UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.    )

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¨ Soliciting Material Pursuant to §240.14a-11(c) or §240.14a-12

Nuveen California Select Tax-Free Income Portfolio (NXC)
(Name of Registrant as Specified In Its Charter)
        
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Notice of Annual Meeting

of Shareholders to be held on

August 3, 20164, 2021

  

333 West Wacker Drive

Chicago, Illinois 60606

(800) 257-8787

 

June 24, 201625, 2021

Nuveen AMT-Free Municipal Credit Income Fund (NVG)

Nuveen AMT-Free Municipal Value Fund (NUW)

Nuveen AMT-Free Quality Municipal Income Fund (NEA)

Nuveen California Select Tax-Free Income Portfolio (NXC)

Nuveen Build America Bond Fund (NBB)

Nuveen Build America Bond Opportunity Fund (NBD)

Nuveen California Select Tax-Free Income Portfolio (NXC)

Nuveen Enhanced AMT-FreeDynamic Municipal Credit Opportunities Fund (NVG)

Nuveen Enhanced Municipal Credit Opportunities Fund (NZF)(NDMO)

Nuveen Enhanced Municipal Value Fund (NEV)

Nuveen HighMunicipal Credit Income December 2018 Target Term Fund (JHA)(NZF)

Nuveen Municipal High Income Opportunity Fund (NMZ)

Nuveen Municipal Income Fund, Inc. (NMI)

Nuveen Municipal Value Fund, Inc. (NUV)

Nuveen New York AMT-Free Quality Municipal Income Fund (NRK)

Nuveen New York Municipal Value Fund (NNY)

Nuveen New York Quality Municipal Income Fund (NAN)

Nuveen New York Select Tax-Free Income Portfolio (NXN)

Nuveen Quality Municipal Income Fund (NAD)

Nuveen Select Maturities Municipal Fund (NIM)

Nuveen Select Tax-FreeTaxable Municipal Income Portfolio (NXP)

Nuveen Select Tax-Free Income Portfolio 2 (NXQ)

Nuveen Select Tax-Free Income Portfolio 3 (NXR)Fund (NBB)

To the Shareholders of the Above Funds:

Notice is hereby given that the Annual Meeting of Shareholders of each of Nuveen AMT-Free Municipal Credit Income Fund (“AMT-Free Credit Income”), Nuveen AMT-Free Municipal Value Fund (“(“AMT-Free Value”), Nuveen Build America BondAMT-Free Quality Municipal Income Fund (“Build America”), Nuveen Build America Bond Opportunity Fund (“Build America Opportunity”(“AMT-Free Quality Income”), Nuveen California Select Tax-Free Income Portfolio (“California Select”), Nuveen Enhanced AMT-FreeDynamic Municipal Credit Opportunities Fund (“Enhanced AMT-Free”), Nuveen Enhanced Municipal Credit Opportunities Fund (“Enhanced Municipal Credit”Dynamic Municipal”), Nuveen Enhanced Municipal Value Fund (“Enhanced Value”), Nuveen HighMunicipal Credit Income December 2018 Target Term Fund (“2018 Target Term”Credit Income”), Nuveen Municipal High Income Opportunity Fund (“Municipal High Income”), Nuveen New York AMT-Free Quality Municipal Income Fund (“New York AMT-Free”), Nuveen New York Municipal Value Fund (“New York Value”), Nuveen New York Quality Municipal Income Fund (“New York Quality Income”), Nuveen New York Select Tax-Free Income Portfolio (“New York Select”), Nuveen Quality Municipal Income Fund (“Quality Income”), Nuveen Select Maturities Municipal Fund (“Select Maturities”), Nuveen Select Tax-Free Income Portfolio (“Select Tax-Free”), Nuveen Select Tax-Free Income Portfolio 2 (“Select Tax-Free 2”) and Nuveen Select Tax-FreeTaxable Municipal Income Portfolio 3Fund (“Select Tax-Free 3”Taxable Income”), each aMassachusetts business trust (each, a “Massachusetts Fund” and collectively, the “Massachusetts Funds”), and Nuveen Municipal Income Fund, Inc. (“Municipal Income”) and Nuveen Municipal Value Fund, Inc. (“Municipal Value”), each aMinnesota corporation (each, a “Minnesota Fund” and collectively, the “Minnesota Funds”) (the Massachusetts Funds and Minnesota Funds are each a “Fund”


“Fund” and collectively, the “Funds”), will be held in the offices of Nuveen Investments, Inc., 333 West Wacker Drive, Chicago, Illinois, on Wednesday, August 3, 2016,4, 2021, at


11:0030 a.m., Central time (for each Fund, an “Annual Meeting” and collectively, the “Annual Meetings”), for the following purposes and to transact such other business, if any, as may properly come before the Annual Meeting.

Because of the public health concerns regarding the coronavirus (COVID-19) pandemic, we will be hosting this year’s Annual Meeting as a completely virtual meeting of shareholders, which will be conducted online via live webcast. You will be able to attend and participate in the Annual Meeting online, vote your shares electronically and submit your questions prior to and during the meeting by visiting: meetings.computershare.com/MKWPWRJ at the meeting date and time described in the accompanying Joint Proxy Statement. If your shares are registered in your name, to participate in the Annual Meeting, you will need to log on using the control number from your proxy card or meeting notice. The control number can be found in the shaded box. If your shares are held through an intermediary, you will need to register for the Annual Meeting at least three (3) business days prior to the Annual Meeting. Instructions for registering are set forth in the enclosed Joint Proxy Statement. There is no physical location for the Annual Meeting.

Matters to Be Voted on by Shareholders:

 

1.

To elect Members to the Board of Directors/Trustees (each a “Board” and each Director or Trustee a “Board Member”) of each Fund as outlined below:

 

 a.

For Municipal Income, to elect four (4) Class IIIII Board Members.

 

 b.

For Municipal Value and each Massachusetts Fund (except Enhanced AMT-Free Enhanced Credit Income, AMT-Free Quality Income, Credit Income, Municipal CreditHigh Income, New York AMT-Free, New York Quality Income and Municipal HighQuality Income), to elect four (4) Class IIII Board Members.

 

 c.

For Enhanced AMT-Free Enhanced Municipal Credit andIncome, AMT-Free Quality Income, Credit Income, Municipal High Income, New York AMT-Free, New York Quality Income and Quality Income, to elect five (5) Board Members.

 

 i)

three (3) Class IIII Board Members to be elected by the holders of Common Shares and Preferred Shares, voting together as a single class; and

 

 ii)

two (2) Board Members to be elected by the holders of Preferred Shares only, voting separately as a single class.

