DEF 14A: ClearBridge Energy Midstream Opportunity Fund Inc. to Hold Annual Stockholders Meeting on April 12, 2024

ClearBridge Energy Midstream Opportunity Fund Inc. will hold its annual stockholders meeting on April 12, 2024, to elect directors and ratify the selection of PricewaterhouseCoopers LLP as independent registered public accountants.

Summary

• ClearBridge Energy Midstream Opportunity Fund Inc. is holding its Annual Meeting of Stockholders on April 12, 2024.
• The meeting will take place at 280 Park Avenue, New York, NY.
• Stockholders will vote on the election of directors and the ratification of PricewaterhouseCoopers LLP (PwC) as the independent registered public accountants for the fiscal year ending November 30, 2024.
• The record date for determining stockholders entitled to vote is February 7, 2024.
• As of the record date, there were 12,787,291 shares of Common Stock and 567,018 Preferred Shares outstanding.
• The Fund encourages stockholders to vote by proxy, either by mail, telephone, or internet.
• The Board of Directors recommends voting FOR the election of each nominee and FOR the ratification of PwC.
• The estimated cost of the proxy solicitation is $38,828.
• Saba Capital Management, L.P. owns 23.52% of the Funds common stock.
• Morgan Stanley owns 5.1% of the Funds common stock.
• Sit Investment Associates, Inc. owns 7.01% of the Funds common stock.

Sentiment

Score: 7

Explanation: The document is a standard proxy statement, which is generally neutral in tone. It provides necessary information for stockholders to make informed decisions. The Board's recommendations are positive, but overall, the document is factual and informative.

Positives

• The Board of Directors is actively engaged in overseeing the management and operations of the Fund.
• The Audit Committee is composed entirely of independent directors and is responsible for overseeing the Funds audit and financial reporting policies.
• The Fund provides multiple avenues for stockholders to vote, including mail, telephone, and internet.
• The Fund is transparent about the fees paid to its independent registered public accounting firm.
• The Fund has a process for stockholders to submit proposals and communicate with the Board.

Risks

• Failure to obtain a quorum at the Annual Meeting could delay or prevent the Fund from conducting its business.
• The staggered terms of the Board of Directors could limit the ability of other entities or persons to acquire control of the Fund.
• The Board's risk management oversight is subject to substantial limitations.
• The Fund is reliant on key service providers, including FTFA and ClearBridge, and any disruption in their services could negatively impact the Fund.
• The Fund's performance is subject to investment-related risks.

Future Outlook

The document outlines the upcoming Annual Meeting and provides information necessary for stockholders to make informed decisions regarding the election of directors and ratification of the independent public accountants.

Management Comments

• The Board of Directors believes that Ms. Trust's experience, familiarity with the Funds day-to-day operations and access to individuals with responsibility for the Funds management and operations provides the Board with insight into the Funds business and activities and, with her access to appropriate administrative support, facilitates the efficient development of meeting agendas that address the Funds business, legal and other needs and the orderly conduct of board meetings.
• The Board, including the Independent Directors, unanimously recommends that stockholders of the Fund vote FOR each of the nominees and FOR the ratification of the selection of PwC as the independent registered public accountants.

Industry Context

This document is a standard proxy statement for a registered investment company, providing information to stockholders in advance of the annual meeting. It covers typical items such as director elections, auditor ratification, and committee composition, aligning with regulatory requirements for transparency and corporate governance in the investment management industry.

Comparison to Industry Standards

• The structure and content of this proxy statement are consistent with industry standards for registered investment companies.
• The disclosure of director compensation, audit fees, and committee responsibilities aligns with best practices for corporate governance.
• The process for stockholder proposals and communications is in line with regulatory requirements and industry norms.
• Comparable companies such as BlackRock, Vanguard, and State Street also issue similar proxy statements for their registered investment companies.

Stakeholder Impact

• Stockholders are directly impacted by the proposals being voted on, including the election of directors and the selection of the independent auditor.
• The Funds performance and governance practices impact its reputation and ability to attract and retain investors.
• The Funds service providers, including FTFA and ClearBridge, are impacted by the Boards oversight and decisions.

Next Steps

• Stockholders should review the proxy statement and vote on the proposals.
• The Fund will hold its Annual Meeting on April 12, 2024.
• The Board will consider the results of the stockholder vote and take appropriate action.

Key Dates

Keywords

proxy statement, annual meeting, directors, PricewaterhouseCoopers, stockholders, ClearBridge Energy Midstream Opportunity Fund, investment company, audit committee, proxy, fund