03/19/2026 | Press release | Distributed by Public on 03/19/2026 14:41
SCHEDULE 14AINFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. )
Filed by Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to Sec. 240.14a-12 |
The Gabelli Convertible and Income Securities Fund Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ☒ | No fee required |
| ☐ | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
| 1) | Title of each class of securities to which transaction applies: | |
| 2) | Aggregate number of securities to which transaction applies: | |
| 3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11(set forth the amount on which the filing fee is calculated and state how it was determined): | |
| 4) | Proposed maximum aggregate value of transaction: | |
| 5) | Total fee paid: | |
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
| 1) | Amount Previously Paid: | |
| 2) | Form, Schedule or Registration Statement No.: | |
| 3) | Filing Party: | |
| 4) | Date Filed: | |
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1.
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To elect four (4) Directors of the Fund, three (3) Directors to be elected by the holders of the Fund's common stock and holders of its 5.20% Series H Cumulative Preferred Stock (the "Preferred Stock"), voting together as a single class, and one (1) Director to be elected by the holders of the Fund's Preferred Stock, voting as a separate class; and
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2.
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To consider and vote upon such other matters, including adjournments, as may properly come before said Meeting or any adjournments or postponements thereof.
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By Order of the Board of Directors,
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PETER GOLDSTEIN
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Secretary
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1.
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Individual Accounts: Sign your name exactly as it appears in the registration on the proxy card.
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2.
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Joint Accounts: Either party may sign, but the name of the party signing should conform exactly to the name shown in the registration.
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3.
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All Other Accounts: The capacity of the individuals signing the proxy card should be indicated unless it is reflected in the form of registration. For example:
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Registration
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Valid Signature
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Corporate Accounts
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(1)
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ABC Corp.
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ABC Corp., John Doe, Treasurer
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(2)
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ABC Corp.
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John Doe, Treasurer
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(3)
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ABC Corp.
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c/o John Doe, Treasurer
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John Doe
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(4)
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ABC Corp., Profit Sharing Plan
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John Doe, Trustee
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Trust Accounts
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(1)
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ABC Trust
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Jane B. Doe, Trustee
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(2)
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Jane B. Doe, Trustee
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u/t/d 12/28/78
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Jane B. Doe
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Custodian or Estate Accounts
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(1)
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John B. Smith, Cust.
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f/b/o John B. Smith, Jr. UGMA
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John B. Smith
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(2)
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John B. Smith, Executor
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Estate of Jane Smith
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John B. Smith, Executor
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1
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Name and Address of Beneficial Owner(s)
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Title of Class
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Amount of Shares and
Nature of Ownership
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Percent of Class
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GAMCO Investors, Inc. and affiliates
One Corporate Center
Rye, NY 10580-1422
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Common
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1,916,400*
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9.6%
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Regina Pitaro
One Corporate Center
Rye, NY 10580
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Preferred
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285,000
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46.9%
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Sheila Ellice Shafran Living Trust
Boca Raton, FL 33432
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Preferred
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200,000
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32.9%
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W David Frenzel & Cecilia Gondor TR UA Miami FL 33186
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Preferred
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50,000
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8.2%
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*
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The shares reported are comprised of 486,500 shares of Common Stock owned by Mario J. Gabelli; 1,089,000 shares owned by GGCP, Inc. (GGCP), of which Mr. Gabelli is the Chief Executive Officer, a director, and the controlling shareholder; 323,325 shares owned by Associated Capital Group, Inc. (ACG), of which Mr. Gabelli is the Executive Chair and controlling shareholder; and 17,575 shares owned by Gabelli & Company Investment Advisers, Inc. (GCIA), a majority owned subsidiary of Associated Capital Group, Inc. Mr. Gabelli has less than a 100% interest in each of these entities and disclaims beneficial ownership of the shares owned by these entities which are in excess of his indirect pecuniary interest.