 

2.

To transact such other business as may properly come before the Annual Meeting.

Shareholders of record at the close of business on June 6, 20167, 2021 are entitled to notice of and to vote at the Annual Meeting.

AllWhile all shareholders are cordially invited to attend the virtual Annual Meeting. InMeeting, we encourage you to vote your shares promptly, whether or not you plan to attend the virtual Annual Meeting in order to avoid delay and additional expense and to assure that your shares are represented, please vote as promptly as possible, regardless of whether or not you plan to attend the Annual Meeting.represented. You may vote by mail, telephone or over the Internet. To vote by mail, please mark, sign, date and mail the enclosed proxy card. No postage is required if mailed in the United States. To vote by telephone, please


call the toll-free number located on your proxy card and follow the recorded instructions, using your proxy card as a guide. To vote over the Internet, go to the Internet address provided on your proxy card and follow the instructions, using your proxy card as a guide.

If you intend to attend the Annual Meeting in person and you are a record holder of a Fund’s shares, in order to gain admission you must show photographic identification, such as your driver’s license. If you intend to attend the Annual Meeting in person and you hold your shares through a bank, broker or other custodian, in order to gain admission you must show photographic identification, such as your driver’s license, and satisfactory proof of ownership of shares of a Fund, such as your voting instruction form (or a copy thereof) or broker’s statement indicating ownership as of a recent date. If you hold your shares in a brokerage account or through a bank or other nominee, you will not be able to vote in person at the Annual Meeting unless you have previously requested and obtained a “legal proxy” from your broker, bank or other nominee and present it at the Annual Meeting.

Kevin J. McCarthyMark L. Winget

Vice President and Secretary


Joint Proxy Statement  

333 West Wacker Drive

Chicago, Illinois 60606

(800) 257-8787

June 24, 201625, 2021

This Joint Proxy Statement is first being mailed to shareholders on or about June 29, 2016.2021.

Nuveen AMT-Free Municipal Credit Income Fund (NVG)

Nuveen AMT-Free Municipal Value Fund (NUW)

Nuveen AMT-Free Quality Municipal Income Fund (NEA)

Nuveen California Select Tax-Free Income Portfolio (NXC)

Nuveen Build America Bond Fund (NBB)

Nuveen Build America Bond Opportunity Fund (NBD)

Nuveen California Select Tax-Free Income Portfolio (NXC)

Nuveen Enhanced AMT-FreeDynamic Municipal Credit Opportunities Fund (NVG)

Nuveen Enhanced Municipal Credit Opportunities Fund (NZF)(NDMO)

Nuveen Enhanced Municipal Value Fund (NEV)

Nuveen HighMunicipal Credit Income December 2018 Target Term Fund (JHA)(NZF)

Nuveen Municipal High Income Opportunity Fund (NMZ)

Nuveen Municipal Income Fund, Inc. (NMI)

Nuveen Municipal Value Fund, Inc. (NUV)

Nuveen New York AMT-Free Quality Municipal Income Fund (NRK)

Nuveen New York Municipal Value Fund (NNY)

Nuveen New York Quality Municipal Income Fund (NAN)

Nuveen New York Select Tax-Free Income Portfolio (NXN)

Nuveen Quality Municipal Income Fund (NAD)

Nuveen Select Maturities Municipal Fund (NIM)

Nuveen Select Tax-FreeTaxable Municipal Income Portfolio (NXP)Fund (NBB)

Nuveen Select Tax-Free Income Portfolio 2 (NXQ)

Nuveen Select Tax-Free Income Portfolio 3 (NXR)

General Information

This Joint Proxy Statement is furnished in connection with the solicitation by the Board of Trustees or Directors (each a “Board” and collectively, the “Boards,” and each Trustee or Director, a “Board Member” and collectively, the “Board Members”) of each of NuveenAMT-Free Municipal Credit Income Fund (“AMT-Free Credit Income”), Nuveen AMT-Free Municipal Value Fund (“(“AMT-Free Value”), Nuveen Build America BondAMT-Free Quality Municipal Income Fund (“Build America”), Nuveen Build America Bond Opportunity Fund (“Build America Opportunity”(“AMT-Free Quality Income”), Nuveen California Select Tax-Free Income Portfolio (“California Select”), Nuveen Enhanced AMT-FreeDynamic Municipal Credit Opportunities Fund (“Enhanced AMT-Free”), Nuveen Enhanced Municipal Credit Opportunities Fund (“Enhanced Municipal Credit”Dynamic Municipal”), Nuveen Enhanced Municipal Value Fund (“Enhanced Value”), Nuveen HighMunicipal Credit Income December 2018 Target Term Fund (“2018 Target Term”Credit Income”), Nuveen Municipal High Income Opportunity Fund (“Municipal High Income”), Nuveen New York AMT-Free Quality Municipal Income Fund (“New York AMT-Free”), Nuveen New York Municipal Value Fund (“New York Value”), Nuveen New York Quality Municipal Income Fund (“New York Quality Income”), Nuveen New York Select Tax-Free Income Portfolio (“New York Select”), Nuveen Quality Municipal Income Fund (“Quality Income”), Nuveen Select Maturities Municipal Fund (“Select Maturities”), Nuveen Select Tax-Free Income Portfolio (“Select Tax-Free”), Nuveen Select Tax-Free Income Portfolio 2 (“Select Tax-Free 2”) and Nuveen Select Tax-FreeTaxable Municipal Income Portfolio 3Fund (“Select Tax-Free 3”Taxable Income”), each aMassachusetts business trust (each, a “Massachusetts Fund” and collectively, the “Massachusetts Funds”), and

1


Nuveen Municipal Income Fund, Inc. (“Municipal Income”) and Nuveen Municipal Value

1


Fund, Inc. (“Municipal Value”), each aMinnesota corporation (each, a “Minnesota Fund” and collectively, the “Minnesota Funds”) (the Massachusetts Funds and Minnesota Funds are each a “Fund” and collectively, the “Funds”), of proxies to be voted at the Annual Meeting of Shareholders to be held in the offices of Nuveen Investments, Inc. (“Nuveen” or “Nuveen Investments”), 333 West Wacker Drive, Chicago, Illinois, on Wednesday, August 3, 20164, 2021 at 11:0030 a.m., Central time (for each Fund, an “Annual Meeting” and collectively, the “Annual Meetings”), and at any and all adjournments or postponements thereof.

Because of public health concerns regarding the coronavirus (COVID-19) pandemic, the Annual Meeting will be held in a virtual meeting format only, which will be conducted online via live webcast.

