DEF 14A of Prospect Capital Corp
Filed Sep 20, 20230001287032-23-000300
Class III Directors—Term Expiring 2025
Class III Directors—Term Expiring 2025
Independent Director
Independent Director The following director is not an “interested person” as defined in the 1940 Act.
Independent Director
| Name, Address and Age | Position(s) Held with Company | Term at Office and Length of Time Served | Principal Occupation(s) During Past 5 Years | Number of Funds in Fund Complex(3) Overseen by Director or Nominee for Director (including the Company) | Other Directorships Held by Director or Nominee for Director | | Eugene S. Stark, 65(1)(2) | Director | Class III Director since September 2008; Term expires 2025 | Principal Financial Officer, Chief Compliance Officer and Vice President—Administration of General American Investors Company, Inc. from May 2005 to present. | 3 | Priority Income Fund, Inc. since October 28, 2012(4), Prospect Floating Rate and Alternative Income Fund, Inc. since February 19, 2013 |
Independent Director
(1) The business address of Mr. Stark is c/o Prospect Capital Corporation, 10 East 40th Street, 42nd Floor, New York, New York 10016. (2) Director elected solely by holders of the Company’s preferred stock.
Interested Director
Interested Director The following director is an “interested person” as defined in the 1940 Act.
Interested Director
| Name, Address and Age | Position(s) Held with Company | Term at Office and Length of Time Served | Principal Occupation(s) During the Past 5 Years | Number of Funds in Fund Complex(3) Overseen by Director or Nominee for Director (including the Company) | Other Directorships Held by Director or Nominee for Director | | John F. Barry III, 71(1)(2) | Director, Chairman of the Board, and Chief Executive Officer | Class III Director since April 2004; Term expires 2025 | Chairman and Chief Executive Officer of the Company; Managing Director of PCM and Prospect Administration since July 2004. | 1 | None |
Interested Director
(1) The business address of Mr. Barry is c/o Prospect Capital Corporation, 10 East 40th Street, 42nd Floor, New York, New York 10016. (2) Mr. Barry is an interested director due to his position as an officer and control person of PCM. (3) The Fund Complex consists of the Company, Priority and PFLOAT.
Class II Directors—Term Expiring 2024
Class II Directors—Term Expiring 2024
Compensation Table
Compensation Table
Compensation Table
| Name and Position | Aggregate Compensation from the Company | Pension or Retirement Benefits Accrued as Part of the Company’s Expenses(1) | Total Compensation from Company and Fund Complex | | Interested Directors | | | | | John F. Barry III(2) | None | None | None | | M. Grier Eliasek(2) | None | None | None | | Independent Directors | | | | | Andrew C. Cooper(3) | $175,000 | None | $225,000 | | William J. Gremp(4) | $175,000 | None | $225,000 | | Eugene S. Stark(5) | $175,000 | None | $225,000 | | Executive Officer | | | | | Kristin Van Dask(2)(6) | None | None | None |
Compensation Table
(1) We do not have a bonus, profit sharing or retirement plan, and directors do not receive any pension or retirement benefits. (2) We have not paid, and we do not intend to pay, any annual cash compensation to our executive officers for their services as executive officers. Messrs. Barry and Eliasek are compensated by PCM from the income PCM receives under the management agreement between PCM and us. Ms. Van Dask is compensated from the income Prospect Administration receives under the administration agreement. (3) Mr. Cooper joined our Board of Directors on February 12, 2009. (4) Mr. Gremp joined our Board of Directors on April 1, 2010. (5) Mr. Stark joined our Board of Directors on September 4, 2008. (6) On April 4, 2018, our Board of Directors appointed Ms. Van Dask as the Chief Financial Officer, Treasurer, Secretary, and Chief Compliance Officer of the Company.
Compensation of Directors
Compensation of Directors During the fiscal year ended June 30, 2023, the independent directors of the Board received an annual fee of $175,000 per director plus reimbursement of any reasonable out-of-pocket expenses incurred.