US Mortgage-Backed Fund Sets Jan 29 Virtual Shareholder Meeting
| Field | Detail |
|---|---|
| Company | US Mortgage-Backed & Income Fund For Puerto Rico Residents, Inc. |
| Form Type | DEF 14A |
| Filed Date | Dec 23, 2025 |
| Risk Level | low |
| Pages | 16 |
| Reading Time | 19 min |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: Proxy Statement, Board Election, Shareholder Meeting, Corporate Governance, Puerto Rico Fund, Virtual Meeting, DEF 14A
TL;DR
**This is a standard, low-drama proxy filing for a Puerto Rico-focused fund; vote for the Board's nominees and move on.**
AI Summary
The U.S. Mortgage-Backed & Income Fund for Puerto Rico Residents, Inc. is holding its 2026 Annual Meeting of Shareholders virtually on January 29, 2026, at 11:30 a.m. Atlantic Standard Time. The primary purpose of this meeting is to elect four directors to the Fund's Board of Directors. The Board recommends voting 'FOR ALL' the nominated directors: Carlos J. Nido (term expires 2029, Class III), Luis M. Pellot (term expires 2029, Class III), Jorge I. Vallejo (term expires 2028, Class II), and Gabriel Pagán Pedrero (term expires 2027, Class I). Shareholders of record as of December 10, 2025, are eligible to vote, with 10,681,375 shares of common stock outstanding on that date. The Fund's Annual Report for the fiscal year ended September 30, 2025, which includes audited financial statements, has been mailed to shareholders. The filing emphasizes the importance of shareholder participation, urging them to vote by Internet, mail, or virtually at the meeting by registering at https://viewproxy.com/UBSPuertoRico/broadridgevsm/ by January 27, 2026.
Why It Matters
This DEF 14A filing outlines the upcoming annual meeting for a specialized fund targeting Puerto Rico residents, highlighting the routine election of four directors. For investors, this ensures governance continuity and allows them to exercise their voting rights on the Board's composition, which directly influences the fund's strategic direction and oversight of its mortgage-backed and income-generating assets. The virtual format reflects a broader market trend towards accessibility, potentially increasing shareholder engagement. In a competitive landscape, effective governance is crucial for maintaining investor confidence and ensuring the fund's long-term stability and performance, particularly given its specific geographic focus.
Risk Assessment
Risk Level: low — The filing is a routine Definitive Proxy Statement (DEF 14A) primarily for the election of four directors. There are no indications of contentious proposals, significant corporate actions, or financial distress. The Board of Directors unanimously recommends voting 'FOR ALL' the nominees, suggesting a lack of internal conflict regarding leadership.
Analyst Insight
Investors should review the nominated directors' backgrounds to ensure they align with the fund's objectives and vote 'FOR ALL' as recommended by the Board, or withhold votes for specific nominees if concerns exist. Ensure your vote is cast by January 27, 2026, via internet or mail, especially if you do not plan to attend the virtual meeting on January 29, 2026.
Key Numbers
- 2026-01-29 — Annual Meeting Date (Date of the virtual shareholder meeting)
- 11:30 a.m. — Meeting Time (Atlantic Standard Time for the 2026 Annual Meeting)
- 2025-12-10 — Record Date (Shareholders of record on this date are entitled to vote)
- 4 — Number of Directors (Number of directors to be elected at the 2026 Annual Meeting)
- 10,681,375 — Shares Outstanding (Total common stock shares outstanding as of December 10, 2025)
- 2025-09-30 — Fiscal Year End (Date of the fiscal year for which audited financial statements were mailed)
- 2025-12-23 — Mailing Date (Approximate date the Proxy Statement was first mailed to shareholders)
- 2026-01-27 — Registration Deadline (Deadline for shareholders to register for the virtual meeting)
Key Players & Entities
- U.S. Mortgage-Backed & Income Fund for Puerto Rico Residents, Inc. (company) — Registrant
- Liana Loyola (person) — Secretary of the Board of Directors
- Edward Ramos (person) — Designated proxy holder
- Maria L. Vilaró (person) — Designated proxy holder
- Carlos J. Nido (person) — Nominee for Director, term expires 2029
- Luis M. Pellot (person) — Nominee for Director, term expires 2029
- Jorge I. Vallejo (person) — Nominee for Director, term expires 2028
- Gabriel Pagán Pedrero (person) — Nominee for Director, term expires 2027
- SEC (regulator) — Securities and Exchange Commission
- Broadridge (company) — Virtual meeting platform provider
FAQ
When is the U.S. Mortgage-Backed & Income Fund for Puerto Rico Residents, Inc. 2026 Annual Meeting?