You will be able to attend and participate in the Annual Meeting online, vote your shares electronically and submit your questions prior to and during the meeting by visiting: meetings.computershare.com/MKWPWRJ at the meeting date and time. If your shares are registered in your name, to participate in the Annual Meeting, you will need to log on using the control number from your proxy card or meeting notice. The control number can be found in the shaded box. There is no physical location for the Annual Meeting.

If you hold your shares through an intermediary, such as a bank or broker, you must register in advance to attend the Annual Meeting virtually on the Internet. To register to attend the Annual Meeting online by webcast you must submit proof of your proxy power (legal proxy) reflecting your Fund holdings along with your name and email address to Computershare. You must contact the bank or broker who holds your shares to obtain your legal proxy. Requests for registration must be labeled as “Legal Proxy” and be received no later than 5:00 p.m., Eastern Time, three (3) business days prior to the meeting date. You will receive a confirmation of your registration by email after we receive your registration materials. Requests for registration should be directed to us by emailing an image of your legal proxy to shareholdermeetings@computershare.com.

On the matters coming before each Annual Meeting as to which a choice has been specified by shareholders on the proxy, the shares will be voted accordingly. If a properly executed proxy is returned and no choice is specified, the shares will be votedFOR the election of the nominees as listed in this Joint Proxy Statement. Shareholders of a Fund who execute proxies may revoke them at any time before they are voted by filing with that Fund a written notice of revocation, by delivering a duly executed proxy bearing a later date, or by attending the virtual Annual Meeting and voting in person.at the Annual Meeting. A prior proxy can also be revoked by voting again through the toll-free number or the Internet address listed in the proxy card. Merely attending the Annual Meeting, however, will not revoke any previously submitted proxy.

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.

 

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The following table indicates which shareholders are solicited with respect to each matter:

 

Matter    Common Shares Preferred  Shares(1)

1(a)

 For Municipal Income, election of four (4) Class IIIII Board Members by all shareholders. X N/A

1(b)

 For Municipal Value and each Massachusetts Fund (except Enhanced AMT-Free Enhanced Credit Income, AMT-Free Quality Income, Credit Income, Municipal CreditHigh Income, New York AMT-Free, New York Quality Income and Municipal HighQuality Income), election of four (4) Class IIII Board Members by all shareholders. X N/A

1(c)(i)

 For Enhanced AMT-Free Enhanced Municipal Credit andIncome, AMT-Free Quality Income, Credit Income, Municipal High Income, New York AMT-Free, New York Quality Income and Quality Income, election of three (3) Class IIII Board Members by all shareholders. X X

1(c)(ii)

 For Enhanced AMT-Free Enhanced Municipal Credit andIncome, AMT-Free Quality Income, Credit Income, Municipal High Income, New York AMT-Free, New York Quality Income and Quality Income, election of two (2) Board Members by holders of Preferred Shares only. N/A X

 

(1)Variable Rate MuniFund Term Preferred Shares (“VMTP Shares”) for Enhanced AMT-Free, Enhanced Municipal Credit and Municipal High Income; Institutional MuniFund Term Preferred Shares (“iMTP Shares”) for Enhanced Municipal Credit; and

Variable Rate Demand Preferred Shares (“VRDP Shares”) for Enhanced AMT-Free Credit Income, AMT-Free Quality Income, Credit Income, New York AMT-Free, New York Quality Income and EnhancedQuality Income; MuniFund Preferred Shares (“MFP Shares”) for AMT-Free Credit Income, AMT-Free Quality Income, Credit Income, New York AMT-Free and Quality Income; and Adjustable Rate MuniFund Term Preferred Shares (“AMTP Shares”) for AMT-Free Credit Income, AMT-Free Quality Income, Municipal CreditHigh Income, New York Quality Income and Quality Income are collectively referred to herein as “Preferred Shares.”

A quorum of shareholders is required to take action at each Annual Meeting. A majority of the shares entitled to vote at each Annual Meeting, represented in personin-person or by proxy, will constitute a quorum of shareholders at that Annual Meeting, except that for the election of the two Board Member nominees by holders of Preferred Shares (for Enhanced AMT-Free Enhanced Credit Income, AMT-Free Quality Income, Credit Income, Municipal CreditHigh Income, New York AMT-Free, New York Quality Income and Municipal HighQuality Income), 331/3% of the Preferred Shares entitled to vote and represented in personin-person (virtually) or by proxy will constitute a quorum. Votes cast by proxy or in personin-person (virtually) at each Annual Meeting will be tabulated by the inspectors of election appointed for that Annual Meeting. The inspectors of election will determine whether or not a quorum is present at the Annual Meeting. The inspectors of election will treat abstentions and “broker non-votes” (i.e., shares held by brokers or nominees, typically in “street name,” as to which (i) instructions have not been received from the beneficial owners or persons entitled to vote and (ii) the broker or nominee does not have discretionary voting power on a particular matter) as present for purposes of determining a quorum. The proposal described in this Joint Proxy Statement is considered a “routine” matter under the rules of the New York Stock Exchange (“NYSE”), and 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 on the proposal in the discretion of such broker-dealer firms.

VRDPPursuant to Rule 452 of the NYSE, certain Preferred Shares held in “street name” as to which voting instructions have not been received from the beneficial owners or persons entitled to

3


vote as of one business day before the Annual Meeting, or, if adjourned, one business day before the day to which the Annual Meeting is adjourned, and that would otherwise be treated as “broker non-votes”non-votes,” may pursuant to Rule 452 of the New York Stock Exchange (“NYSE”), be voted by the broker on the proposal in the same proportion as the votes cast by all holders of VRDPPreferred Shares as a class who have voted on the proposal or in the same proportion as the votes cast by all holders of VRDP Shares of the Fund who have voted on that item.proposal. Rule 452 permits proportionate voting of VRDPPreferred Shares with respect to a particular item if, among other things, (i) a minimum of 30% of the VRDPPreferred Shares or shares of a series of VRDPPreferred Shares outstanding has been voted by the holders of such shares with respect to such item, (ii) less than 10% of the VRDPPreferred Shares or shares of a series of VRDPPreferred Shares outstanding has been voted by the holders of such shares against such item and (iii) for any proposal

3


as to which holders of Common Shares and Preferred Shares vote as a single class, holders of Common Shares approve the proposal. For the purpose of meeting the 30% test, abstentions will be treated as shares “voted” and, for the purpose of meeting the 10% test, abstentions will not be treated as shares “voted” against the item. Rule 452 proportionate voting applies only to certain auction rate and remarketed preferred securities. AMTP Shares are not remarketed, thus the proportionate voting provisions of Rule 452 do not apply to these shares. The proportionate voting provisions of Rule 452 may apply to MFP Shares depending on their mode. The proportionate voting provisions of Rule 452 may apply to VRDP shares depending on their current rate period. The following table indicates whether Rule 452 applies to each series of Preferred Shares.

