LLC and Reverence Capital Partners, L.P.
• Fees, salaries, or other remuneration of officers of the Fund who also serve as officers or employees of Allspring Funds Management or any of its affiliated companies are borne by Allspring Funds Management or the Allspring Global Investments Holdings, LLC affiliate for whom the individual serves.

Stakeholder Impact

• Shareholders: Entitled to vote on the election of Trustees, ensuring their representation in the Fund's governance. The staggered board structure aims to provide stability and long-term perspective.
• Trustees: Nominees are up for election, and two current Trustees are expected to retire, indicating planned board evolution. Trustees receive compensation for their oversight duties.
• Management (of the Fund and Allspring affiliates): The Board oversees management and service providers, ensuring accountability and adherence to policies. Officers' compensation is borne by the investment adviser and its affiliates, not directly by the Fund.

Next Steps

• Shareholders are to vote on the election of Trustees by December 1, 2025, either in person, telephonically, by mail, telephone, or internet.
• The Annual Meeting of Shareholders will be held on December 1, 2025.
• Shareholder proposals for the 2026 annual meeting must be submitted by July 3, 2026 (for inclusion in proxy statement) or between July 3, 2026, and August 2, 2026 (without inclusion).
• Timothy J. Penny is expected to retire from the Board on or about December 31, 2026.
• David F. Larcker is expected to retire from the Board on December 31, 2025.

Key Dates

Recommendation

This filing is a routine proxy statement for the annual election of trustees and provides standard corporate governance disclosures. It does not contain any material financial news, strategic shifts, or operational updates that would significantly alter the investment thesis for the Allspring Utilities and High Income Fund. The expected retirements of two long-serving trustees are noted, but these are planned transitions within a well-established governance framework. Therefore, a 'hold' recommendation is appropriate as there is no new information to warrant a change in investment position based solely on this filing.

Keywords

Allspring Utilities and High Income Fund, Proxy Statement, Trustee Election, Corporate Governance, SEC Filing, Closed-End Fund, Investment Management, Audit Committee, Nominating and Governance Committee, Shareholder Meeting