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Proposal
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Common Stockholders
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Preferred Stockholders
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Election of Directors
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Common and Preferred Stockholders, voting together as a single class, vote
to elect three Directors:
Vincent D. Enright,
Anthonie C. van Ekris, and
Salvatore J. Zizza
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Common and Preferred Stockholders, voting together as a single class, vote
to elect three Directors:
Vincent D. Enright,
Anthonie C. van Ekris, and
Salvatore J. Zizza
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Preferred Stockholders, voting as
a separate class, vote to elect one
Director:
Anthony S. Colavita
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Other Business
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Common and Preferred Stockholders, voting together as a single class
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2
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3
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Name, Position(s),
Address(1)
and Year of Birth
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Term of
Office and
Length of
Time
Served(2)
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Principal Occupation(s)
During Past Five Years
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Other Directorships
Held by Director
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Number of
Portfolios in
Fund Complex(3)
Overseen
by Director
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INTERESTED DIRECTORS(4):
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Thomas H. Dinsmore Director
1953
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Since 2015**
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Portfolio Manager for Gabelli Funds, LLC (2015-2023); Former Chairman and Chief Executive Officer of the Bancroft Fund Ltd. and the Ellsworth Growth and Income Fund Ltd. (1996-2015)
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-
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1
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||||||||
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Agnes Mullady
Director
1958
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Since 2021**
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Senior Vice President of GAMCO Investors, Inc. (2008-2019); Executive Vice President of Associated Capital Group, Inc. (November 2016-2019); President and Chief Operating Officer
of the Fund Division of Gabelli
Funds, LLC (2010-2019); Vice
President of Gabelli Funds, LLC
(2006-2019); Chief Executive Officer
of G.distributors, LLC (2011-2019);
and an officer of all of the Gabelli/ GAMCO/Teton Funds (2006-2019)
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GAMCO Investors, Inc.
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17
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||||||||
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Christina A. Peeney
Director
1969
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Since 2024***
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Adjunct Professor in the Business
and Computer Science Department at Middlesex County College, Edison,
New Jersey; Analyst at Amabile Partners
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-
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3
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4
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Name, Position(s),
Address(1)
and Year of Birth
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Term of
Office and
Length of
Time
Served(2)
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Principal Occupation(s)
During Past Five Years
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Other Directorships
Held by Director
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Number of
Portfolios in
Fund Complex(3)
Overseen
by Director
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INDEPENDENT DIRECTORS/NOMINEES(5):
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John Birch(7)
Director
1950
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Since 2018***
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Partner, The Cardinal Partners
Global; Chief Operating Officer of
Sentinel Asset Management and
Chief Financial Officer and Chief
Risk Officer of Sentinel Group Funds (2005-2015)
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-
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13
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E. Val Cerutti
Director
1939
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Since 1989***
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Chief Executive Officer of Cerutti Consultants, Inc.
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Director of The LGL Group,
Inc. (diversified manufacturing)
(1990-2009)
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7
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Anthony S. Colavita(6)
Director
1961
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Since 2018*
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Attorney, Anthony S. Colavita, P.C.; Supervisor, Town of Eastchester, NY
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-
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26
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Vincent D. Enright
Director
1943
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Since 2016*
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Former Senior Vice President and
Chief Financial Officer of KeySpan Corp. (public utility) (1994-1998)
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Director of Echo Therapeutics,
Inc. (therapeutics and diagnostics)
(2008-2014); Director of The
LGL Group, Inc. (diversified manufacturing) (2011-2014)
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17
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||||||||
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Leslie F. Foley(7)
Director
1968
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Since 2017***
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Attorney, serves on the Board of the Addison Gallery of American
Art at Phillips Academy Andover;
Vice President, Global Ethics & Compliance and Associate General Counsel for News Corporation
(2008-2010)
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-
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19
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||||||||
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Daniel D. Harding
Director
1952
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Since 2015**
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Managing General Partner of the
Global Equity Income Fund (private
investment fund); Director of Reef
Consulting & Investment (private
equity firm); former Director of TRC
(private asset management); former
General Partner of Latitude Capital
Partners, LLC (private investment)
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Atlantic Health Systems, Ocean
Reef Community Foundation
and Ocean Reef Medical Center
Foundation
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3
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Michael J. Melarkey
Director
1949
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Since 2018***
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Of Counsel in the law firm of
McDonald Carano Wilson LLP;
Partner in the law firm of Avansino,
Melarkey, Knobel, Mulligan &
McKensie (1980-2015)
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Chairman of Southwest Gas
Corporation (natural gas utility) (2004-2022)
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27
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Werner J. Roeder(6)
Director
1940
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Since 2001**
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Retired physician; Former Vice President of Medical Affairs (Medical Director) of New York Presbyterian/ Lawrence Hospital (1999-2014)
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-
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19
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Anthonie C. van Ekris(7)
Director
1934
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Since 1992*
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Chairman and Chief Executive Officer of BALMAC International, Inc.
