DEF 14A: Nuveen Funds Announce Annual Shareholder Meeting to Elect Board Members
Proxy Statement
Nuveen funds will hold a virtual annual meeting on August 8, 2024, to elect members to the Board of Directors/Trustees.
Summary
- Nuveen funds have announced their Annual Meeting of Shareholders to be held virtually on August 8, 2024, at 2:00 p.m. Central Time.
- The meeting will cover the election of Board Members for various funds, including Nuveen AMT-Free Municipal Credit Income Fund, Nuveen Municipal Income Fund, and others.
- Shareholders of record as of June 13, 2024, are entitled to notice and to vote at the Annual Meeting.
- The meeting will be conducted online via live webcast, and shareholders can participate, vote, and submit questions electronically.
- The proxy statement is first being mailed to shareholders on or about July 2, 2024.
- The Board of each Fund is divided into three classes, Class I, Class II and Class III, to be elected by the holders of the outstanding Common Shares and any outstanding Preferred Shares, voting together as a single class.
- For AMT-Free Credit Income, Dynamic Municipal, Credit Income, Municipal High Income, New York Quality Income and Quality Income, each a Massachusetts Fund with Preferred Shares outstanding, holders of Preferred Shares are entitled to elect two (2) Board Members.
Sentiment
Score: 7
Explanation: The document is a standard proxy statement, indicating a neutral to slightly positive sentiment due to the routine nature of the corporate governance process.
Positives
- The virtual meeting format allows for broader shareholder participation.
- Multiple voting options (mail, telephone, internet) are available for shareholder convenience.
- The Board is actively engaged in risk oversight through various committees.
- The Board is committed to diversity and refreshment, with eight of the twelve current Board Members having served for eight years or less.
- Independent Board Members receive a $350,000 annual retainer, plus additional retainers for committee memberships.
Risks
- Failure of a quorum to be present at any Annual Meeting will necessitate adjournment and will subject that Fund to additional expense.
- The by-laws include provisions that could delay the replacement of a majority of the Board.
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.
Industry Context
This announcement is typical for registered investment companies, ensuring compliance with regulatory requirements and providing shareholders with the opportunity to participate in corporate governance through the election of board members.
Comparison to Industry Standards
- The structure of the Board with independent Co-Chairs aligns with best practices in corporate governance for investment companies.
- The committee system for risk oversight is a common practice among well-governed funds, similar to structures used by BlackRock and Vanguard.
- The compensation structure for Independent Board Members is competitive with industry standards, comparable to that of Invesco and Goldman Sachs Asset Management.
Stakeholder Impact
- Shareholders have the opportunity to influence the governance of the funds through the election of Board Members.
- The Board's oversight impacts the performance and risk management of the funds, affecting shareholder returns.
- The virtual meeting format allows for broader participation, enhancing shareholder engagement.
Next Steps
- Shareholders should review the proxy statement and vote on the election of Board Members.
- Attend the virtual Annual Meeting on August 8, 2024, to participate in discussions and vote.
- Monitor the Nuveen website for updates and additional information.
Key Dates
| Date | Description |
|---|---|
| 1918 | TIAA founded by the Carnegie Foundation for the Advancement of Teaching. |
| February 24, 2022 | Effectiveness of control share provisions in the Funds by-laws was suspended. |
| December 31, 2023 | Date for Board Member Investments in the Funds table. |
| January 1, 2024 | Effective date for appointment of Mr. Boateng, Mr. Forrester, Mr. Kenny and Mr. Starr to the Board. |
| January 1, 2024 | Effective date for new Independent Board Member compensation structure. |
| February 28, 2024 | The Funds amended the by-laws to eliminate the control share provisions from the by-laws. |
| February 28, 2024 | Last fiscal year end for California Select, New York Value, New York Quality Income and New York Select. |
| March 31, 2024 | Last fiscal year end for Select Maturities, Select Tax-Free and Taxable Income. |
| May 31, 2024 | Date for Beneficial Ownership table. |
| June 13, 2024 | Shareholders of record date for the Annual Meeting. |
| June 13, 2024 | Date for Principal Shareholders table. |
| June 27, 2024 | Date of the Joint Proxy Statement. |
| July 2, 2024 | Approximate date of first mailing of the Joint Proxy Statement to shareholders. |
| July 1, 2024 | Mr. Young will replace Mr. Toth as Co-Chair of the Executive Committee and the Nominating and Governance Committee. |
| August 8, 2024 | Date of the Annual Meeting of Shareholders. |
| March 4, 2025 | Deadline for shareholder proposals submitted pursuant to Rule 14a-8 under the 1934 Act. |
| April 3, 2025 | Earliest date for shareholder notice of a proposal submitted outside of Rule 14a-8 for Massachusetts Funds. |
| April 18, 2025 | Latest date for shareholder notice of a proposal submitted outside of Rule 14a-8 for Massachusetts Funds. |
| May 3, 2025 | Latest date for shareholder notice of a proposal submitted outside of Rule 14a-8 for Minnesota Funds. |
| May 18, 2025 | Earliest date for shareholder notice of a proposal submitted outside of Rule 14a-8 for Minnesota Funds. |
Keywords
Annual Meeting, Board of Directors, Shareholders, Nuveen Funds, Proxy Statement, Election, Virtual Meeting, Voting, Governance, Investment
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