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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Virtus Total Return Fund | NYSE:DCA | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 4.37 | 0 | 01:00:00 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant x 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)) | |||
x | Definitive Proxy Statement | |||
¨ | Definitive Additional Materials | |||
¨ | Soliciting Material Pursuant to §240.14a-12 | |||
Virtus Total Return Fund |
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(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): | ||||
x | 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:
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(2) |
Aggregate number of securities to which transaction applies:
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(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):
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(4) |
Proposed maximum aggregate value of transaction:
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(5) |
Total fee paid:
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¨ | 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:
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(2) |
Form, Schedule or Registration Statement No.:
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(3) |
Filing Party:
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(4) |
Date Filed:
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By order of the Board,
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/s/ William Renahan
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William Renahan
Secretary
Virtus Global Multi-Sector Income Fund
Virtus Total Return Fund
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IMPORTANT:
Shareholders are cordially invited to attend the Annual Meeting. Your vote is important whether or not
you are able to attend. In order to avoid delay and additional expense, and to assure that your shares are
represented, please vote as promptly as possible, regardless of whether you plan to attend the Annual
Meeting. Please refer to the website and telephone number indicated on your proxy card for instructions
on how to cast your vote. To vote through the Internet, please go to the website indicated on your proxy
card and follow the instructions located there, using your proxy card as a guide. To vote by telephone,
please call the toll-free number located on your proxy card and follow the recorded instructions, using
your proxy card as a guide. To vote by mail, please mark, sign, date, and mail the enclosed proxy card. No
postage is required if you use the accompanying envelope to mail the proxy card in the United States. The
proxy is revocable and will not affect your right to vote in person if you attend the meeting. The enclosed
proxy is being solicited on behalf of the Boards of Trustees of the Funds.
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Class I Trustees
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Name, Year of Birth and Address
(1)
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Position(s) Held with the Funds
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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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Number of Portfolios in Funds Complex Overseen by Trustee
(3)
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Other Directorships/Trusteeships Held During Past Five Years
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Class I Trustees
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Independent Trustee
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Thomas F. Mann
Year of Birth: 1950
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Trustee
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Trustee since 2011; term expires at the 2016 Annual Meeting
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Retired; Managing Director and Group Head Financial Institutions Group, Societe Generale, Sales of Capital Market Solutions and Products (2003-2012)
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2
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Trustee, Various Virtus-affiliated Mutual and Closed-End Funds; Trustee of the Hatteras Funds (9 portfolios) (since 2002)
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Class II Trustees
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Name, Year of Birth and Address
(1)
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Position(s) Held with the Funds
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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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Number of Portfolios in Funds Complex
(3)
Overseen by Trustee
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Other Directorships/Trusteeships Held During Past Five Years
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Independent Trustees
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William R. Moyer
Year of Birth:
1944
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Trustee
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Trustee since 2011; term expires at the 2014 annual meeting
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Partner, CrossPond Partners, LLC (2006-present) (strategy consulting firm); Financial and Operations Principal, Newcastle Distributors LLC (2006-present) (broker-dealer); Managing Director, SeaCap Asset Management Fund I, L.P. (2009-2010) and SeaCap Partners, LLC (investment management) (2008-2010).
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2
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Trustee, Various Virtus-affiliated Mutual and Closed-End Funds
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James M. Oates
Year of Birth: 1946
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Trustee
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Trustee since 2013; term expires at the 2014 annual meeting
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Managing Director (since 1994), Wydown Group (consulting firm).
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50
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Trustee, Various Virtus-affiliated Mutual and Closed-End Funds; Chairman and Trustee (since 2005), John Hancock Fund Complex (collectively, 234 portfolios); Director (since 1996) Stifel Financial; Chairman and Director (since 1999), Connecticut River Bank and Director (since 1998), Connecticut River Bancorp; Chairman (since 2000), Emerson Investment Management, Inc.; Director (since 2002), New Hampshire Trust Company; Non-Executive Chairman (2007-2011), Hudson Castle Group, Inc. (formerly IBEX Captial Markets, Inc.) (financial services).
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Class III Trustees
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Name, Year of Birth and Address
(1)
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Position(s) Held with the Funds
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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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Number of Portfolios in Funds Complex
(3)
Overseen by Trustee
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Other Directorships/Trusteeships Held During Past Five Years
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Independent Trustee
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Phillip R. McLoughlin
Year of Birth: 1946
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Trustee, Chairman
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Trustee since 2011; term expires at the 2015 annual meeting
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Partner, CrossPond Partners, LLC (strategy consulting firm) (2006-present); Managing Director, SeaCap Asset Management Fund I, L.P. (2009-2010) and SeaCap Partners, LLC (investment management) (2008-2010).