The 2026 Annual Meeting of Shareholders for the U.S. Mortgage-Backed & Income Fund for Puerto Rico Residents, Inc. is scheduled to be held virtually on January 29, 2026, at 11:30 a.m. Atlantic Standard Time.
What is the primary purpose of the U.S. Mortgage-Backed & Income Fund's 2026 Annual Meeting?
The primary purpose of the 2026 Annual Meeting is to elect four directors to the Fund's Board of Directors, as detailed in PROPOSAL 1 of the proxy statement.
Who are the nominees for director at the U.S. Mortgage-Backed & Income Fund's 2026 Annual Meeting?
The four nominees for director are Carlos J. Nido (term expires 2029), Luis M. Pellot (term expires 2029), Jorge I. Vallejo (term expires 2028), and Gabriel Pagán Pedrero (term expires 2027).
How does the Board of Directors recommend shareholders vote on the director election for the U.S. Mortgage-Backed & Income Fund?
The Board of Directors, including all Independent Directors, recommends that shareholders vote 'FOR ALL' the proposal to elect Carlos J. Nido, Luis M. Pellot, Gabriel Pagán Pedrero, and Jorge I. Vallejo as Directors of the Fund.
What is the record date for voting at the U.S. Mortgage-Backed & Income Fund's 2026 Annual Meeting?
The record date for determining shareholders entitled to notice of and to vote at the 2026 Annual Meeting is the close of business on December 10, 2025.
How many shares of common stock were outstanding for the U.S. Mortgage-Backed & Income Fund on the record date?
On the record date of December 10, 2025, there were 10,681,375 shares of common stock outstanding for the U.S. Mortgage-Backed & Income Fund for Puerto Rico Residents, Inc.
How can shareholders of the U.S. Mortgage-Backed & Income Fund vote if they cannot attend the virtual meeting?
Shareholders can vote by Internet at www.proxyvote.com using their 16-digit control number, or by signing and mailing back the accompanying proxy card. They can also register to vote at the virtual meeting by January 27, 2026.
What happens if a shareholder returns their proxy card for the U.S. Mortgage-Backed & Income Fund without indicating a vote?
If a proxy card is returned validly executed without indicating how shares should be voted, the shares will be voted 'FOR ALL' the Director Nominees and, at the discretion of the proxies, for any other business that may properly come before the meeting.
What is the deadline to register for the U.S. Mortgage-Backed & Income Fund's virtual 2026 Annual Meeting?
Shareholders must register at https://viewproxy.com/UBSPuertoRico/broadridgevsm/ no later than 5:00 p.m. Atlantic Standard Time (4:00 p.m. Eastern Standard Time) on January 27, 2026, to attend and vote at the 2026 Annual Meeting.
What is the quorum requirement for the U.S. Mortgage-Backed & Income Fund's 2026 Annual Meeting?
A quorum for the 2026 Annual Meeting requires the presence, virtually or by proxy, of holders of more than one-half of the outstanding shares of common stock.
Industry Context
The U.S. Mortgage-Backed & Income Fund for Puerto Rico Residents, Inc. operates within the financial services sector, specifically focusing on mortgage-backed securities. This sector is influenced by interest rate environments, housing market dynamics, and regulatory changes. Funds specializing in mortgage-backed income aim to provide stable returns through interest payments from underlying mortgages.
