Korea Fund Seeks Re-election of Chairman Julian Reid at Annual Meeting

TL;DR

**KF's board is playing it safe, pushing for the re-election of their long-time chairman, signaling no major shake-ups are coming.**

AI Summary

The Korea Fund, Inc. (KF) is holding its Annual Meeting of Stockholders on October 22, 2025, at JPMorgan's offices in New York, NY. The primary agenda is the re-election of Mr. Julian Reid as a Class I Director for a three-year term. Mr. Reid, who has served as a Director and Chairman of the Board since 2004, is also Chairman of the Governance Nominating and Remuneration Committee and the Executive Committee. The Board, composed entirely of four Independent Directors, unanimously recommends voting 'FOR' his re-election. As of August 15, 2025, there were 4,158,348 shares of common stock outstanding. Significant beneficial owners include City of London Investment Group PLC with 31.8% (1,322,098 shares), Lazard Ltd with 13.8% (575,455 shares), and Ohio Public Employees Retirement System with 6.2% (258,318 shares). Directors receive an annual retainer fee of $57,000, with the Chairman receiving an additional $14,000, and the Audit and Compliance Committee Chairman an extra $8,000. The Fund's officers, including President and CEO Simon J. Crinage, are compensated by the Manager, JPMorgan Asset Management (Asia Pacific) Limited, not directly by the Fund.

Why It Matters

This DEF 14A filing signals business as usual for The Korea Fund, Inc., focusing on routine director re-election rather than strategic shifts or major financial disclosures. For investors, the stability of the board, particularly the re-election of long-standing Chairman Julian Reid, suggests continuity in governance and oversight, which can be reassuring in a closed-end fund structure. The significant ownership stakes by institutional investors like City of London Investment Group PLC (31.8%) highlight concentrated influence, meaning their voting decisions will heavily sway the outcome. In a competitive landscape, a stable board can be seen as a positive, but the lack of new blood or strategic initiatives in this filing might also be viewed as a missed opportunity for fresh perspectives.

Risk Assessment

Risk Level: low — The risk level is low as the filing primarily concerns a routine director re-election, with no indication of contentious proposals, financial distress, or significant operational changes. The Board is composed solely of Independent Directors, and the proposal is unanimously recommended, suggesting a stable governance environment.

Analyst Insight

Investors should vote 'FOR' the re-election of Julian Reid if they are satisfied with the current governance and performance of The Korea Fund, Inc. Given the routine nature of this proposal, no immediate trading action is warranted based solely on this filing, but shareholders should review the annual report for financial performance.

Key Numbers

• October 22, 2025 — Annual Meeting Date (Date for the Annual Meeting of Stockholders)
• August 15, 2025 — Record Date (Date for determining stockholders entitled to vote)
• 4,158,348 — Shares Outstanding (Total common stock shares outstanding as of the Record Date)
• 31.8% — City of London Investment Group PLC Ownership (Percentage of outstanding shares owned by City of London Investment Group PLC)
• 13.8% — Lazard Ltd Ownership (Percentage of outstanding shares owned by Lazard Ltd)
• $57,000 — Annual Director Retainer Fee (Base annual retainer fee for Directors)
• $14,000 — Additional Chairman Fee (Additional annual retainer fee for the Chairman of the Board)
• $8,000 — Additional Audit Committee Chairman Fee (Additional annual fee for the Chairman of the Audit and Compliance Committee)
• 2004 — Julian Reid's First Director Year (Year Julian Reid first became a Director of the Fund)
• 4 — Number of Directors (Total number of Directors on the Fund's Board)

Key Players & Entities

• Julian Reid (person) — Class I Director, Chairman of the Board, Chairman of the Governance Nominating and Remuneration Committee, Chairman of the Executive Committee
• The Korea Fund, Inc. (company) — Registrant
• JPMorgan (company) — Location of Annual Meeting, Manager of the Fund
• City of London Investment Group PLC (company) — Beneficial owner of 31.8% of outstanding shares
• Lazard Ltd (company) — Beneficial owner of 13.8% of outstanding shares
• Ohio Public Employees Retirement System (company) — Beneficial owner of 6.2% of outstanding shares
• Matthew Sippel, CFA (person) — Class II Director, Chairman of the Contracts Committee and Investment Committee
• Richard A. Silver (person) — Class III Director, Chairman of the Audit and Compliance Committee and Valuation Committee
• Yan Hu (person) — Class III Director
• Simon J. Crinage (person) — President and Chief Executive Officer of the Fund

FAQ

Industry Context

The Korea Fund, Inc. operates within the closed-end fund industry, specifically focusing on investments in South Korean equities. This sector is influenced by global economic conditions, geopolitical developments in the Korean peninsula, and the performance of the South Korean economy and its major industries like technology and manufacturing.

