DEF: Calamos Funds Announce Joint Annual Meeting of Shareholders to Elect Trustees
Proxy Statement
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 most funds will separately elect one trustee to serve until the 2028 annual meeting.
- For Calamos Long/Short Equity & Dynamic Income Trust (CPZ), common shareholders will elect five trustees to serve staggered terms until 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.
- The proxy statement and related materials are available online at www.Calamos.com/fundproxy.
Sentiment
Score: 7
Explanation: The document is a standard proxy statement, which is generally neutral in tone. The recommendation to vote 'For' the nominees suggests a positive outlook from the board.
Positives
- The board of trustees is actively engaged in overseeing the funds, with regular meetings and committees addressing key areas such as audit, governance, and valuation.
- The document provides detailed information about the nominees and current trustees, including their qualifications, experience, and other directorships.
- The funds have adopted a deferred compensation plan for non-interested trustees, allowing them to defer income taxes.
- The audit committees are comprised of independent members and have financial experts, ensuring thorough oversight of financial reporting and controls.
Future Outlook
The document outlines the election of trustees with staggered terms, providing a stable governance structure for the funds in the coming years.
Management Comments
- John P. Calamos, Sr. invites 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
This announcement is typical for registered investment companies, ensuring compliance with regulatory requirements for shareholder voting and board oversight.
Comparison to Industry Standards
- The structure of the board of trustees, with a mix of interested and independent members, is a common practice in the investment management industry.
- The use of independent legal counsel and various committees (Audit, Governance, Valuation) aligns with industry best practices for fund governance.
- The compensation structure for non-interested trustees, including retainers and meeting fees, is consistent with industry standards for closed-end funds.
- The disclosure of beneficial ownership by trustees and officers follows SEC regulations and provides transparency to shareholders.
- The presence of large institutional shareholders, such as Massachusetts Mutual Life Insurance Company and The Northwest Mutual Life Insurance Company, is typical for closed-end funds with preferred shares.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Trustee | N/A | Hugh P. Armstrong | September 1, 2025 | Election at the meeting |
| Trustee | N/A | Jeffrey S. Phlegar | September 1, 2025 | Election at the meeting |
Related Party Transactions
- Each Fund has 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 are directly impacted by the election of trustees, as the board oversees the management and performance of the funds.
- The election of qualified trustees is crucial for maintaining investor confidence and ensuring the funds are managed in the best interests of 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 board will continue to monitor the funds' performance and risk management programs.
Key Dates
| Date | Description |
|---|---|
| May 29, 1987 | Calamos Advisors registered with the SEC. |
| August 26, 2021 | Each Fund's Agreement and Declaration of Trust and bylaws both of which have been filed as exhibits to each Fund's Form 8-K filed with the SEC. |
| May 14, 2024 | The Agreement and Declaration of Trust for CPZ and the bylaws of each Fund have been amended and such amendments were filed as exhibits to each Fund's Form 8-K filed with the SEC. |
| October 31, 2024 | Fiscal year end for the funds. |
| December 31, 2024 | CILLC's assets under management were $40 billion. |
| March 31, 2025 | Date used to determine share ownership of trustees and officers. |
| May 5, 2025 | Record date for shareholders entitled to vote at the meeting. |
| May 13, 2025 | Date of the letter to shareholders and the date the proxy statement was first mailed to shareholders. |
| June 23, 2025 | Joint annual meeting of shareholders. |
| January 13, 2026 | Deadline for shareholder proposals for inclusion in the 2026 proxy. |
| January 13, 2026 | Start date for submitting proposals for consideration at the 2026 annual meeting. |
| February 12, 2026 | End date for submitting proposals for consideration at the 2026 annual meeting. |
Keywords
trustees, election, Calamos Funds, annual meeting, shareholders, proxy statement, investment management, fund governance
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.