Regulatory Implications
As a U.S. registered investment company, the Fund is subject to regulations by the Securities and Exchange Commission (SEC) and potentially other financial regulatory bodies. Compliance with proxy solicitation rules, disclosure requirements, and corporate governance standards is critical for maintaining shareholder trust and operational integrity.
What Investors Should Do
- Review the Proxy Statement and Annual Report for the fiscal year ended September 30, 2025, to understand the proposals and director nominees.
- Vote your shares by January 27, 2026, by Internet, mail, or virtually at the meeting to ensure your voice is heard.
- Register for the virtual meeting at https://viewproxy.com/UBSPuertoRico/broadridgevsm/ by January 27, 2026, if you plan to attend and vote remotely.
Key Dates
- 2026-01-29: 2026 Annual Meeting of Shareholders — Shareholders will vote on the election of four directors and other business. The meeting will be held virtually.
- 2025-12-10: Record Date — Shareholders of record on this date are entitled to vote at the 2026 Annual Meeting.
- 2025-09-30: Fiscal Year End — The date of the fiscal year for which audited financial statements were included in the Annual Report mailed to shareholders.
- 2025-12-23: Mailing Date — Approximate date the Proxy Statement was first mailed to shareholders, initiating the proxy solicitation period.
- 2026-01-27: Registration Deadline for Virtual Meeting — Shareholders must register by this date to receive login information and instructions for attending and voting at the virtual meeting.
Glossary
- DEF 14A
- A Schedule 14A filing, also known as a Definitive Proxy Statement, is a document filed with the U.S. Securities and Exchange Commission (SEC) by publicly traded companies when soliciting shareholder votes. (This document contains the official notice of the annual meeting, details on director nominees, and instructions for shareholders on how to vote.)
- Proxy
- A legal document that authorizes another person to act on behalf of the shareholder, typically to vote shares at a shareholder meeting. (Shareholders can use the proxy to vote electronically, by mail, or to appoint a representative to vote on their behalf at the virtual meeting.)
- Record Date
- A specific date set by a company to determine which shareholders are eligible to receive dividends, vote on corporate matters, or receive other distributions. (Shareholders must own stock as of December 10, 2025, to be eligible to vote at the January 29, 2026, Annual Meeting.)
- Quorum
- The minimum number of shareholders or shares required to be present at a meeting for business to be legally transacted. (More than one-half of the outstanding shares of common stock must be represented virtually or by proxy to constitute a quorum for the meeting.)
- Class III Director
- In a staggered board structure, directors are divided into classes, with each class elected for a multi-year term. Class III refers to one of these groups. (Carlos J. Nido and Luis M. Pellot are nominated as Class III directors with terms expiring in 2029.)
Year-Over-Year Comparison
This filing is a proxy statement for the 2026 Annual Meeting of Shareholders, primarily focused on the election of directors. Specific comparative financial data against a prior filing is not detailed within this document. However, it references the Annual Report for the fiscal year ended September 30, 2025, which would contain the financial performance metrics for that period.