(global import/export company)
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-
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22
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Salvatore J. Zizza(7)
Director
1945
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Since 1991*
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President, Zizza & Associates Corp. (private holding company);
Chairman of Bergen Cove Realty Inc. (residential real estate)
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Director and Chairman of
Trans-Lux Corporation (business services): Director and Chairman
of Harbor Diversified Inc. (pharmaceuticals) (2009-2018); Retired Chairman of BAM (semiconductor and aerospace manufacturing); Director of Bion Environmental Technologies, Inc.
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38
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5
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Name, Position(s),
Address(1)
and Year of Birth
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Term of
Office and
Length of
Time
Served(8)
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Principal Occupation(s)
During Past Five Years
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John C. Ball
President, Treasurer, and
Principal Financial and
Accounting Officer
1976
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Since 2017
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Senior Vice President of GAMCO Investors, Inc.; President and Chief Operating Officer of Gabelli Funds, LLC; Chief Executive Officer of G. Distributors, LLC; Officer of registered investment companies within the Gabelli Fund Complex
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Peter Goldstein
Secretary and Vice President
1953
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Since 2020
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Chief Legal Officer, GAMCO Investors, Inc. and Chief Legal Officer, Associated Capital Group, Inc. since 2021; General Counsel and Chief Compliance Officer, Buckingham Capital Management, Inc. (2012-2020); Chief Legal Officer and Chief Compliance Officer, The Buckingham Research Group, Inc. (2012-2020)
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Richard J. Walz
Chief Compliance Officer
1959
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Since 2013
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Chief Compliance Officer of registered investment companies within the Gabelli Fund
Complex since 2013
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Laurissa M. Martire
Vice President
1976
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Since 2004
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Vice President and/or Ombudsman of closed-end funds within the Gabelli Fund Complex; Senior Vice President (since January 2019) of GAMCO Investors, Inc.
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Bethany A. Uhlein
Vice President
and Ombudsman
1990
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Since 2019
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Vice President and/or Ombudsman of closed-end funds within the Gabelli Fund Complex; Senior Vice President (since 2021) of GAMCO Investors, Inc.
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(1)
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Address: One Corporate Center, Rye, NY 10580-1422.
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(2)
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The Fund's Board of Directors is divided into three classes, each class having a term of three years. Each year the term of office of one class expires and the successor or successors elected to such class serve for a three year term.
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(3)
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The "Fund Complex" or the "Gabelli Fund Complex" includes all the U.S. registered investment companies that are considered part of the same fund complex as the Fund because they have common or affiliated investment advisers.
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(4)
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"Interested person" of the Fund as defined in the 1940 Act. Mr. Dinsmore is considered to be an "interested person" of the Fund because of his affiliation with the Fund's Adviser. Ms. Mullady is considered to be an "interested person" of the Fund because of her direct or indirect beneficial interest in the Fund's Adviser and due to a previous business or professional relationship with the Fund and the Adviser. Ms. Peeney is considered to be an "interested person" of the Fund because of her direct or indirect beneficial interest in the Fund's Adviser.
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(5)
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Directors who are not considered to be "interested persons" of the Fund as defined in the 1940 Act are considered to be "Independent" Directors. None of the Independent Directors (with the possible exceptions as described in this proxy statement) nor their family members had any interest in the Adviser or any person directly or indirectly controlling, controlled by, or under common control with the Adviser as of December 31, 2025.
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(6)
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Director/Nominee elected solely by holders of the Fund's Preferred Stock.
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(7)
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Ms. Foley's father, Frank J. Fahrenkopf, Jr., serves as a director of other funds in the Gabelli Fund Complex. Mr. van Ekris is an independent director of Gabelli International Ltd., Gabelli Fund LDC, GAMA Capital Opportunities Master, Ltd., and GAMCO International SICAV, Mr. Zizza is an independent director of Gabelli International Ltd., and Mr. Birch is a director of Gabelli Merchant Partners Plc, GAMCO International SICAV, Gabelli Associates Limited, and Gabelli Associates Limited II E, all of which may be deemed to be controlled by Mario J. Gabelli and/or affiliates and in that event would be deemed to be under common control with the Fund's Adviser.
