Broker Non-Votes and
Abstentions
For
purposes of determining the presence of a quorum for transacting business at the Meeting, abstentions (or “withheld votes” with respect to the election of Trustees) and broker “non-votes” (that is, proxies from brokers or nominees indicating that
such persons have not received instructions from the beneficial owner or other persons entitled to vote shares on a particular matter with respect to which the brokers or nominees do not have discretionary power) will be treated as shares that are
present but that have not been voted. Accordingly, shareholders are urged to forward their voting instructions promptly.
Because
the Fund requires a plurality of votes to elect each nominee for Trustee, abstentions and broker non-votes, if any, will not be counted as votes cast, but will have no effect on the result of the vote. Abstentions and any broker non-votes, however,
will be considered to be present at the Meeting for purposes of determining the existence of a quorum.
Brokers
holding shares of the Fund in “street name” for the benefit of their customers and clients will request the instructions of such customers and clients on how to vote their shares on Proposal 1 before the Meeting. Under the rules of the NYSE
American, such brokers may, for certain “routine” matters, grant discretionary authority to the proxies designated by the Board to vote if no instructions have been received from their customers and clients prior to the date specified in the
brokers’ request for voting instructions. Proposal 1 is a “routine” matter and accordingly beneficial owners who do not provide proxy instructions or who do not return a proxy card may have their shares voted by broker-dealer firms in favor of
Proposal 1. A properly executed proxy card or other authorization by a beneficial owner of shares that does not specify how the beneficial owner’s shares should be voted on Proposal 1 may be deemed an instruction to vote such shares in favor of the
proposal.
Shareholders
of the Fund will be informed of the voting results of the Meeting in the Fund’s Semiannual Report for the six months ended June 30, 2020.
“Householding”
Please
note that only one document (i.e., an annual or semiannual report or set of proxy soliciting materials) may be delivered to two or more shareholders of the Fund who share an address, unless the Fund has received instructions to the contrary. To
request a separate copy of a document, or for instructions regarding how to request a separate copy of these documents or regarding how to request a single copy if multiple copies of these documents are received, shareholders should contact the
Fund at the address and phone number set forth above.
OTHER MATTERS TO COME
BEFORE THE MEETING
The
Trustees of the Fund do not intend to present any other business at the Meeting, nor are they aware that any shareholder intends to do so. If, however, any other matters, including adjournments, are properly brought before the Meeting, the persons
named in the accompanying proxy will vote thereon in accordance with their judgment.
SHAREHOLDER NOMINATIONS AND
PROPOSALS
All
proposals by shareholders of the Fund that are intended to be presented pursuant to Rule 14a-8 under the 1934 Act (“Rule 14a-8”) at the Fund’s next Annual Meeting of Shareholders to be held in 2021 (the “2021 Annual Meeting”) must be received by
the Fund for consideration for inclusion in the Fund’s 2021 proxy statement and 2021 proxy relating to that meeting no later than December 2, 2020. Rule 14a-8 specifies a number of procedural and eligibility requirements to be satisfied by a
shareholder submitting a proposal for inclusion in the Fund’s proxy materials pursuant to Rule 14a-8. Any shareholder contemplating submissions of such a proposal is referred to Rule 14a-8.
The
Fund’s Bylaws require shareholders that wish to nominate Trustees or make proposals to be voted on at an Annual Meeting of the Fund’s Shareholders (and which are not proposed to be included in the Fund’s proxy materials pursuant to Rule 14a-8) to
provide timely notice of the nomination or proposal in writing. To be considered timely for the 2021 Annual Meeting, the shareholder notice (and information summarized below and described fully in the Fund’s Bylaws) must be sent to the Fund’s
Secretary, c/o Gabelli Funds, LLC, One Corporate Center, Rye, NY 10580-1422, and must be received by the Secretary no earlier than December 12, 2020 and no later than January 11, 2021; provided, however, that if the 2021 Annual Meeting is to be
held on a date that is earlier than April 16, 2021 or later than June 5, 2021, such notice must be so received not later than the close of business on the 10th day
following the date on which notice of the date of the annual meeting was mailed or public disclosure of the