Filing Stats: 4,873 words · 19 min read · ~16 pages · Grade level 9.8 · Accepted 2025-12-23 16:27:33
Filing Documents
- ea0270491-01_def14a.htm (DEF 14A) — 236KB
- 0001213900-25-125353.txt ( ) — 237KB
From the Filing
DEF 14A 1 ea0270491-01_def14a.htm DEF 14A 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 Filed by the 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 §240.14a-2 U.S. Mortgage-Backed & Income Fund for Puerto Rico Residents, Inc. (Name of Registrant as Specified In Its Charter) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee amount computed on table in exhibit as required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. U.S. Mortgage-Backed & Income Fund for Puerto Rico Residents, Inc. 250 Muñoz Rivera Avenue American International Plaza, Tenth Floor San Juan, Puerto Rico 00918 NOTICE OF 2026 ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JANUARY 29, 2026 To the shareholders of the U.S. Mortgage-Backed & Income Fund for Puerto Rico Residents, Inc.: NOTICE IS HEREBY GIVEN that the 2026 Annual Meeting of Shareholders (including any adjournments or postponements thereof, the “2026 Annual Meeting”) of the U.S. Mortgage-Backed & Income Fund for Puerto Rico Residents, Inc., a Puerto Rico corporation (the “Fund”), is scheduled to be held virtually on January 29, 2026, at 11:30 a.m. Atlantic Standard Time (10:30 a.m. Eastern Standard Time) for the following purposes: 1. To elect four directors of the Fund (PROPOSAL 1); and 2. To transact such other business as may properly come before the 2026 Annual Meeting or any adjournment or postponement thereof. The items mentioned above are discussed in greater detail in the attached Proxy Statement. Any shareholder wishing to participate in the 2026 Annual Meeting by means of remote communication can do so. If you were a record holder of shares of common stock of the Fund as of the close of business on the record date, December 10, 2025, please register at https://viewproxy.com/UBSPuertoRico/broadridgevsm / no later than 5:00 p.m. Atlantic Standard Time (4:00 p.m. Eastern Standard Time) on January 27, 2026 to attend and vote at the 2026 Annual Meeting. Broadridge will then e-mail you the login information and instructions for attending and voting at the 2026 Annual Meeting. Only holders of record of shares of the Fund’s common stock at the close of business on December 10, 2025 are entitled to receive this notice and vote at the 2026 Annual Meeting the shares held of record in their name on such date. YOUR VOTE IS IMPORTANT REGARDLESS OF THE SIZE OF YOUR HOLDINGS IN THE FUND. WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING, WE ASK THAT YOU PLEASE COMPLETE, SIGN AND DATE THE PROXY CARD DELIVERED TO YOU AND RETURN IT PROMPTLY. RETURNING YOUR PROXY CARD WILL NOT PREVENT YOU FROM VOTING AT THE MEETING, BUT WILL ENSURE THAT YOUR VOTE IS COUNTED IF YOU ARE UNABLE TO ATTEND. INSTRUCTIONS FOR THE PROPER EXECUTION OF THE PROXIES ARE SET FORTH ON THE FOLLOWING PAGE. In San Juan, Puerto Rico, this 23rd day of December, 2025. By Order of the Board of Directors: /s/ Liana Loyola Liana Loyola Secretary INSTRUCTIONS FOR SIGNING PROXY CARDS The following general rules for signing proxy cards may be of assistance to you and avoid the invalidation of your vote if you fail to sign your proxy card properly. 1. Individual Accounts: Sign your name exactly as it appears in the registration section on the proxy card. 2. Joint Accounts: Either party may sign, but the name of the party signing should conform exactly to a name shown in the registration section. 3. 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: Registration Valid Signature Corporate Accounts (1) ABC Corp. ABC Corp. (2) ABC Corp. John Doe, Treasurer (3) ABC Corp. John Doe c/o John Doe, Treasurer Trust Accounts (1) ABC Trust Jane B. Doe, Trustee (2) Jane B. Doe, Trustee Jane Doe u/t/d 12/28/78 Custodial of Estate Accounts (1) John B. Smith, Cust. John B. Smith f/b/o John B. Smith, Jr. (2) John B. Smith John B. Smith, Jr., Executor U.S. Mortgage-Backed & Income Fund for Puerto Rico Residents, Inc. 250 Muñoz Rivera Avenue American International Plaza, Tenth Floor San Juan, Puerto Rico 00918 PROXY THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS The undersigned hereby appoints Mr. Edward Ramos and Ms. Maria L. Vilaró as proxies, each with the power to appoint his or her substitute, and hereby authorizes each of them to represent the undersigned and to vote, as designated on the reverse hereof, all shares of common stock o