FundPreferred SharesMode(1)NYSE Rule
452 Applies?
AMT-Free Credit IncomeMFP Series AVariable Rate Mode

No

MFP Series BVariable Rate Remarketed Mode

Yes

VRDP Series 1Remarketing Mode

Yes

VRDP Series 2Remarketing Mode

Yes

VRDP Series 4Remarketing Mode

Yes

VRDP Series 5Remarketing Mode

Yes

VRDP Series 6Remarketing Mode

Yes

AMTP Series 2028N/A

No

AMT-Free Quality IncomeMFP Series AVariable Rate Mode

No

MFP Series BVariable Rate Mode

No

MFP Series CVariable Rate Demand Mode

No

MFP Series DVariable Rate Remarketed Mode

Yes

VRDP Series 1Remarketing Mode

Yes

VRDP Series 3Remarketing Mode

Yes

VRDP Series 4Remarketing Mode

Yes

VRDP Series 5Remarketing Mode

Yes

AMTP Series 2028N/A

No

AMTP Series 2028-1N/A

No

Credit IncomeMFP Series AVariable Rate Mode

No

MFP Series BVariable Rate Mode

No

MFP Series CVariable Rate Mode

No

VRDP Series 1Special Rate Period VRDP

No

VRDP Series 2Special Rate Period VRDP

No

VRDP Series 3Remarketing Mode

Yes

4


FundPreferred SharesMode(1)NYSE Rule
452 Applies?
Municipal High IncomeAMTP Series 2028N/A

No

AMTP Series 2031N/A

No

New York AMT-FreeMFP Series AVariable Rate Remarketed Mode

Yes

VRDP Series 1Remarketing Mode

Yes

VRDP Series 2Remarketing Mode

Yes

VRDP Series 3Remarketing Mode

Yes

VRDP Series 4Remarketing Mode

Yes

VRDP Series 5Remarketing Mode

Yes

New York Quality IncomeAMTP Series 2028N/A

No

VRDP Series 1Remarketing Mode

Yes

Quality IncomeMFP Series AVariable Rate Mode

No

MFP Series BVariable Rate Mode

No

AMTP Series 2028N/A

No

AMTP Series 2028-1N/A

No

AMTP Series 2028-2N/A

No

VRDP Series 1Remarketing Mode

Yes

VRDP Series 2Remarketing Mode

Yes

VRDP Series 3Remarketing Mode

Yes

(1)

As of June 1, 2021. The terms and conditions of each series of Preferred Shares, as well as the rights and privileges of each mode, if any, are described in the Statement Establishing and Designating the Rights and Preferences for each series of Preferred Shares, and any supplement or appendix thereto.

Broker-dealers who are not members of the NYSE may be subject to other rules, which may or may not permit them to vote your shares without instruction. We urge you to provide instructions to your broker or nominee so that your votes may be counted.

For each Fund, because the number of persons nominated for election as Board Members in accordance with the Fund’s By-Laws equals the number of Board Members to be elected, the affirmative vote of a plurality (the greatest number of affirmative votes) of the shares present and entitled to vote at the Annual Meeting will be required to elect theeach Board MembersMember of that Fund. For purposesexample, if there are four nominees for election to the Board and four Board Members to be elected, a vote by plurality means the four nominees with the highest number of determining the approvalaffirmative votes, regardless of the proposal to electvotes withheld for the nominees, will be elected. Because the election of Board Members for each Fund,in this case does not require that a minimum percentage of a Fund’s outstanding Common Shares be voted in favor of any nominee, assuming the presence of a quorum, abstentions and broker non-votes will have no effect.effect on the outcome of the election of that Fund’s Board Members by holders of Common Shares

5


Those persons who were shareholders of record at the close of business on Monday, June 6, 20167, 2021 will be entitled to one vote for each share held and a proportionate fractional vote for each fractional vote held. As of June 6, 2016,7, 2021, the shares of the Funds were issued and outstanding as follows:

 

Fund Ticker  Symbol(1) Common Shares  Preferred Shares 
AMT-Free Value NUW  14,277,788   

N/A

    
Build America NBB  26,461,985   

N/A

    
Build America Opportunity NBD  7,205,250   

N/A

    
California Select NXC  6,282,977   

N/A

    
Enhanced AMT-Free NVG  202,552,895   

VMTP Series 2018

  2,404  
   

VRDP Series 1

  1,790  
   

VRDP Series 2

  3,854  
        

VRDP Series 3

  6,672  
Enhanced Municipal Credit NZF  142,125,906   

iMTP Series 2017

  30,000  
   

VMTP Series 2019

  3,360  
   

VRDP Series 1

  2,688  
   

VRDP Series 2

  2,622  
        

VRDP Series 3

  1,960  
Enhanced Value NEV  23,269,588   

N/A

    
2018 Target Term JHA  29,315,390   

N/A

    
Municipal High Income NMZ  57,416,675   

VMTP Series 2018

  870  
Municipal Income NMI  8,306,483   

N/A

    
Municipal Value NUV  206,155,835   

N/A

    
New York Select NXN  3,923,975   

N/A

    
Select Maturities NIM  12,443,374   

N/A

    
Select Tax-Free NXP  16,570,310   

N/A

    
Select Tax-Free 2 NXQ  17,713,727   

N/A

    
Select Tax-Free 3 NXR  13,045,560   

N/A

    
    
Fund Ticker Symbol(1) Common Shares  Preferred Shares 
AMT-Free Credit Income NVG  213,370,543  

