DEF: Calamos Funds Announce Joint Annual Meeting of Shareholders to Elect Trustees

Calamos Funds have scheduled a joint annual meeting of shareholders on June 23, 2025, to elect trustees for various funds.

Summary

• Calamos Convertible Opportunities and Income Fund, Calamos Convertible and High Income Fund, Calamos Strategic Total Return Fund, Calamos Global Total Return Fund, Calamos Global Dynamic Income Fund, Calamos Dynamic Convertible and Income Fund, and Calamos Long/Short Equity & Dynamic Income Trust will hold a joint annual meeting of shareholders on June 23, 2025.
• The primary purpose of the meeting is to elect trustees to the board of each fund.
• For most funds, shareholders will elect four trustees to serve staggered terms until the annual meetings in 2026, 2027, and 2028.
• Preferred shareholders of funds other than CPZ will separately elect one trustee to serve until the 2028 annual meeting.
• For CPZ, common shareholders will elect five trustees to serve staggered terms until the annual meetings in 2026, 2027, and 2028.
• Shareholders of record as of May 5, 2025, are entitled to vote at the meeting.
• The board of trustees recommends voting 'For' the nominees.
• Calamos Advisors LLC manages the funds, with $40 billion in assets under management as of December 31, 2024.
• The board of each fund has determined that the use of this joint proxy statement for each annual meeting is in the best interest of each Fund and its shareholders in light of the matters being considered and voted on by the shareholders.

Sentiment

Score: 7

Explanation: The document is a standard proxy statement, which is generally neutral in sentiment. It provides necessary information for shareholders to make informed decisions regarding the election of trustees. The recommendation to vote 'For' the nominees suggests a positive outlook from the board.

Positives

• The meeting allows shareholders to participate in the governance of the funds by electing trustees.
• The board of trustees is actively involved in overseeing the funds and their service providers.
• The document provides detailed information about the nominees and their qualifications.
• The funds have established various committees to oversee different aspects of their operations, including audit, governance, and valuation.
• The document provides clear instructions on how to vote and how to revoke a proxy.

Future Outlook

The document outlines the election of trustees with staggered terms, ensuring continuity and experience on the boards of the funds.

Management Comments

• John P. Calamos, Sr., Trustee and President, cordially invited shareholders to attend the joint annual meeting.
• The trustees of each Fund unanimously recommend that you vote 'For' the nominees on the enclosed proxy card(s).

Industry Context

The election of trustees is a standard corporate governance practice for investment companies, ensuring shareholder representation and oversight of fund management.

Comparison to Industry Standards

• The structure of the board of trustees, with a mix of interested and independent members, is consistent with industry best practices for closed-end funds.
• The use of independent legal counsel and various committees (Audit, Governance, Valuation) aligns with industry standards for risk oversight and governance.
• The compensation structure for non-interested trustees, including retainers and meeting fees, is comparable to other closed-end funds of similar size and complexity.
• The disclosure of beneficial ownership by trustees and officers is a standard practice to ensure transparency and alignment of interests with shareholders.
• The process for shareholder nomination of trustee candidates is in line with SEC regulations and industry norms for proxy solicitations.

Related Party Transactions

• Each Fund has entered into an Investment Management Agreement with Calamos Advisors, where Calamos Advisors provides portfolio management services in exchange for fees based on the Fund's managed assets.

Stakeholder Impact

• Shareholders have the opportunity to influence the governance of the funds through the election of trustees.
• The election of qualified trustees is expected to benefit shareholders by ensuring effective oversight of fund management and risk management.
• The disclosure of trustee compensation and potential conflicts of interest promotes transparency and accountability to shareholders.

Next Steps

• Shareholders should review the proxy statement and vote on the election of trustees.
• The elected trustees will assume their roles and oversee the management of the funds.
• The funds will continue to operate under the oversight of the board of trustees and Calamos Advisors LLC.

Key Dates

Keywords

trustees, election, Calamos Funds, shareholders, proxy statement, annual meeting, investment management, fund governance