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63
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Trustee, Various Virtus-affiliated Mutual and Closed-End Funds; Chairman, World Trust Fund (2010-present), Director (1991-President); Chairman and Trustee, Virtus Variable Insurance Trust (formerly The Phoenix Edge Series Fund) (2003-present); Director, DTF Tax-Free Income Fund. Inc., Duff & Phelps Utility and Corporate Bond Trust, Inc. (1996-Present); Director, Duff & Phelps Global Utility Income Fund Inc. (2011-present).
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Interested Trustee
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George R. Aylward
*
Year of Birth: 1964
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Trustee, President
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Trustee since 2011; term expires at the 2015 annual meeting
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Director, President and Chief Executive Officer (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions with Virtus affiliates (since 2005).
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61
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Trustee, Various Virtus-affiliated Mutual and Closed-End Funds
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Class I Trustees
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Name, Year of Birth and Address
(1)
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Position(s) Held with the Funds
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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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Number of Portfolios in Funds Complex Overseen by Trustee
(3)
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Other Directorships/Trusteeships Held During Past Five Years
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Class I Trustees
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Independent Trustee
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Phillip R. McLoughlin
Year of Birth: 1946
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Trustee, Chairman
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Trustee since 2011; term expires at the 2015 annual meeting
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Partner, CrossPond Partners, LLC (strategy consulting firm) (2006-present); Managing Director, SeaCap Asset Management Fund I, L.P. (2009- 2010) and SeaCap Partners, LLC (investment management) (2009-2010).
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63
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Trustee, Various Virtus-affiliated Mutual and Closed-End Funds ; Chairman, World Trust Fund (2010-present), Director (1991-President); Chairman and Trustee, Virtus Variable Insurance Trust (formerly The Phoenix Edge Series Fund) (2003-present); Director, DTF Tax-Free Income Fund. Inc., Duff & Phelps Utility and Corporate Bond Trust, Inc. (1996-Present); Director, Duff & Phelps Global Utility Income Fund Inc. (2011-present).
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Interested Trustee
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George R. Aylward
*
Year of Birth: 1964
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Trustee, President
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Trustee since 2011; term expires at the 2015 annual meeting
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Director, President and Chief Executive Officer (since 2008), Virtus Investment Partners, Inc. and certain of its subsidiaries; various senior officer positions with Virtus affiliates (since 2005).
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61
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Trustee, Various Virtus-affiliated Mutual and Closed-End Funds
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Class II Trustees
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Name, Year of Birth and Address
(1)
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Position(s) Held with the Funds
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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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Number of Portfolios in Funds Complex
(3)
Overseen by Trustee
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Other Directorships/Trusteeships Held During Past Five Years
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Independent Trustee
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Thomas F. Mann
Year of Birth: 1950
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Trustee
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Trustee since 2011; term expires at the 2016 Annual Meeting
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Retired; Managing Director and Group Head Financial Institutions Group, Societe Generale, Sales of Capital Market Solutions and Products (2003-2012)
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2
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Trustee, Various Virtus-affiliated Mutual and Closed-End Funds; Trustee of the Hatteras Funds (9 portfolios) (since 2002)
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Class III Trustees
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Name, Year of Birth and Address
(1)
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Position(s) Held with the Funds
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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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Number of Portfolios in Funds Complex
(3)
Overseen by Trustee
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Other Directorships/Trusteeships Held During Past Five Years
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Independent Trustees
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William R. Moyer
Year of Birth: 1944
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Trustee
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Trustee since 2011; term expires at the 2014 annual meeting
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Partner, CrossPond Partners, LLC (2006-present) (strategy consulting firm); Financial and Operations Principal, Newcastle Distributors LLC (2006-present) (broker-dealer); Managing Director, SeaCap Asset Management Fund I, L.P. (2009-2010) and SeaCap Partners, LLC (investment management) (2008-2010).
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2
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Trustee, Various Virtus-affiliated Mutual and Closed-End Funds
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James M. Oates
Year of Birth: 1946
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Trustee
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Trustee since 2013; term expires at the 2014 annual meeting
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Managing Director (since 1994), Wydown Group (consulting firm).
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50
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Trustee, Various Virtus-affiliated Mutual and Closed-End Funds; Chairman and Trustee (since 2005), John Hancock Fund Complex (collectively, 234 portfolios); Director (since 1996) Stifel Financial; Chairman and Director (since 1999), Connecticut River Bank and Director (since 1998), Connecticut River Bancorp; Chairman (since 2000), Emerson Investment Management, Inc.; Director (since 2002), New Hampshire Trust Company; Non-Executive Chairman (2007-2011), Hudson Castle Group, Inc. (formerly IBEX Captial Markets, Inc.) (financial services).
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Name, Year of Birth and Address
(1)
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Position held with the Funds and Length of Time Served
(2)
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Principal Occupation(s) During Past 5 Years
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Francis G. Waltman
YOB: 1962
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Senior Vice President since 2011
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Executive Vice President, Product Development (since 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions with Virtus affiliates (since 2006); Senior Vice President (since 2008), Virtus Mutual Funds; Senior Vice President (since 2010), Virtus Variable Insurance Trust; and Senior Vice President (since 2011), Virtus Global Multi-Sector Income Fund.
