DEF: Calamos Funds Announce Joint Annual Shareholder Meeting
Proxy Statement
Calamos Funds are convening their joint annual shareholder meeting on June 23, 2026, to elect trustees and address other business.
Summary
- The 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 are holding a joint annual shareholder meeting.
- The meeting is scheduled for Tuesday, June 23, 2026, at 4:00 p.m. central time, at the Calamos Cafe in Naperville, Illinois.
- The primary purpose of the meeting is the election of trustees for each fund, with terms extending until the 2029 annual meeting.
- Shareholders of record as of April 30, 2026, are entitled to vote.
- The board of trustees unanimously recommends voting 'FOR' the nominated trustees.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral filing, as it is a routine administrative document focused on corporate governance and trustee elections, with no new financial performance data or strategic shifts.
Positives
- The meeting is being held as scheduled, indicating normal corporate operations.
- The board of trustees unanimously recommends the nominees, suggesting alignment and confidence in their leadership.
- Multiple voting options (mail, online, telephone, in-person) are provided for shareholder convenience.
- Proxy materials are readily available online, promoting transparency.
Risks
- Potential for shareholder dissatisfaction if nominees are not elected, though this is unlikely given the board's recommendation and the nature of the meeting.
- The filing mentions that if a quorum is not present, the meeting may be adjourned, which could delay decisions.
- A Form 3 was filed one day late for Mr. Phlegar concerning CSQ, indicating a minor administrative oversight in reporting requirements.
Future Outlook
The filing primarily concerns the upcoming annual shareholder meeting and the election of trustees. No specific financial forecasts or future business outlook statements are provided in this proxy statement.
Management Comments
- "Your vote is important."
- "We urge you to read the proxy statement carefully."
- "Whether or not you plan to attend the annual meeting, it is important that your shares be represented and voted."
- The trustees of each Fund unanimously recommend that you vote For the nominees on the enclosed proxy card(s).
Industry Context
StockSavvy.ai notes that this filing is typical for closed-end funds, outlining the process for electing trustees and ensuring shareholder participation in corporate governance. The joint nature of the meeting for multiple Calamos funds reflects an effort to streamline administrative processes and costs.
Comparison to Industry Standards
- The election of trustees is a standard procedure for all registered investment companies, including closed-end funds.
- The staggered board structure, with terms expiring in different years, is a common corporate governance practice designed to ensure continuity and provide a mix of experienced and new perspectives.
- The compensation structure for non-interested trustees, including annual retainers and meeting fees, aligns with industry norms for similar fund complexes.
- The use of a joint proxy statement for multiple related funds is a cost-saving measure often employed by fund families to reduce administrative expenses, a practice consistent with industry efficiency efforts.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Trustee | John P. Calamos, Sr. | Until 2029 annual meeting | Nominee for election | |
| Trustee | William R. Rybak | Until 2029 annual meeting | Nominee for election | |
| Trustee | Christopher M. Toub | Until 2029 annual meeting | Nominee for election | |
| Trustee (elected by preferred shareholders) | Hugh P. Armstrong | Until 2029 annual meeting | Nominee for election | |
| Trustee | John P. Calamos, Sr. | Until 2029 annual meeting | Nominee for election for CPZ | |
| Trustee | William R. Rybak | Until 2029 annual meeting | Nominee for election for CPZ | |
| Trustee | Hugh P. Armstrong | Until 2029 annual meeting | Nominee for election for CPZ | |
| Trustee | Christopher M. Toub | Until 2029 annual meeting | Nominee for election for CPZ |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Election of Trustees | Nomination and election of trustees for a three-year term ending at the 2029 annual meeting. | June 23, 2026 | Ensures continuity and oversight of fund management by elected representatives. |
| Board Structure | If elected, the boards will increase from seven to ten members, with eight being non-interested trustees. | June 23, 2026 | Enhances independence and oversight by increasing the proportion of non-interested trustees. |
| Shareholder Nomination Procedures | Detailed procedures for shareholders to nominate trustee candidates are outlined in Appendix A. | Ongoing | Provides a formal channel for shareholder input into board composition, promoting engagement. |
Legal Proceedings
- A Form 3 was filed one day late on September 12, 2025, on behalf of Mr. Phlegar with respect to CSQ, indicating a minor compliance lapse.
Related Party Transactions
- Calamos Advisors LLC serves as the investment adviser for all Funds, receiving fees based on managed assets.
- John P. Calamos, Sr. and John S. Koudounis are identified as interested persons due to their officer roles and affiliations with Calamos Advisors.
Stakeholder Impact
- Shareholders: Directly impacted by the election of trustees who oversee fund management and strategy. Their voting rights are central to this process.
- Trustees: The election and compensation of trustees are detailed, impacting their roles and responsibilities.
- Calamos Advisors: As the investment adviser, its relationship with the funds and its role in management are implicitly reinforced by the trustee election process.
Next Steps
- Shareholders are requested to vote their proxies by mail, telephone, or internet.
- The annual shareholder meeting will be held on June 23, 2026.
- Any shareholder proposals for the 2027 annual meeting must be submitted by January 12, 2027.
Key Dates
| Date | Description |
|---|---|
| 2025-10-31 | Fiscal year end for which financial statements were reviewed. |
| 2025-12-31 | Date as of which assets under management for Calamos Investments LLC were reported. |
| 2026-01-12 | Deadline for shareholder proposals for inclusion in the 2027 annual meeting proxy materials. |
| 2026-04-30 | Record date for determining shareholders entitled to vote at the June 23, 2026 meeting. |
| 2026-05-11 | Date of the Notice of Joint Annual Meeting and Joint Proxy Statement. |
| 2026-05-12 | Approximate date the joint proxy statement and enclosed proxy were first mailed to shareholders. |
| 2026-06-23 | Date of the Joint Annual Meeting of Shareholders. |
| 2027-01-12 | Deadline for shareholder proposals for the 2027 annual meeting. |
| 2027-02-11 | Deadline for shareholders to submit advance notice for proposals or nominations for the 2027 annual meeting. |
Recommendation
holdThis filing is a routine proxy statement for an annual meeting focused on trustee elections. It does not contain new financial performance data, strategic changes, or market-moving information that would warrant a buy or sell recommendation. A 'hold' recommendation is appropriate as it reflects the ongoing nature of the fund's operations and governance.
Keywords
Proxy Statement, Annual Meeting, Shareholder Meeting, Trustee Election, Calamos Funds, Closed-End Funds, Corporate Governance, Investment Management
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