DEF: Reaves Utility Income Fund Sets 2026 Annual Meeting

Reaves Utility Income Fund announces its 2026 Annual Meeting of Shareholders to elect two trustees and address other matters.

Summary

• The Annual Meeting of Shareholders will be held virtually on April 2, 2026, at 10:00 a.m. Mountain Time.
• Shareholders will vote on Proposal 1: the election of two Trustees, Mary K. Anstine and Michael F. Holland, for three-year terms expiring at the Fund's 2029 Annual Meeting.
• The record date for shareholders entitled to notice and to vote at the Meeting is January 30, 2026.
• As of the record date, there were 91,428,149.5770 outstanding shares.
• The Board of Trustees, including the Independent Trustees, unanimously recommends voting FOR the election of the nominated trustees.
• Details are provided on how to participate in the virtual meeting, including emailing shareholdermeetings@computershare.com by March 27, 2026, at 5:00 p.m. EST.
• The Fund's most recent Annual Report, including audited financial statements for the fiscal year ended October 31, 2025, and proxy materials are available upon request.
• The Board's leadership structure includes an Independent Trustee, Jeremy W. Deems, as Chairman, and two standing committees: the Audit Committee and the Nominating and Corporate Governance Committee, both chaired by and composed of Independent Trustees.
• The Board oversees risk management, acknowledging various risks such as investment, counterparty, valuation, political, operational, business continuity, regulatory, and legal risks.
• Aggregate compensation paid to all Trustees for the fiscal year ended October 31, 2025, amounted to $558,250.
• Audit fees billed by Cohen & Company, Ltd. were $35,000 for both the fiscal years ended October 31, 2024, and October 31, 2025.
• Tax fees billed by Cohen & Company, Ltd. were $6,000 for both the fiscal years ended October 31, 2024, and October 31, 2025.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a positive administrative update, reflecting sound corporate governance and a well-structured board, which are foundational for investor confidence, though it contains no direct financial performance news.

Positives

• The Fund maintains a strong corporate governance structure with a Board divided into three classes, ensuring staggered terms and continuity.
• The Board's leadership includes an Independent Trustee as Chairman, aligning with best practices for independent oversight.
• Both the Audit Committee and the Nominating and Corporate Governance Committee are composed entirely of Independent Trustees, enhancing objectivity and shareholder protection.
• The Board actively oversees risk management through quarterly reports from the Chief Compliance Officer and executive sessions of Independent Trustees.
• The nominated trustees, Mary K. Anstine and Michael F. Holland, possess extensive professional experience in financial services, investment management, and corporate oversight, contributing seasoned perspectives to the Board.
• The Fund has two audit committee financial experts, Messrs. Deems and Holland, as defined by SEC rules and NYSE American listing standards, ensuring robust financial oversight.
• All Section 16(a) beneficial ownership reporting requirements were complied with during the fiscal year ended October 31, 2025.

Risks

• The Fund is confronted with a multitude of risks, including investment risk, counterparty risk, valuation risk, political risk, risk of operational failures, business continuity risk, regulatory risk, and legal risk.
• The Board recognizes that not all risks affecting the Fund can be known, eliminated, or mitigated, and some may not be cost-effective to moderate.
• Shareholders of the Fund must bear certain undeniable risks, such as investment risk, for the Fund to operate in accordance with its governing documents.

Future Outlook

The Fund anticipates the election of two trustees for terms expiring at the 2029 Annual Meeting of Shareholders. The Board and Audit Committee expect to select the Fund's independent registered public accounting firm for the fiscal year ending October 31, 2026, prior to the Annual Meeting. Shareholders have a window between September 16, 2026, and October 16, 2026, to submit proposals for the 2027 annual meeting.

Management Comments

• "YOUR VOTE IS IMPORTANT REGARDLESS OF THE SIZE OF YOUR HOLDINGS IN THE FUND."
• "THE BOARD, INCLUDING THE INDEPENDENT TRUSTEES, UNANIMOUSLY RECOMMENDS THAT THE SHAREHOLDERS VOTE FOR THE ELECTION OF THE NOMINEE."

Industry Context

StockSavvy.ai notes that this filing is a standard administrative disclosure for a closed-end fund, focusing on corporate governance and board elections. The emphasis on independent trustees and robust committee structures aligns with best practices for investment companies, ensuring strong oversight in a regulated industry. The virtual meeting format reflects a continuing trend towards digital engagement for shareholder events.

Comparison to Industry Standards

• The Board's structure with an Independent Trustee as Chairman (Mr. Deems) aligns with best practices for corporate governance, often seen in leading investment funds like BlackRock or Vanguard, promoting independent oversight.
• The detailed disclosure of trustee qualifications, including extensive experience in financial services and investment management (e.g., Mr. Holland's background at J.P. Morgan, First Boston, Salomon Brothers, Blackstone), meets or exceeds industry standards for transparency in board composition.
• The Audit Committee's composition of all five Independent Trustees and the identification of two audit committee financial experts (Messrs. Deems and Holland) is consistent with SEC and NYSE American listing standards, comparable to governance structures at large-cap funds.
• The annual self-assessment by the Trustees regarding their structure and effectiveness is a practice adopted by many well-governed public companies and investment funds to ensure continuous improvement in oversight.

Management Changes

Corporate Governance

Related Party Transactions

• As of December 31, 2025, no Independent Trustees/Nominees nor members of their immediate families owned securities of Reaves Asset Management (the Adviser) or any of its affiliates.
• Over the past five years, no Independent Trustee/Nominee nor members of their immediate families had any direct or indirect interest exceeding $120,000 in the Adviser or any of its affiliates.
• During the last two fiscal years, no Independent Trustee/Nominee nor members of their immediate families conducted any transactions (or series of transactions) or maintained any direct or indirect relationship exceeding $120,000 with the Adviser or any of its affiliates.
• Trustees and Officers of the Fund who are employed by Paralel Technologies LLC (PTL) or Reaves Asset Management (the Adviser) receive no compensation or expense reimbursement from the Fund.

Stakeholder Impact

• Shareholders: Will participate in the election of trustees, ensuring their representation on the Board. The virtual meeting format provides accessibility for voting and participation.
• Management/Board: The re-election of experienced trustees ensures continuity in leadership and strategic direction, reinforcing the Fund's governance framework.
• Service Providers (e.g., Reaves Asset Management, Paralel Technologies LLC, Computershare, Cohen & Co., Ltd.): Their roles and responsibilities are reaffirmed, and their performance remains subject to Board and Audit Committee oversight, ensuring accountability.

Next Steps

• Shareholders are requested to vote on the election of two trustees by April 2, 2026.
• The Annual Meeting of Shareholders will be held virtually on April 2, 2026, at 10:00 a.m. Mountain Time.
• Voting results will be informed in the Fund's Semi-Annual Report dated April 30, 2026.
• The Board and Audit Committee will select the independent registered public accounting firm for the fiscal year ending October 31, 2026, prior to the Annual Meeting.
• Shareholder proposals for the 2027 annual meeting should be received by the Fund's Secretary no later than October 16, 2026.

Key Dates

Recommendation

This filing is a standard proxy statement for an annual meeting, primarily addressing corporate governance and the re-election of trustees. It provides no new financial or operational information that would significantly alter the investment thesis for Reaves Utility Income Fund. The continuity of experienced board members and robust governance practices are positive but do not warrant a change in investment stance based solely on this administrative update.

Keywords

Proxy Statement, Shareholder Meeting, Trustee Election, Corporate Governance, Investment Fund, Utility Income Fund, SEC Filing, Board of Trustees, Audit Committee, Nominating Committee, Risk Management