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Nancy J. Engberg
YOB: 1956
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Vice President and Chief Compliance Officer since 2011
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Vice President (since 2008) and Chief Compliance Officer (2008 to 2011), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions with Virtus affiliates (since 2008); Vice President (since 2008) and Chief Compliance Officer (since 2011), Virtus Mutual Funds; Vice President (since 2010), Chief Compliance Officer (since 2011), Virtus Variable Insurance Trust; Vice President and Chief Compliance Officer (since 2011), Virtus Global Multi-Sector Income Fund; Vice President and Chief Compliance Officer, The Zweig Fund Inc. and Zweig Total Return Fund, Inc. (since 2012); and Vice President and Counsel (2003 to 2008), The Phoenix Cos., Inc.
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W. Patrick Bradley
YOB: 1972
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Vice President, Chief Financial Officer and Treasurer since 2011
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Senior Vice President, Fund Services (since 2010), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2006) with Virtus affiliates; Vice President (since 2011), Chief Financial Officer and Treasurer (since 2006), Virtus Mutual Funds; Vice President (since 2011), Chief Financial Officer and Treasurer (since 2004), Virtus Variable Insurance Trust; Vice President, Chief Financial Officer and Treasurer (since 2011), Virtus Global Multi-Sector Income Fund; Vice President (since 2012) and Treasurer (Chief Financial Officer) (since 2007), The Zweig Fund, Inc. and Zweig Total Return Fund, Inc.; and Vice President and Assistant Treasurer (since 2011), Duff & Phelps Global Utility Income Fund Inc.
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William Renahan
YOB: 1969
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Vice President, Chief Legal Officer, and Secretary since 2012
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Vice President, Chief Legal Officer, and Secretary of various Virtus-affiliated closed-end funds (since 2012); Vice President and Assistant Secretary of Duff & Phelps Global Utility Income Fund Inc. (since 2012); and a Managing Director, Legg Mason, Inc. and predecessor firms (1999-2012).
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Name of Trustee
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Dollar Range of Equity Securities in the Fund: VGI
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Dollar Range of Equity Securities in the Fund: DCA
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Aggregate Dollar Range of Equity Securities in All Funds Overseen by Trustees in Family of Registered Investment Companies
*
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Independent Trustees
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Thomas F. Mann
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$10,001-$50,000
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$10,001-$50,000
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$50,001-$100,000
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Philip R. McLoughlin
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$10,001-$50,000
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$10,001-$50,000
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Over $100,000
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William R. Moyer
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$10,001-$50,000
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$10,001-$50,000
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$50,001-$100,000
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James M. Oates
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$10,001-$50,000
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$10,001-$50,000
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Over $100,000
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Interested Trustee
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George R. Aylward
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$10,001-$50,000
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$10,001-$50,000
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Over $100,000
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Name of Trustee
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Aggregate Compensation from the Funds
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Pension or Retirement Benefits Accrued as Part of Funds Expenses
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Estimated Annual Benefits Upon Retirement
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Total Compensation from the Funds and Funds Complex
(2)
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Thomas F. Mann
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$54,000
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N/A
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N/A
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$54,000
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Phillip R. McLoughlin
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$72,500
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N/A
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N/A
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$556,500
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William R. Moyer
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$57,500
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N/A
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N/A
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$57,500
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James M. Oates
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$32,692
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(1)
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N/A
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N/A
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$226,692
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Fiscal Year
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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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2013
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$30,500
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$2,654
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$5,900
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$0
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2012
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$3,050
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$1,401
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$0
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$0
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Fiscal Year
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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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2013
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$26,000
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$2,654
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$5,650
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$0
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2012
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$28,600
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$2,763
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$3,200
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$0
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Title of Class
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Name and Address of Beneficial Ownership
*
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Amount of and Nature of Beneficial Ownership
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Percent of Class
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Common Stock of DCA
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Morgan Stanley
1585 Broadway
New York, NY
10036
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2,132,735
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7.8%
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Common Stock of DCA
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RiverNorth Capital Management, LLC
325 N. LaSale Street Suite 645
Chicago, IL
60654
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1,604,274
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5.8%
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Common Stock of DCA
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Bulldog Investors, LLC
Park 80 West, 250 Pehle Ave. Suite 708
Saddle Brook, NJ 07663
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1,436,076
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5.2%
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Common Stock of
VGI
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UBS AG
Bahnhofstrasse 45
PO Box CH-8021
Zurich, Switzerland
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1,005,671
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8.9%
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Common Stock of
VGI
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Morgan Stanley
1585 Broadway
New York, NY
10036
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639,172
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5.7%
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Very truly yours,
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/s/ William Renahan
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WILLIAM RENAHAN
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Secretary
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Virtus Global Multi-Sector Income Fund
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Virtus Total Return Fund
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1 Year Virtus Total Return Fund Chart |
1 Month Virtus Total Return Fund Chart |
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