MFP Series A

  2,054 
   

MFP Series B

  200,000 
   

VRDP Series 1

  1,790 
   

VRDP Series 2

  3,854 
   

VRDP Series 4

  1,800 
   

VRDP Series 5

  3,405 
   

VRDP Series 6

  3,267 
        

AMTP Series 2028

  1,120 
AMT-Free Value NUW  17,951,336  

N/A

    
AMT-Free Quality Income NEA  299,037,391  

MFP Series A

  1,850 
   

MFP Series B

  3,350 
   

MFP Series C

  2,380 
   

MFP Series D

  330,900 
   

VRDP Series 1

  2,190 
   

VRDP Series 3

  3,509 
   

VRDP Series 4

  4,895 
   

VRDP Series 5

  1,000 
   

AMTP Series 2028

  1,435 
        

AMTP Series 2028-1

  1,730 
California Select NXC  6,357,589  

N/A

    
Dynamic Municipal NDMO  56,943,941  

N/A

    
Enhanced Value NEV  24,956,925  

N/A

    
Credit Income NZF  142,125,905  

MFP Series A

  1,500 
   

MFP Series B

  1,550 
   

MFP Series C

  3,360 
   

VRDP Series 1

  2,688 
   

VRDP Series 2

  2,622 
        

VRDP Series 3

  1,960 
Municipal High Income NMZ  88,927,043  

AMTP Series 2028

  870 
        

AMTP Series 2031

  1,700 
Municipal Income NMI  9,683,445  

N/A

    
Municipal Value NUV  207,378,671  

N/A

    
New York AMT-Free NRK  87,235,304  

MFP Series A

  800 
   

VRDP Series 1

  1,123 
   

VRDP Series 2

  1,648 
   

VRDP Series 3

  1,617 
   

VRDP Series 4

  500 
        

VRDP Series 5

  1,750 
New York Value NNY  18,886,051  

N/A

    
New York Quality Income NAN  30,851,332  

AMTP Series 2028

  1,470 
        

VRDP Series 1

  890 

6


    
Fund Ticker Symbol(1) Common Shares  Preferred Shares 
New York Select NXN  3,924,894  

N/A

    
Quality Income NAD  233,404,655  

MFP Series A

  6,070 
   

MFP Series B

  720 
   

AMTP Series 2028

  3,370 
   

AMTP Series 2028-1

  2,085 
   

AMTP Series 2028-2

  1,820 
   

VRDP Series 1

  2,368 
   

VRDP Series 2

  2,675 
        

VRDP Series 3

  1,277 
Select Maturities NIM  12,445,363  

N/A

    
Taxable Income NBB  28,065,840  

N/A

    

 

(1)

The Common Shares of each Fund are listed on the NYSE, except Municipal High Income, which is listed onNYSE. Reports, proxy statements and other information concerning the Funds can be inspected at the offices of the NYSE, MKT.11 Wall Street, New York, New York 10005.

 

4


1.1.Election

Election of Board Members

Pursuant to the organizational documents of each Fund, each Board 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 to serve until the third succeeding annual meeting subsequent to their election or thereafter, in each case until their successors have been duly elected and qualified. For Enhanced AMT-Free Enhanced Municipal Credit andIncome, AMT-Free Quality Income, Credit Income, Municipal High Income, New York AMT-Free, 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. The Board Members elected by holders of Preferred Shares will be elected to serve until the next annual meeting or until their successors have been duly elected and qualified.

(a)For Municipal Income: four (4) Board Members are to be elected by all shareholders. Board Members Evans, Medero, Moschner and Thornton have been designated as Class II Board Members and as nominees for Board Members for a term expiring at the 2024 annual meeting of shareholders or until their successors have been duly elected and qualified. Board Members Hunter, Lancellotta, Nelson, Stockdale, Stone, Toth, Wolff and Young are current and continuing Board Members. Board Members Hunter, Stockdale, Stone and Wolff have been designated as Class III Board Members for a term expiring at the 2022 annual meeting of shareholders or until their successors have been duly elected and qualified. Board Members Lancellotta, Nelson, Toth and Young have been designated as Class I Board Members for a term expiring at the 2023 annual meeting of shareholders or until their successors have been duly elected and qualified.

(b)For Municipal Value and each Massachusetts Fund, except AMT-Free Credit Income, AMT-Free Quality Income, Credit Income, Municipal High Income, New York AMT-Free, New York Quality Income and Quality Income: four (4) Board Members are to be elected by all shareholders. Board Members Evans, Medero, Moschner and Thornton have been designated as Class III Board Members and as nominees for Board Members for a term expiring at the 2024 annual meeting

 

(a)For Municipal Income:four (4) Board Members are to be elected by all shareholders. Board Members Hunter, Stockdale, Stone and Wolff have been designated as Class III Board Members and as nominees for Board Members for a term expiring at the annual meeting of shareholders in 2019 or until their successors have been duly elected and qualified. Board Members Adams, Cook, Evans, Kundert, Moschner, Nelson, Schneider and Toth are current and continuing Board Members. Board Members Adams, Kundert, Nelson and Toth have been designated as Class I Board Members for a term expiring at the annual meeting of shareholders in 2017 or until their successors have been duly elected and qualified. Board Members Cook, Evans, Moschner and Schneider have been designated as Class II Board Members for a term expiring at the annual meeting of shareholders in 2018 or until their successors have been duly elected and qualified.

7

(b)ForMunicipal Value and each Massachusetts Fund, except Enhanced AMT-Free, Enhanced Municipal Credit and Municipal High Income: four (4) Board Members are to be elected by all shareholders. Board Members Hunter, Stockdale, Stone and Wolff have been designated as Class I Board Members and as nominees for Board Members for a term expiring at the annual meeting of shareholders in 2019 or until their successors have been duly elected and qualified. Board Members Adams, Cook, Evans, Kundert, Moschner, Nelson, Schneider and Toth are current and continuing Board Members. Board Members Adams, Kundert, Nelson and Toth have been designated as Class II Board Members for a term expiring at the annual meeting of shareholders in 2017 or until their successors have been duly elected and qualified.Board Members Cook, Evans, Moschner and Schneider have been designated as Class III Board Members for a term expiring at the annual meeting of shareholders in 2018 or until their successors have been duly elected and qualified.


of shareholders or until their successors have been duly elected and qualified. Board Members Hunter, Lancellotta, Nelson, Stockdale, Stone, Toth, Wolff and Young are current and continuing Board Members. Board Members Hunter, Stockdale, Stone and Wolff have been designated as Class I Board Members for a term expiring at the 2022 annual meeting of shareholders or until their successors have been duly elected and qualified. Board Members Lancellotta, Nelson, Toth and Young have been designated as Class II Board Members for a term expiring at the 2023 annual meeting of shareholders or until their successors have been duly elected and qualified.