Regulatory Implications

As a registered investment company, The Korea Fund, Inc. is subject to SEC regulations, including proxy solicitation rules and disclosure requirements. Compliance with these regulations is crucial for maintaining shareholder trust and operational integrity.

What Investors Should Do

1. Review the Proxy Statement for details on Mr. Julian Reid's re-election and his qualifications.
2. Vote 'FOR' the re-election of Mr. Julian Reid as a Class I Director, as recommended by the Board.
3. Ensure your proxy is submitted by mail, internet, or telephone before the Annual Meeting on October 22, 2025, to ensure your vote is counted.
4. Note that abstentions and broker non-votes will count as a vote against the director nominee.

Key Dates

• 2025-10-22: Annual Meeting of Stockholders — Date for the election of directors and other business. Stockholders can vote in person or by proxy.
• 2025-08-15: Record Date — Determines which stockholders are entitled to vote at the Annual Meeting. 4,158,348 shares were outstanding on this date.
• 2025-08-29: Date of Notice — The date the Notice of Annual Meeting of Stockholders was issued.
• 2025-08-31: Mailing Date of Proxy Materials — Proxy Statement and Annual Report are mailed to stockholders, making materials available.

Glossary

DEF 14A

A filing with the SEC that provides detailed information for the annual meeting of shareholders, including information about director nominees, executive compensation, and voting matters. (This document is the DEF 14A for The Korea Fund, Inc., outlining the agenda and details for its annual meeting.)

Proxy Statement

A document that the SEC requires companies to provide to shareholders before their annual meeting. It contains information about the matters to be voted on. (This document is the Proxy Statement for The Korea Fund, Inc., detailing the proposal for director re-election and other meeting information.)

Class I Director

In a staggered board structure, directors are divided into classes, with each class elected for a three-year term. Class I directors are up for election in a specific year. (The primary agenda item is the re-election of Mr. Julian Reid as a Class I Director for a three-year term.)

Record Date

A specific date set by a company to determine which shareholders are eligible to receive notice of and vote at a shareholder meeting. (August 15, 2025, is the Record Date for The Korea Fund, Inc.'s annual meeting, establishing the list of eligible voters.)

Broker Non-Vote

A ballot that is cast by a broker or nominee that has the authority to vote on one or more executive compensation, director elections, or other specified matters, but does not have instructions from the beneficial owner or is not permitted to vote on a particular proposal. (Broker non-votes are treated as present but not voted for quorum purposes and will have the effect of a vote against the director nominee.)

Year-Over-Year Comparison

This filing is for the 2025 Annual Meeting. Specific comparative financial data or risk factor changes from a previous filing are not detailed within this proxy statement, which primarily focuses on the upcoming director election and meeting logistics. The key information provided pertains to the current year's meeting agenda and director nominations.

Key Financial Figures

• $1 — of Investment Companies* Julian Reid $1 - $10,000 $1 - $10,000 Yan Hu $10,
• $10,000 — vestment Companies* Julian Reid $1 - $10,000 $1 - $10,000 Yan Hu $10,001 - $50,
• $10,001 — $1 - $10,000 $1 - $10,000 Yan Hu $10,001 - $50,000 $10,001 - $50,000 Richard
• $50,000 — ,000 $1 - $10,000 Yan Hu $10,001 - $50,000 $10,001 - $50,000 Richard A. Silver
• $50,001 — $10,001 - $50,000 Richard A. Silver $50,001 - $100,000 $50,001 - $100,000 Matth
• $100,000 — $50,000 Richard A. Silver $50,001 - $100,000 $50,001 - $100,000 Matthew J. Sippe
• $100,000 M — Silver $50,001 - $100,000 $50,001 - $100,000 Matthew J. Sippel $10,001 - $50,000 $1
• $57,000 — ctors receive an annual retainer fee of $57,000, except the Chairman of the Board, who
• $14,000 — f the Board, who receives an additional $14,000 annual retainer fee. The Chairman of
• $8,000 — liance Committee receives an additional $8,000 annual fee for serving in that capacity
• $2,500 — . Each Director's annual fee includes a $2,500 attendance fee. Each Independent Direct
• $3,000 — or receives a fee, paid by the Fund, of $3,000 per special Directors' meeting attended
• $1,000 — tors' meeting attended in person and of $1,000 per special telephonic Directors' meeti
• $2,000 — eceive a per diem fee for a full day of $2,000 or a pro-rated fee for a lesser period
• $5,000 m — or which compensation will be less than $5,000 may be approved in advance by the Chairma

