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 Global Utility & Income Trust
(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 two (2) Trustees of the Fund, one (1) Trustee to be elected by the holders of the Fund's common shares and holders of its Series A Cumulative Puttable and Callable Preferred Shares and Series B Cumulative Puttable and Callable Preferred Shares, (together, the "Preferred Shares"), voting together as a single class, and one (1) Trustee to be elected by holders of the Fund's Preferred Shares, 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 Trustees,
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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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568,871*
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9.5%
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*
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The shares reported are comprised of 82,061 Common Shares by Mario J. Gabelli, and 486,810 Common Shares owned by Associated Capital Group, Inc. (ACG), of which Mr. Gabelli is the Executive Chair and controlling shareholder. Mr. Gabelli has less than a 100% interest in this entity and disclaims beneficial ownership of the shares owned by this entity which are in excess of his indirect pecuniary interest.
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Proposal
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Common Shareholders
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Preferred Shareholders
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Election of Trustees
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Common and Preferred Shareholders, voting together as a single class, vote to elect one Trustee:
Salvatore J. Zizza
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Common and Preferred Shareholders, voting together as a single class, vote to elect one Trustee:
Salvatore J. Zizza
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Preferred Shareholders, voting as a separate class, vote to elect one Trustee: Leslie F. Foley
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Other Business
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Common and Preferred Shareholders, 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 Trustee
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Number of
Portfolios in
Fund Complex(3)
Overseen
by Trustee
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INDEPENDENT TRUSTEES/NOMINEES(4):
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Calgary Avansino(5)
Trustee
1975
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Since 2021***
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Chief Executive Officer, Glamcam (2018-2020)
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Trustee, Cate School; Trustee,
the E.L. Wiegand Foundation;
Member, the Common Sense
Media Advisory Council
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5
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James P. Conn(6)
Trustee
1938
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Since 2004***
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Former Managing Director and Chief Investment Officer of Financial
Security Assurance Holdings, Ltd. (1992-1998)
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-
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23
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Vincent D. Enright
Trustee
1943
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Since 2004**
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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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Leslie F. Foley(5)(6)
Trustee
1968
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Since 2018*
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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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19
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Michael J. Melarkey Trustee
1949
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Since 2004**
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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 & McKenzie (1980-2015)
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Chairman of Southwest Gas Corporation (natural gas utility)
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27
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Eileen Cheigh Nakamura
Trustee
1969
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Since 2025**
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Vice President / Business Assessment Lead, Pfizer, Inc. (2018-January 2025)
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-
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4
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Nicolas W. Platt
Trustee
1953
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Since 2024***
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Private Investor; Member of NYSE American LLC Committee on
Securities; Township Committee Member, Harding, New Jersey;
Former Mayor of Township of
Harding, New Jersey (2013-2016); Managing Director of FTI Consulting Inc. (international consulting
company) (March 2009-May 2011)
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-
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3
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Salvatore M. Salibello Trustee
1945
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Since 2004***
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Senior Partner of Bright Side
Consulting (consulting); Certified
Public Accountant and Managing
Partner of the certified public
accounting firm of Salibello & Broder LLP (1978-2012); Partner of BDO Seidman, LLP (2012-2013)
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Director of Nine West, Inc. (consumer products) (2002-2014); Director of LICT Corp. (Telecommunications)
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6
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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 Trustee
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Number of
Portfolios in
Fund Complex(3)
Overseen
by Trustee
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Salvatore J. Zizza(5)
Trustee
1945
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Since 2004*
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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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Name, Position(s),
Address(1)
and Year of Birth
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Term of
Office and
Length of
Time
Served(7)
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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
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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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David I. Schachter
Vice President
1953
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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 2015) of G.research, LLC
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Adam E. Tokar
Vice President and Ombudsman
1980
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Since 2011
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Vice President and/or Ombudsman of closed-end funds within the Gabelli Fund Complex
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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 Trustees 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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Trustees who are not considered to be "interested persons" of the Fund as defined in the 1940 Act are considered to be "Independent" Trustees. None of the Independent Trustees (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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(5)
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Ms. Foley's father, Frank J. Fahrenkopf, Jr., serves as a director of other funds in the Gabelli Fund Complex. Ms. Avansino is the daughter of Raymond C. Avansino, Jr., who is a Director of GAMCO Investors, Inc., the parent company of the Fund's Adviser. Mr. Zizza is an independent director of Gabelli International Ltd., 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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(6)
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Trustee/Nominee elected solely by holders of the Fund's Preferred Shares.
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(7)
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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 retires or until his or her successor is duly elected and qualified.
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*
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Nominee to serve, if elected, until the Fund's 2029 Annual Meeting of Shareholders 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 Shareholders 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 Shareholders or until his or her successor is duly elected and qualified.