(c)For Enhanced AMT-Free, Enhanced Municipal Credit and Municipal High Income:

(c) For AMT-Free Credit Income, AMT-Free Quality Income, Credit Income, Municipal High Income, New York AMT-Free, New York Quality Income and Quality Income:

 

 (i)

three (3) Board Members are to be elected by holders of Common Shares and Preferred Shares, voting together as a single class. Board Members Stockdale, StoneEvans, Medero and WolffThornton have been designated as Class IIII Board Members and as nominees for Board Members for a term expiring at the 2024 annual meeting of shareholders in 2019 or until their successors have been duly elected and qualified. Board Members Adams, Cook, Evans, Kundert, Moschner,Lancellotta, Nelson, Stockdale, Stone, Toth, Wolff and TothYoung are current and continuing Board Members. Board Members Adams, Kundert, NelsonStockdale, Stone and TothWolff have been designated as Class III Board Members for a term expiring at the

5


2022 annual meeting of shareholders in 2017 or until their successors have been duly elected and qualified. Board Members Cook, EvansLancellotta, Nelson, Toth and MoschnerYoung have been designated as a Class IIIII Board MembersMember for a term expiring at the 2023 annual meeting of shareholders in 2018meeting or until their successors have been duly elected and qualified.

 

 (ii)

two (2) Board Members are to be elected by holders of Preferred Shares, voting separately as a single class. Board Members Hunter and SchneiderMoschner are nominees for election by holders of Preferred Shares for a term expiring at the next annual meeting or until their successors have been duly elected and qualified.

It is the intention of the persons named in the enclosed proxy to vote the shares represented thereby for the election of the nominees listed in the table below unless the proxy is marked otherwise. Each of the nominees has agreed to serve as a Board Member of each Fund if elected. However, should any nominee become unable to serve or unwilling to accept nomination for election,good cause will not serve, the proxies will be voted for substitute nominees, if any, designated by that Fund’s present Board.

Class I Board Members: For each Fund other than Municipal Income, Board Members Hunter, Stockdale, Stone and Wolff were last elected to the Fund’s Board as Class I Board Members at the annual meeting of shareholders held on August 7, 2019. For Municipal Income, Board Members Nelson, Toth and Young were last elected to the Fund’s Board as Class I Board Members at the annual meeting of shareholders held on August 5, 2020. Board Member Lancellotta was appointed to Municipal Income’s Board as a Class I Board Member effective June 1, 2021.

Class II Board Members: For each Fund other than Municipal Income, Board Members Nelson, Toth and Young were last elected to each Fund’s Board as Class II Board Members at the annual meeting of shareholders held on August 5, 2020. Board Member Lancellotta was appointed to the Fund’s Board as a Class II Board Member effective June 1, 2021. For Municipal

8


Income, Board Members Evans and Moschner were last elected to the Fund’s Board as Class II Board Members at the annual meeting of shareholders held on August 8, 2018. Board Members Medero and Thornton were appointed to Municipal Income’s Board as Class II Board Members effective June 1, 2021 and November 16, 2020, respectively.

Class III Board Members: For AMT-Free Value, Build America, Build America Opportunity, California Select, Enhanced Value,each Fund other than Municipal Value, New York Select, Select Maturities, Select Tax-Free, Select Tax-Free 2Income and Select Tax-Free 3,Taxable Income, Board Members Evans and SchneiderMoschner were last elected to each Fund’s Board as Class III Board Members at the annual meeting of shareholders held on August 5, 2015.8, 2018. For Enhanced AMT-Free, Enhanced Municipal Credit and Municipal HighTaxable Income, Board MemberMembers Evans wasand Moschner were last elected to eachthe Fund’s Board as a Class III Board MemberMembers at the annual meeting of shareholders held on August 5, 2015.June 21, 2018. For each Fund other than Municipal Income, Board Members Medero and Thornton were appointed to each Fund’s Board as Class III Board Member effective June 1, 2021 and November 16, 2020, respectively. For Municipal Income, Board Members Hunter, Stockdale, Stone and StoneWolff were last elected to the Fund’s Board as Class III Board Members at the annual meeting of shareholders held on August 7, 2013.2019.

Class II Board Members:Members Elected by Holders of Preferred Shares: For AMT-Free Credit Income, AMT-Free Quality Income, Credit Income, Municipal High Income, New York AMT-Free, New York Quality Income and Quality Income, Board Members EvansHunter and SchneiderMoschner were lastlasted elected to theeach Fund’s Board as Class II Board Members at the annual meeting of shareholders held on August 5, 2015. For AMT-Free Value, Build America, Build America Opportunity, California Select, Enhanced Value, Municipal Value, New York Select, Select Maturities, Select Tax-Free, Select Tax-Free 2 and Select Tax-Free 3, Board Members Adams, Kundert, Nelson and Toth were last elected to each Fund’s Board as Class II Board Members at the annual meeting of shareholders held on August 5, 2014. For Enhanced AMT-Free, Enhanced Municipal Credit and Municipal High Income, Board Members Adams, Kundert, Nelson and Toth were last elected to each Fund’s Board as Class II Board Members August 5, 2014.2020.

Class I Board Members: For Municipal Income, Board Members Adams, Kundert, Nelson and Toth were last elected to the Fund’s Board as Class I Board Members at the annual meeting of shareholders held on August 5, 2014. For AMT-Free Value, Build America, Build America Opportunity, California Select, Enhanced Value, Municipal Value, New York Select, Select Maturities, Select Tax-Free, Select Tax-Free 2 and Select Tax-Free 3, Board Members Hunter, Stockdale and Stone were last elected to each Fund’s Board as Class I Board Members at the annual meeting of shareholders held on August 7, 2013. For Enhanced AMT-Free and Enhanced Municipal Credit, Board Members Stockdale and Stone were last elected to each Fund’s Board as Class I Board Members at the annual meeting of shareholders held on August 7, 2013. For Municipal High Income, Board Members Stockdale and Stone were last elected to the Fund’s Board as Class I Board Members at the annual meeting of shareholders held on May 16, 2013.

6


Board Member Appointments/Initial Elections: For 2018 Target Term, each of the Board Members except Board Members Cook, Moschner and Wolff was appointed by the initial shareholder of the Fund on November 10, 2015. Board Members Hunter, Stockdale and Stone were designated as Class I Board Members. Board Members Adams, Kundert, Nelson and Toth were designated as Class II Board Members. Board Members Evans and Schneider were designated as Class III Board Members.

On February 4, 2016, Ms. Wolff was appointed as a Board Member and designated as a Class III Board Member for Municipal Income and a Class I Board Member for Municipal Value and each Massachusetts Fund, effective February 15, 2016.

On June 22, 2016, Ms. Cook and Mr. Moschner were appointed as Board Members and designated as Class II Board Members for Municipal Income and Class III Board Members for Municipal Value and each Massachusetts Fund, effective July 1, 2016.

