DEF 14A: Nuveen Funds Announce Annual Shareholder Meeting to Elect Board Members

Nuveen funds will hold a virtual annual meeting on April 12, 2024, to elect board members.

Summary

• Nuveen funds have announced their annual shareholder meeting to be held virtually on April 12, 2024, at 2:00 p.m. Central Time.
• The primary purpose of the meeting is to elect members to the Board of Trustees for each fund.
• Shareholders of record as of January 19, 2024, are entitled to notice of and to vote at the Annual Meeting.
• The meeting will be a completely virtual meeting of shareholders, conducted online via live webcast.
• Shareholders can attend, participate, vote electronically, and submit questions prior to and during the meeting by visiting meetnow.global/M69Y5TM.
• The proxy statement is first being mailed to shareholders on or about February 29, 2024.
• The Board of each Fund has determined that the use of this Joint Proxy Statement for each Annual Meeting is in the best interest of each Fund and its shareholders in light of the similar matters being considered and voted on by the shareholders.

Sentiment

Score: 7

Explanation: The document is a standard proxy statement, which is generally neutral in tone. The positive score reflects the routine nature of the announcement and the board's recommendation to vote for the nominees.

Positives

• The meeting is being held virtually, allowing for broader participation.
• Shareholders have multiple options for voting: mail, telephone, or internet.
• The Board is recommending shareholders vote FOR the election of the nominees.
• Independent Board Members receive a $350,000 annual retainer, plus additional retainers for committee memberships, effective January 1, 2024.

Risks

• Failure of a quorum to be present at any Annual Meeting will necessitate adjournment and will subject that Fund to additional expense.
• Under each Funds by-laws, the Annual Meeting, whether or not a quorum is present, may, by announcement of the person appointed to serve as chair of the meeting, be adjourned with respect to one or more or all matters to be considered at the meeting from time to time to a designated time and place.

Future Outlook

Management does not intend to present and does not have reason to believe that any other items of business will be presented at the Annual Meetings.

Management Comments

• The Board unanimously recommends that shareholders vote FOR the election of the nominees.

Industry Context

This announcement is a routine part of corporate governance for investment funds, ensuring shareholders have a voice in the election of the board members who oversee the funds' operations.

Comparison to Industry Standards

• The structure of the board and its committees, as described in the document, aligns with industry best practices for closed-end funds.
• The compensation structure for independent board members is consistent with that of other similar funds.
• The virtual meeting format is becoming increasingly common, reflecting a trend towards greater accessibility and cost-effectiveness.

Management Changes

Legal Proceedings

• A shareholder filed a civil complaint regarding the Control Share Provision, which was addressed by amending the by-laws of the Subject Funds and all other Nuveen closed-end funds whose by-laws include a Control Share Provision, including the Funds included in this Joint Proxy Statement, to provide that the Control Share Provision shall be of no force and effect for so long as the judgment of the District Court is effective and that if the judgment of the District Court is reversed, overturned, vacated, stayed, or otherwise nullified, the Control Share Provision will be automatically reinstated and apply to any beneficial owner of common shares acquired in a Control Share Acquisition, regardless of whether such Control Share Acquisition occurs before or after such reinstatement, for the duration of the stay or upon issuance of the mandate reversing, overturning, vacating or otherwise nullifying the judgment of the District Court.
• The U.S. Court of Appeals for the Second Circuit affirmed the District Courts decision on November 30, 2023.

Stakeholder Impact

• Shareholders have the opportunity to elect board members who will oversee the funds' operations.
• The outcome of the vote could influence the direction and performance of the funds.

Next Steps

• Shareholders should review the proxy statement and vote on the election of board members.
• Shareholders can attend the virtual annual meeting on April 12, 2024, to participate in the meeting and vote their shares.

Key Dates

Keywords

Annual Meeting, Shareholders, Board of Trustees, Proxy Statement, Nuveen Funds, Election of Board Members, Virtual Meeting