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(8)
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Includes time served in prior officer positions with the Fund. Each officer will hold office for an indefinite term until the date he or she resigns or until his or her successor is elected and qualified.
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*
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Nominee to serve, if elected, until the Fund's 2029 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified.
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**
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Term continues until the Fund's 2028 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified.
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***
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Term continues until the Fund's 2027 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified.
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6
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7
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8
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9
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Name of Director/Nominee
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Dollar Range of Equity
Securities Held
in the Fund*(1)
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Aggregate Dollar Range of Equity
Securities Held in the
Family of Investment Companies*(1)(2)
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INTERESTED DIRECTORS:
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Thomas H. Dinsmore
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E
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E
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Agnes Mullady
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B
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E
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Christina A. Peeney
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A
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A
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INDEPENDENT DIRECTORS/NOMINEES:
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John Birch
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C
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E
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E. Val Cerutti
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A
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A
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Anthony S. Colavita
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B
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A
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Vincent D. Enright
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A
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E
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Leslie F. Foley
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A
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B
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Daniel D. Harding
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E
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E
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Michael J. Melarkey
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C
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E
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Werner J. Roeder
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E
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E
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Anthonie C. van Ekris
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B
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E
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Salvatore J. Zizza
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A
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E
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*
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Key to Dollar Ranges
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A.
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None
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B.
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$1 - $10,000
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C.
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$10,001 - $50,000
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D.
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$50,001 - $100,000
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E.
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Over $100,000
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(1)
|
This information has been furnished by each Director and nominee for election as Director as of December 31, 2025. "Beneficial Ownership" is determined in accordance with Rule 16a-1(a)(2) of the 1934 Act.
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(2)
|
The term "Family of Investment Companies" includes two or more registered funds that share the same investment adviser or principal underwriter and hold themselves out to investors as related companies for purposes of investment and investor services. Currently the registered funds that comprise the "Fund Complex" are identical to those that comprise the "Family of Investment Companies."
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10
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Name of Director/Nominee/Officer
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Amount and Nature of
Beneficial Ownership(1)
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Percent of Class of
Shares Outstanding(2)
|
||||
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INTERESTED DIRECTORS:
|
||||||
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Thomas H. Dinsmore
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0
|
*
|
||||
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25,000 Series H Preferred
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4.1%
|
|||||
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Agnes Mullady
|
150 Common Stock
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*
|
||||
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Christina A. Peeney
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0
|
*
|
||||
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INDEPENDENT DIRECTORS/NOMINEES:
|
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John Birch
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8,069 Common Stock
|
*
|
||||
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E. Val Cerutti
|
0
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*
|
||||
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Anthony S. Colavita
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2,198 Common Stock
|
*
|
||||
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Vincent D. Enright
|
0
|
*
|
||||
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Leslie F. Foley
|
0
|
*
|
||||
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Daniel D. Harding
|
33,627 Common Stock
|
*
|
||||
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Michael J. Melarkey
|
2,702 Common Stock
|
*
|
||||
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Werner J. Roeder
|
105,001 Common Stock
|
*
|
||||
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Anthony C. van Ekris
|
482 Common Stock
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*
|
||||
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Salvatore J. Zizza
|
0
|
*
|
||||
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EXECUTIVE OFFICERS:
|
||||||
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John C. Ball
|
69 Common Stock
|
*
|
||||
|
Peter Goldstein
|
0
|
*
|
||||
|
Richard J. Walz
|
0
|
*
|
||||
|
(1)
|
This information has been furnished by each Director, including each nominee for election as Director, and executive officer as of December 31, 2025. "Beneficial Ownership" is determined in accordance with Rule 13d-3 of the 1934 Act. Reflects ownership of Common Stock unless otherwise noted.
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(2)
|
An asterisk indicates that the ownership amount constitutes less than 1% of the total shares of such class outstanding. The ownership of the Directors, including nominees for election as Director, and executive officers as a group constitutes less than 1% of the total Common Stock outstanding and 4.1% of the total Preferred Stock outstanding.