Filing Documents

• d924060ddef14a.htm (DEF 14A) — 147KB
• g924060g03j29.jpg (GRAPHIC) — 39KB
• g924060snap1.jpg (GRAPHIC) — 137KB
• g924060snap2.jpg (GRAPHIC) — 11KB
• 0001193125-25-192362.txt ( ) — 404KB

From the Filing

DEF 14A 1 d924060ddef14a.htm FORM DEF 14A Form DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the RegistrantFiled 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 Section 240.14a THE KOREA FUND, INC. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than 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: Dear Fellow Stockholders: The Annual Meeting of Stockholders (the "Annual Meeting") of The Korea Fund, Inc. (the "Fund") is to be held at the offices of JPMorgan, 383 Madison Ave, 13th Floor, New York NY 10179, at 10:30 a.m., Eastern time, on Wednesday, October 22, 2025 . A Proxy Statement regarding the Annual Meeting, a proxy card for your vote at the Annual Meeting, and an envelope – postage-prepaid – in which to return your proxy card are enclosed. You may also vote through the Internet or by telephone by following the instructions on the enclosed proxy card. At the Annual Meeting, your Board will be seeking your support to re-elect one Class I Director, Mr. Julian Reid (the "Proposal"). Your Board has three classes of Directors, each class serving for a three-year term. Your Board has carefully considered the Proposal and recommends that you vote in favor of the nominee for Class I Director. Your Board looks forward to meeting stockholders at the Annual Meeting, at which time we shall be available to discuss any issues of interest to you with regard to our Fund. Yours very sincerely, Julian Reid Chairman of the Board STOCKHOLDERS ARE URGED TO SIGN AND DATE THE ENCLOSED PROXY CARD AND MAIL IT IN THE ENCLOSED POSTAGE-PREPAID ENVELOPE, OR TO VOTE THROUGH THE INTERNET OR BY TELEPHONE, SO AS TO ENSURE A QUORUM AT THE MEETING. THIS IS IMPORTANT WHETHER YOU OWN FEW OR MANY SHARES. THE KOREA FUND, INC. Notice of Annual Meeting of Stockholders To the Stockholders of The Korea Fund, Inc.: Please take notice that the Annual Meeting of Stockholders (the "Meeting") of The Korea Fund, Inc. (the "Fund") has been called to be held at the offices of JPMorgan, 383 Madison Ave, 13th Floor, New York NY 10179 on Wednesday, October 22, 2025 at 10:30 a.m., Eastern time, 1. To elect one Class I Director of the Fund, to hold office for a term of three years and until his successor has been duly elected and qualified; and 2. To transact such other business as may properly come before the Meeting or any adjournments or postponements thereof. The Board of Directors has fixed the close of business on August 15, 2025 as the record date for the determination of stockholders entitled to notice of, and to vote at, the Meeting or any postponement or adjournment thereof. The enclosed proxy is being solicited on behalf of the Board of Directors. By order of the Board of Directors of the Fund Paul Winship Secretary London, United Kingdom August 29, 2025 It is important that your shares be represented at the Meeting in person or by proxy, no matter how many shares you own. If you do not expect to attend the Meeting, please complete, date, sign and return the applicable enclosed proxy or proxies in the accompanying envelope, which requires no postage if mailed in the United States, or vote through the Internet or by telephone. Please mark and mail your proxy or proxies, or vote through the Internet or by telephone, promptly in order to save the Fund any additional costs of further proxy solicitations and in order for the Meeting to be held as scheduled. PROXY STATEMENT GENERAL This Proxy Statement is fu

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