Atlas Fund Seeks Re-Election of Board, Highlights Director Holdings

TL;DR

**Atlas U.S. Tactical Income Fund is pushing for a rubber-stamp re-election of its board, signaling business as usual with significant insider ownership.**

AI Summary

Atlas U.S. Tactical Income Fund, Inc. (the Company) is holding its Annual Meeting of Shareholders on January 28, 2026, to elect four members to its Board of Directors. The Board, currently comprised of four directors, including three Independent Directors and one Interested Director, unanimously recommends shareholders vote FOR ALL nominees. The Independent Directors, Eduardo Inclán, Fernando J. Nido, and Jorge Padilla, each receive an annual stipend of $10,000. Paul Hopgood, the Interested Director, also serves as President of the Company and President of Atlas Asset Management LLC, the Company's investment adviser. As of December 15, 2025, the Directors and Officers as a group beneficially held $2,341,052 of the outstanding Class A shares. The Board met four times during the fiscal year ended September 30, 2025, and the Audit Committee met three times. The Company emphasizes the importance of shareholder voting by mail, Internet, or telephone to avoid unnecessary expense and delay.

Why It Matters

This DEF 14A filing outlines the routine re-election of the Board of Directors for Atlas U.S. Tactical Income Fund, Inc., a critical governance event for investors. The unanimous recommendation for all four incumbent directors, including three independent directors and one interested director, suggests stability in leadership. For investors, the beneficial ownership of $2,341,052 in Class A shares by the Directors and Officers as a group signals alignment of interests, potentially fostering confidence. The competitive context within the investment fund industry means strong, consistent governance is vital for attracting and retaining capital, and this filing indicates a continuation of the current oversight structure.

Risk Assessment

Risk Level: low — The risk level is low as this is a routine DEF 14A filing for the annual election of directors, with no contentious proposals or significant changes indicated. The Board unanimously recommends the re-election of all four incumbent directors, suggesting stability and continuity in governance. There are no disclosed financial risks or operational changes that would elevate the risk profile.

Analyst Insight

Investors should review the qualifications of the nominated directors to ensure they align with their investment philosophy and governance expectations. Given the routine nature and unanimous board recommendation, a 'FOR' vote is likely the path of least resistance, but shareholders should still exercise their right to vote.

Executive Compensation

Key Numbers

• $2.34M — Beneficial ownership by Directors and Officers (Represents alignment of interests with shareholders, held in Class A shares as of December 15, 2025.)
• 4 — Number of Directors (The Board is currently comprised of four directors, with three being Independent Directors.)
• 3 — Number of Independent Directors (Ensures a majority of independent oversight on the Board.)
• 1 — Number of Interested Directors (Paul Hopgood serves as the sole Interested Director.)
• 4 — Board Meetings (Total meetings held during the fiscal year ended September 30, 2025.)
• 3 — Audit Committee Meetings (Total meetings held during the fiscal year ended September 30, 2025.)
• $10,000 — Independent Director Annual Stipend (Compensation for each Independent Director for the fiscal year ended September 30, 2025.)

Key Players & Entities

• Atlas U.S. Tactical Income Fund, Inc. (company) — Registrant
• Paul Hopgood (person) — President and Director, Interested Director, President of Atlas Asset Management LLC
• Eduardo Inclán (person) — Independent Director, Founder and Managing Director, Bluhaus Capital, LLC
• Fernando J. Nido (person) — Independent Director, Independent Consultant, Former Managing Partner, Deloitte Puerto Rico
• Jorge Padilla (person) — Independent Director, CPA, Director, Converge RE, Lead Independent Director
• Pedro Gonzalez (person) — Vice President, Secretary and Treasurer
• Timothy Shaloo (person) — Chief Compliance Officer
• Atlas Asset Management, LLC (company) — Investment Adviser
• $2,341,052 (dollar_amount) — Aggregate beneficial ownership of Class A shares by Directors and Officers as of December 15, 2025
• $10,000 (dollar_amount) — Annual stipend for each Independent Director

FAQ

Industry Context

The Atlas U.S. Tactical Income Fund operates within the regulated investment company sector, specifically focusing on income generation. This sector is characterized by a need for robust governance and compliance with regulations like the Investment Company Act of 1940. Competition often centers on yield, risk management, and tactical asset allocation strategies to navigate market conditions.