Other than Board Members Adams and Cook, allAll Board Member nominees and current and continuing Board Members are not “interested persons,” as defined in the Investment Company Act of 1940, as amended (the “1940 Act”), of the Funds or the Adviser, Nuveen Fund Advisors, LLC (“Adviser”(the “Adviser”), and have never been an employee or director of Nuveen, LLC (“Nuveen”), the Adviser’s parent company, or any affiliate. Accordingly, such Board Members are deemed “Independent Board Members.”

9


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

Board Nominees/Board Members

 

Name, Address
and Year of Birth
 Position(s)
Held with
Fund
 Term of Office
and Length
of Time Served(1)
 Principal Occupation(s)
During Past 5 Years
 Number of
Portfolios
in Fund
Complex
Overseen
by Board
Member
 Other
Directorships
Held by
Board
Member
During the
Past Five
Years
Nominees/Board MembersMembers/Nominees who are not “interested persons” of the Funds

WilliamTerence J. Schneider(2)

Toth
c/o Nuveen Investments, Inc.


333 West Wacker Drive


Chicago, IL 60606

1944


1959
 ChairmanChair of the Board; Board Member 

Term: AnnualClass I or Class IIIII Board Member until 20182023 annual shareholder meeting(3)(2)

 

Length of Service: Since 1996, Chairman2008, Chair of the Board Sincesince July 1, 20132018

 ChairmanFormerly, Co-Founding Partner, Promus Capital (investment advisory firm) (2008-2017); Director of Miller-Valentine Partners Ltd., a real estate investment company; BoardQuality Control Corporation (manufacturing) (since 2012); formerly, Director of Fulcrum IT Services LLC (information technology services firm to government entities) (2010-2019); formerly, Director, LogicMark LLC (health services) (2012-2016); formerly, Director, Legal & General Investment Management America, Inc. (asset management) (2008-2013); formerly, CEO and President, Northern Trust Global Investments (financial services) (2004-2007); Executive Vice President, Quantitative Management & Securities Lending (2000-2004); prior thereto, various positions with Northern Trust Company (financial services) (since 1994); Member of Med-America Health SystemCatalyst Schools of Chicago Board (since 2008) and Mather Foundation Board (philanthropy) (since 2012) and is Chair of WDPR Public Radio Station;its Investment Committee; formerly, Senior PartnerMember, Chicago Fellowship Board (philanthropy) (2005-2016); formerly, Member, Northern Trust Mutual Funds Board (2005-2007), Northern Trust Global Investments Board (2004-2007), Northern Trust Japan Board (2004-2007), Northern Trust Securities Inc. Board (2003-2007) and Chief Operating Officer (retired, 2004) of Miller-Valentine Group; formerly, Director, Dayton Development Coalition; formerly,Northern Trust Hong Kong Board Member, Business Advisory Council, Cleveland Federal Reserve Bank and University of Dayton Business School Advisory Council.(1997-2004). 184143 None

 

710


Name, Address
and Year of Birth
 Position(s)
Held with
Fund
 Term of Office
and Length
of Time Served(1)
 Principal Occupation(s)
During Past 5 Years
 Number of
Portfolios
in Fund
Complex
Overseen
by Board
Member
 Other
Directorships
Held by
Board
Member
During the
Past Five
Years

Jack B. Evans


c/o Nuveen Investments, Inc.


333 West Wacker Drive


Chicago, IL 60606


1948

 Board Member 

Term: Class II or III Board Member until 20182021 annual shareholder meeting(3)(2)

 

Length of Service: Since 1999

 Chairman (since 2019), formerly, President (1996-2019), The Hall-Perrine Foundation, a private(private philanthropic corporation (since 1996)corporation); Director, The Gazette Company; Life Trustee of Coe College and the Iowa College Foundation; formerly, Director, Public Member, American Board of Orthopaedic Surgery (2015-2020); formerly, Director (1998-2003), Federal Reserve Bank of Chicago; formerly, President and Chief Operating Officer (1972-1995), SCI Financial Group, Inc., a regional (regional financial services firm;firm); formerly, Member and President Pro Tem of the Board of Regents for the State of Iowa University System.System (2000-2004); formerly, Director (1996-2015), The Gazette Company (media and publishing). 184143 Director and Chairman (since 2009), United Fire Group, a publicly held company; formerly, Director (2000-2004), Alliant Energy.Energy

William C. Hunter


c/o Nuveen Investments, Inc.


333 West Wacker Drive


Chicago, IL 60606


1948

 Board Member 

Term: Annual or Class I or III Board Member until 20162022 annual shareholder meeting(3)(2)

 

Length of Service: Since 2004

 Dean Emeritus, (since 2012), formerly, Dean (2006-2012), Tippie College of Business, University of Iowa; past Director (since 2005)(2005-2015) and past President (2010-2014), of Beta Gamma Sigma, Inc., The International Business Honor Society; Director of Wellmark, Inc. (since 2009); formerly, Director (1997-2007), Credit Research Center at Georgetown University; formerly, Dean and Distinguished Professor of Finance (2003-2006), School of Business at the University of Connecticut (2003-2006);Connecticut; previously, Senior Vice President and Director of Research (1995-2003) at the Federal Reserve Bank of Chicago (1995-2003).Chicago. 184143 Director (since 2004)2009) of Wellmark, Inc.; formerly, Director (2004-2018) of Xerox Corporation.

 

811


Name, Address
and Year of Birth
 Position(s)
Held with
Fund
 Term of Office
and Length
of Time Served(1)
 Principal Occupation(s)
During Past 5 Years
 Number of
Portfolios
in Fund
Complex
Overseen
by Board
Member
 Other
Directorships
Held by
Board
Member
During the
Past Five
Years

David J. Kundert

c/o Nuveen Investments, Inc.Amy B. R. Lancellotta(3)

333 West Wacker Drive


Chicago, IL 60606

19421959

 Board Member 

Term: Class I or II Board Member until 20172023 annual shareholder meeting(3)(2)

 

Length of Service: Since 20052021

 Formerly, Managing Director, Northwestern Mutual Wealth Management Company (2006-2013); retired (since 2004) as Chairman, JPMorgan Fleming Asset Management, PresidentIndependent Directors Council (IDC) (supports the fund independent director community and CEO, Banc One Investment Advisors Corporation, and President, One Group Mutual Funds; prior thereto, Executive Vice President, Bank One Corporation and Chairman and CEO, Banc One Investment Management Group; Regent Emeritus, Member of Investment Committee, Luther College; Memberis part of the Wisconsin Bar Association; Member of Board of Directors and Chair of Investment Committee, Greater Milwaukee Foundation;Company Institute (ICI), which represents regulated investment companies) (2006-2019); formerly, various positions with ICI (1989-2006); Member of the Board of Directors, (Milwaukee), College Possible; Member of the Board of Trustees, Milwaukee Repertory Theater.Jewish Coalition Against Domestic Abuse (JCADA) (since 2020). 184143 None

 

912


Name, Address
and Year of Birth
 Position(s)
Held with
Fund
 Term of Office
and Length
of Time Served(1)
 Principal Occupation(s)
During Past 5 Years
 Number of
Portfolios
in Fund
Complex
Overseen
by Board
Member
 Other
Directorships
Held by
Board
Member
During the
Past Five
Years

Albin F. Moschner

c/o Nuveen Investments, Inc.

