STOCK TITAN

Kayne Anderson Energy Fund: Independent Director Steps Down, No Insider Trades

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Kayne Anderson Energy Infrastructure Fund, Inc. (KYN) filed a Form 4 disclosing that Caroline A. Winn resigned from the Board of Directors effective 24 June 2025. Winn had served as an Independent, Class III director and Audit Committee member; her term would otherwise have ended at the 2028 annual meeting. The filing states that her resignation was voluntary and not due to any disagreement with the company’s operations, policies, or practices. She stepped down after being promoted to executive vice-president at Sempra, overseeing Southern California Gas Company and San Diego Gas & Electric Company.

Following her departure, the Board now consists of seven directors, six of whom remain independent, maintaining a strong majority of independent oversight. The Form 4 contains no reported acquisitions or dispositions of KYN securities; the primary purpose is to indicate that Winn is no longer a Section 16 reporting person.

Positive

  • No disagreement: The resigning director confirms alignment with the company’s operations, reducing concerns about undisclosed conflicts.
  • Board independence maintained: Six of seven directors remain independent, preserving strong governance ratios.

Negative

  • Loss of Audit Committee member: The resignation creates a vacancy that must be filled to maintain oversight continuity.

Insights

TL;DR: Independent director resigns for promotion elsewhere; no dispute, governance impact minimal.

Director turnover is generally neutral unless it signals strategic friction or weak oversight. Here, Winn’s resignation is explicitly linked to a career promotion and accompanied by a statement of no disagreement with KYN. The Board retains six independent directors out of seven, exceeding typical closed-end fund governance norms. No share transactions were reported, so there is no insider buying/selling signal. The filing mainly informs investors that Winn is no longer subject to Section 16 reporting, implying limited operational or financial impact. Unless the fund struggles to replace her Audit Committee expertise promptly, material repercussions appear negligible.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Winn Caroline Ann

(Last) (First) (Middle)
C/O KAYNE ANDERSON CAPITAL ADVISORS, LP
717 TEXAS AVENUE, 22ND FLOOR

(Street)
HOUSTON TX 77002

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Kayne Anderson Energy Infrastructure Fund, Inc. [ KYN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
Remarks:
On June 24, 2025, Caroline A. Winn notified Kayne Anderson Energy Infrastructure Fund, Inc. (the "Company") of her decision to resign from the Board of Directors of the Company (the "Board"), effective immediately. Ms. Winn qualified as a "disinterested" director of the Company (an "Independent Director") under the Investment Company Act of 1940, as amended. Ms. Winn was designated as a Class III director with a remaining term that otherwise would have expired at the annual meeting of stockholders in 2028 unless reelected. At the time of her resignation, Ms. Winn served on the Audit Committee of the Board. Ms. Winn confirmed that her decision to resign was not the result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices. Ms. Winn was recently promoted to the position of executive vice president of Sempra overseeing Southern California Gas Company and San Diego Gas & Electric Company. The Company congratulates Ms. Winn on her promotion and sincerely thanks her for more than three years of dedicated service on the Board. Following her resignation, the Board is comprised of seven directors, six of whom are Independent Directors.
/s/ Caroline Ann Winn 06/25/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Why did Caroline A. Winn resign from KYN's Board?

She accepted a promotion to executive vice-president at Sempra and stated her resignation was not due to any disagreement with KYN.

Does Winn’s resignation affect KYN’s Board independence?

Post-resignation, the Board has seven directors, six independent, so independence remains strong.

Were any KYN shares bought or sold in this Form 4?

No. The filing reports no acquisitions or dispositions; it solely updates Winn’s Section 16 status.

What committee did Caroline A. Winn serve on?

She was a member of the Board’s Audit Committee.

When would Winn’s term have expired if she had not resigned?

As a Class III director, her term would have ended at the 2028 annual meeting.
Kayne Anderson Energy Infrastructure

NYSE:KYN

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2.40B
169.13M
Asset Management
Financial Services
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United States
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