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Name of Independent
Director/Nominee(1)
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Name of Owner and
Relationships to
Director/Nominee
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Company
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Title of Class
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Value of
Interests(1)
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Percent of
Class(2)
|
||||||||||
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Michael Melarkey
|
Same
|
PMV Consumer Acquisitions Corp.
|
Warrants
|
$4
|
*
|
||||||||||
|
Salvatore J. Zizza
|
Same
|
Gabelli Associates Fund
|
Limited Partner Interests
|
$ 3,027,660
|
1.98%
|
||||||||||
|
Salvatore J. Zizza
|
Same
|
Gabelli Performance Partnership L.P.
|
Limited Partner Interests
|
$422,118
|
*
|
||||||||||
|
(1)
|
This information has been furnished as of December 31, 2025.
|
|
(2)
|
An asterisk indicates that the ownership amount constitutes less than 1% of the total interests outstanding.
|
|
11
|
|
12
|
|
•
|
The name of the stockholder and evidence of the stockholder's ownership of shares of the Fund, including the number of shares owned and the length of time of ownership;
|
|
•
|
The name of the candidate, the candidate's resume or a listing of his or her qualifications to be a Director of the Fund, and the person's consent to be named as a Director if selected by the Nominating Committee and nominated by the Board of Directors; and
|
|
•
|
If requested by the Nominating Committee, a completed and signed director's questionnaire.
|
|
13
|
|
14
|
|
Name of Person and Position
|
Aggregate
Compensation from
the Fund*
|
Aggregate Compensation from
the Fund and Fund Complex
Paid to Directors**
|
|||||||
|
INTERESTED DIRECTORS:
|
|||||||||
|
Thomas H. Dinsmore
Director
|
$0
|
$0
|
(1)
|
||||||
|
Agnes Mullady
Director
|
$6,000
|
$133,000
|
(14)
|
||||||
|
Christina A. Peeney
Director
|
$6,000
|
$44,500
|
(3)
|
||||||
|
INDEPENDENT DIRECTORS/NOMINEES:
|
|
||||||||
|
John Birch
Director
|
$7,000
|
$71,000
|
(10)
|
||||||
|
E. Val Cerutti
Director
|
$6,000
|
$33,000
|
(7)
|
||||||
|
Anthony S. Colavita
Director
|
$8,000
|
$174,500
|
(23)
|
||||||
|
Vincent D. Enright
Director
|
$ 10,000
|
$224,000
|
(17)
|
||||||
|
Leslie F. Foley
|
|||||||||
|
Director
|
$6,000
|
$92,500
|
(16)
|
||||||
|
Daniel D. Harding
Director
|
$6,000
|
$37,000
|
(3)
|
||||||
|
Michael J. Melarkey
Director
|
$6,000
|
$193,000
|
(24)
|
||||||
|
Werner J. Roeder
Director
|
$6,000
|
$168,825
|
(20)
|
||||||
|
Anthonie C. van Ekris
Director
|
$7,000
|
$208,325
|
(23)
|
||||||
|
Salvatore J. Zizza
Director
|
$7,000
|
$ 328,750
|
(35)
|
||||||
|
*
|
Represents the total compensation paid to such persons by the Fund during the Fund's fiscal year ended September 30, 2025.
|
|
**
|
Represents the total compensation paid to such persons during the calendar year ended December 31, 2025, by investment companies (including the Fund) or portfolios that are part of the Fund Complex. The number in parentheses represents the number of such investment companies and portfolios.
|
|
15
|
|
Fiscal Year Ended
September 30
|
Audit Fees
|
Audit
Related Fees
|
Tax Fees*
|
All Other Fees
|
||||||||
|
2024
|
$21,600
|
-
|
$3,500
|
-
|
||||||||
|
2025
|
$22,000
|
-
|
$3,500
|
-
|
||||||||
|
*
|
"Tax Fees" are those fees billed by Tait Weller in connection with tax compliance services, including primarily the review of the Fund's income tax returns.
|
|
16
|
|
•
|
one-tenth or more but less than one-third;
|
|
•
|
one-third or more but less than a majority; or
|
|
•
|
a majority or more of all voting power.
|
|
17
|
|
18
|
|
19
|