Regulatory Implications

The Fund must adhere to the Investment Company Act of 1940, which dictates requirements for board composition, including a majority of independent directors, and defines 'interested persons.' Compliance with these regulations is crucial for maintaining operational integrity and investor trust.

What Investors Should Do

1. Review the nominees for the Board of Directors and vote FOR all nominees as recommended by the Board to ensure continuity and experienced oversight.
2. Vote by mail, Internet, or telephone as instructed on the proxy card to ensure your vote is counted efficiently and to avoid unnecessary expenses for the Company.
3. Note that beneficial ownership by Directors and Officers as a group was $2,341,052 in Class A shares as of December 15, 2025, indicating alignment of interests.

Key Dates

• 2025-12-15: Record Date for Annual Meeting — Shareholders as of this date are entitled to vote at the January 28, 2026 meeting.
• 2026-01-28: Annual Meeting of Shareholders — Shareholders will vote on the election of four directors and any other business properly brought before the meeting.

Glossary

DEF 14A

A filing required by the U.S. Securities and Exchange Commission (SEC) that provides detailed information to shareholders about matters to be voted on at an annual or special meeting. (This document is the proxy statement for the Atlas U.S. Tactical Income Fund's annual meeting.)

Independent Director

A director who is not an 'interested person' of the company or its investment adviser, as defined by the Investment Company Act of 1940. This ensures objective oversight. (Three of the four directors are Independent Directors, providing independent oversight of the Fund's operations.)

Interested Director

A director who is considered an 'interested person' due to business or professional relationships with the company or its investment adviser. (Paul Hopgood is the sole Interested Director, also serving as President of the Company and its investment adviser.)

1940 Act

The Investment Company Act of 1940, a U.S. federal law that regulates the organization of companies, including mutual funds, that engage primarily in investing, reinvesting, and trading in securities, and whose primary trading purpose is not the speculation or trading of securities. (The Act defines 'interested persons' and governs the oversight responsibilities of the Board of Directors.)

Year-Over-Year Comparison

This filing pertains to the annual meeting on January 28, 2026, and does not contain comparative financial data from a previous fiscal year's filing. Key information provided includes the nomination of four directors, with three being independent, and the compensation structure for independent directors ($10,000 annually). The beneficial ownership of directors and officers is also detailed as of December 15, 2025.

Key Financial Figures

• $51 million — ket Fund, Inc., and is a manager of the $51 million Bluhaus Small Business Fund L.P. SBIC F
• $10,000 — s an annual stipend from the Company of $10,000, plus reimbursement of expenses for att
• $2,341,052 — Directors and Officers as a group held $2,341,052 of the outstanding Class A shares and l
• $0 — dent Directors Eduardo Inclán $0 $0 Fernando Nido over $100,000 ove
• $100,000 — án $0 $0 Fernando Nido over $100,000 over $100,000 Jorge Padilla over $1
• $23,500 — 1 Tax Fees 2 All Other Fees 3 2025 $23,500 $0 $0 2024 $22,400 $0 $0 1. Au
• $22,400 — Fees 3 2025 $23,500 $0 $0 2024 $22,400 $0 $0 1. Audit Fees are fees for pr

Filing Documents

• atlas-proxy_statement.htm (DEF 14A) — 164KB
• at001_v1.jpg (GRAPHIC) — 5KB
• at002_v1.jpg (GRAPHIC) — 5KB
• at003_v1.jpg (GRAPHIC) — 5KB
• at004_v1.jpg (GRAPHIC) — 2KB
• at005_v1.jpg (GRAPHIC) — 2KB
• at006_v1.jpg (GRAPHIC) — 1KB
• 0001580642-25-008087.txt ( ) — 194KB
• S000072935
• C000229637
• C000229638