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5
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6
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7
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Name of Trustee/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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INDEPENDENT TRUSTEES/NOMINEES:
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Calgary Avansino
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A
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B
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James P. Conn
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C
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E
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Vincent D. Enright
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B
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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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Michael J. Melarkey
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E
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E
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Eileen Cheigh Nakamura
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C
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E
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Nicolas W. Platt
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A
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C
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Salvatore M. Salibello
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A
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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)
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This information has been furnished by each Trustee and nominee for election as Trustee 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)
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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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8
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Name of Trustee/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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INDEPENDENT TRUSTEES/NOMINEES:
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Calgary Avansino
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0
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*
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James P. Conn
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1,250 Common Shares
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*
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Vincent D. Enright
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250 Common Shares
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*
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Leslie F. Foley
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0
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*
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Michael J. Melarkey
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5,459 Common Shares
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*
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Eileen Cheigh Nakamura
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1,967 Common Shares
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*
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Nicolas W. Platt
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0
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*
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Salvatore M. Salibello
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0
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*
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Salvatore J. Zizza
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0
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*
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EXECUTIVE OFFICERS:
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John C. Ball
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19 Common Shares
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*
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Peter Goldstein
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0
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*
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Richard J. Walz
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0
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*
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(1)
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This information has been furnished by each Trustee, nominee for election as Trustee, 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 Shares unless otherwise noted.
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(2)
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An asterisk indicates that the ownership amount constitutes less than 1% of the total shares of such class outstanding. The ownership of the Trustees, including nominees for election as Trustee, and executive officers as a group constitutes less than 1% of the total Common Shares and less than 1% of the total Preferred Shares outstanding.
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Name of Independent Trustee/Nominee
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Name of Owner and
Relationships to
Trustee/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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James P. Conn
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Same
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PMV Consumer Acquisitions Corp.
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Warrants
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$4
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*
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Michael Melarkey
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Same
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PMV Consumer Acquisitions Corp.
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Warrants
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$4
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*
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Salvatore J. Zizza
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Same
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Gabelli Associates Fund
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Limited Partner Interests
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$3,027,660
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1.98%
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Salvatore J. Zizza
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Same
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Gabelli Performance Partnership L.P.
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Limited Partner Interests
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$422,118
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*
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(1)
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This information has been furnished as of December 31, 2025.
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(2)
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An asterisk indicates that the ownership amount constitutes less than 1% of the total shares of such class outstanding
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9
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10
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•
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The name of the shareholder and evidence of the shareholder's ownership of shares of the Fund, including the number of shares owned and the length of time of ownership;
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•
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The name of the candidate, the candidate's resume or a listing of his or her qualifications to be a Trustee of the Fund, and the person's consent to be named as a Trustee if selected by the Nominating Committee and nominated by the Board of Trustees; and
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•
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If requested by the Nominating Committee, a completed and signed trustee's questionnaire.
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11
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12
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Name of Person and Position
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Aggregate
Compensation
from the Fund
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Aggregate Compensation from
the Fund and Fund Complex
Paid to Trustees*
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INDEPENDENT TRUSTEES/NOMINEES:
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Calgary Avansino
Trustee
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$7,000
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$52,500
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(5)
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James P. Conn
Trustee
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$8,000
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$291,000
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(23)
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Vincent D. Enright
Trustee
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$13,500
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$224,000
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(17)
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Leslie F. Foley
Trustee
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$7,000
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$92,500
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(16)
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Michael J. Melarkey
Trustee
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$8,500
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$193,000
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(24)
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Eileen Cheigh Nakamura
Trustee
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$6,633
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$60,933
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(4)
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Nicolas W. Platt
Trustee
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$7,000
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$32,000
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(3)
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Salvatore M. Salibello
Trustee
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$8,000
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$91,500
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(6)
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Salvatore J. Zizza
Trustee
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$8,500
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$328,750
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(35)
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OFFICER:
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Adam E. Tokar
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$114,176
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Vice President and Ombudsman
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*
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Represents the total compensation paid to such persons during the fiscal 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.
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13
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Fiscal Year Ended December 31
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Audit Fees
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Audit
Related Fees
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Tax Fees*
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All Other Fees
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2024
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$48,467
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$5,000
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$4,735
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-
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2025
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$49,437
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-
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$4,830
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-
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*
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"Tax Fees" are those fees billed by PricewaterhouseCoopers in connection with tax compliance services, including primarily the review of the Fund's income tax returns.
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14
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15
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•
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10% or more, but less than 15% of all voting power;
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•
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15% or more, but less than 20% of all voting power;
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•
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20% or more, but less than 25% of all voting power;
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•
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25% or more, but less than 30% of all voting power;
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•
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30% or more, but less than a majority of all voting power; or
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•
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a majority or more of all voting power.
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16
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17
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18
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