From the Filing

DEF 14A 1 atlas-proxy_statement.htm DEF 14A UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-12 ATLAS U.S. TACTICAL INCOME FUND, INC. (Name of Registrant as Specified in Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check the appropriate box): x No fee required. o Fee computed on table below per Exchange Act Rules 14a-6(i)(4) 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: o Fee paid previously with preliminary materials: o 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: ATLAS U.S. TACTICAL INCOME FUND, INC. Buchanan Office Center, Suite 201, Road 165 #40 Guaynabo, Puerto Rico 00968 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To Be Held on January 28, 2026 To the Shareholders of Atlas U.S. Tactical Income Fund, Inc.: NOTICE IS HEREBY GIVEN THAT the Annual Meeting of Shareholders of Atlas U.S. Tactical Income Fund, Inc. (the Company), a Puerto Rico corporation, will be held at the offices of the Company, Buchanan Office Center, Suite 201, Road 165 #40, Guaynabo, Puerto Rico 00968, on January 28, 2026 at 10:00 a.m., Atlantic Time (the Meeting), for the following purposes (each, a Proposal): 1. To elect four members of the Board of Directors of the Company to serve until the next annual meeting of shareholders or until their successors are elected and qualified. 2. To transact any other business that may properly come before the Meeting or any adjournment thereof in the discretion of the proxies or their substitutes. The Board of Directors has fixed the close of business on December 15, 2025, as the record date for the determination of shareholders entitled to notice of, and to vote, at the Meeting or any adjournments thereof. The Board unanimously recommends that you cast your vote FOR ALL on the Proposal to elect the nominees to the Board of Directors of the Company. The Company has enclosed a copy of the proxy statement and proxy card. A copy of the Notice of Shareholder Meeting, the Proxy Statement and Proxy Voting Ballot are available at https://vote.proxyonline.com/ultimus/docs/atlas2026.pdf . To ensure your representation at the Meeting, please complete the enclosed proxy and return it promptly in the accompanying envelope or by calling the number listed on your proxy card whether or not you expect to be present at the Meeting. We urge all shareholders to take advantage of voting by mail, Internet or telephone (separate instructions are listed on the enclosed proxy card to vote by telephone or through the Internet). If you attend the Meeting, you may revoke your proxy and vote your shares in person. YOUR VOTE IS IMPORTANT. PLEASE VOTE BY TELEPHONE OR THROUGH THE INTERNET BY FOLLOWING THE INSTRUCTIONS ON YOUR PROXY CARD TO AVOID UNNECESSARY EXPENSE AND DELAY. YOU MAY ALSO EXECUTE THE ENCLOSED PROXY AND RETURN IT PROMPTLY IN THE ENCLOSED ENVELOPE. THE PROXY IS REVOCABLE AND WILL NOT AFFECT YOUR RIGHT TO VOTE IN PERSON IF YOU ATTEND THE MEETING. In Guaynabo, Puerto Rico, this 29th day of December, 2025. By Order of the Board of Directors, /s/ Paul Hopgood Paul Hopgood President ATLAS U.S. TACTICAL INCOME FUND, INC. Buchanan Office Center, Suite 201, Road 165 #40 Guaynabo, Puerto Rico 00968 ANNUAL MEETING OF SHAREHOLDERS To Be Held on January 28, 2026 PROXY GENERAL This Proxy Statement is furnished in connection with the solicitation of proxies by the Board of Directors (the Board) of Atlas U.S. Tactical Income Fund, Inc., a Puerto Rico corporation (the Company), for use at the Annual Meeting of Shareholders of the Company to be held on January 28, 2026 at 10:00 a.m., Atlantic time, at the offices of the Company, Buchanan Office Center, Suite 201, Road 165 #40, Guaynabo, Puert

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View this DEF 14A filing on SEC EDGAR