Joanne T. Medero(3)
333 West Wacker Drive


Chicago, IllinoisIL 60606

1952


1954
 Board Member 

Term: Class II or III Board Member until 20182021 annual shareholder meeting(3)(2)

 

Length of Service: Since 20162021

 FounderFormerly, Managing Director, Government Relations and Chief Executive Officer, Northcroft Partners, LLC, aPublic Policy (2009-2020) and Senior Advisor to the Vice Chairman (2018-2020), BlackRock, Inc. (global investment management consulting firm (since 2012); previously, held positions at Leap Wireless International, Inc., including Consultant (2011-2012), Chief Operating Officer (2008-2011), and Chief Marketing Officer (2004-2008)firm); formerly, President, Verizon Card Services divisionManaging Director, Global Head of Verizon Communications, Inc.(2000-2003)Government Relations and Public Policy, Barclays Group (IBIM) (investment banking, investment management and wealth management businesses) (2006-2009); formerly, President, One Point Services at One Point Communications(1999-2000)Managing Director, Global General Counsel and Corporate Secretary, Barclays Global Investors (global investment management firm) (1996-2006); formerly, Vice ChairmanPartner, Orrick, Herrington & Sutcliffe LLP (law firm) (1993-1995); formerly, General Counsel, Commodity Futures Trading Commission (government agency overseeing U.S. derivatives markets) (1989-1993); formerly, Deputy Associate Director/Associate Director for Legal and Financial Affairs, Office of Presidential Personnel, The White House (1986-1989); Member of the Board Diba, Incorporated (1996-1997); formerly, various executive positions with Zenith Electronics Corporation (1991-1996)of Directors, Baltic-American Freedom Foundation (seeks to provide opportunities for citizens of the Baltic states to gain education and professional development through exchanges in the U.S.) (since 2019). 184143 Director, USA Technologies, Inc., a provider of solutions and services to facilitate electronic payment transactions (since 2012); formerly, Director, Wintrust Financial Corporation (1996-2016).None

 

1013


Name, Address
and Year of Birth
 Position(s)
Held with
Fund
 Term of Office
and Length
of Time Served(1)
 Principal Occupation(s)
During Past 5 Years
 Number of
Portfolios
in Fund
Complex
Overseen
by Board
Member
 Other
Directorships
Held by
Board
Member
During the
Past Five
Years

John K. Nelson

Albin F. Moschner
c/o Nuveen Investments, Inc.


333 West Wacker Drive


Chicago, IL 60606

1962


1952
 Board Member 

Term: Annual or Class II or III Board Member until 20172021 annual shareholder meeting(3)(2)

 

Length of Service: Since 20132016

 Member of Board of Directors of Core12 LLC (since 2008), a private firm which develops branding, marketingFounder and communications strategies for clients; Director of The Curran Center for Catholic American Studies (since 2009) and The President’s Council, Fordham University (since 2010); formerly, senior external advisor to the financial services practice of Deloitte Consulting LLP (2012-2014); formerly, Chief Executive Officer, of ABN AMRO N.V. North America,Northcroft Partners, LLC (management consulting) (since 2012); previously, held positions at Leap Wireless International, Inc. (consumer wireless services), including Consultant (2011-2012), Chief Operating Officer (2008-2011) and Global Head of its Financial Markets Division (2007-2008); prior senior positions held at ABN AMRO include Corporate Executive Vice President and Head of Global Markets — the Americas (2006-2007), CEO of Wholesale Banking — North America and Global Head of Foreign Exchange and Futures Markets (2001-2006), and Regional Commercial Treasurer and Senior Vice President Trading — North America (1996-2001)Chief Marketing Officer (2004-2008); formerly, TrusteePresident, Verizon Card Services division of Verizon Communications, Inc. (telecommunication services) (2000-2003); formerly, President, One Point Services at St. Edmund Preparatory School in New York City;One Point Communications (telecommunication services) (1999-2000); formerly, ChairVice Chairman of the Board, Diba, Incorporated (internet technology provider) (1996-1997); formerly, various executive positions (1991- 1996), including Chief Executive Officer (1995-1996) of Trustees of Marian University (2011-2014)Zenith Electronics Corporation (consumer electronics). 184143 NoneFormerly, Chairman (2019) and Director (2012-2019), USA Technologies, Inc., a provider of solutions and services to facilitate electronic payment transactions; formerly, Director, Wintrust Financial Corporation (1996-2016).

 

1114


Name, Address
and Year of Birth
 Position(s)
Held with
Fund
 Term of Office
and Length
of Time Served(1)
 Principal Occupation(s)
During Past 5 Years
 Number of
Portfolios
in Fund
Complex
Overseen
by Board
Member
 Other
Directorships
Held by
Board
Member
During the
Past Five
Years

Judith M. Stockdale

John K. Nelson
c/o Nuveen Investments, Inc.


333 West Wacker Drive


Chicago, IL 60606

1947


1962
 Board Member 

Term: Class I or II Board Member until 20162020 annual shareholder meeting(3)(2)

 

Length of Service: Since 19972013

 Board Member of the U.S. EndowmentBoard of Directors of Core12 LLC (private firm which develops branding, marketing and communications strategies for Forestryclients) (since 2008); served on The President’s Council of Fordham University (2010-2019) and Communities (since 2013); Board Memberpreviously a Director of the Land Trust Alliance (since 2013)Curran Center for Catholic American Studies (2009-2018); formerly, senior external advisor to the Financial Services practice of Deloitte Consulting LLP (2012-2014); former Chair of the Board of Trustees of Marian University (2010-2014 as trustee, 2011-2014 as Chair); formerly Chief Executive Director (1994-2012)Officer of ABN AMRO Bank N.V., GaylordNorth America, and Dorothy Donnelley Foundation; prior thereto, Executive Director, Great Lakes Protection Fund(1990-1994).Global Head of the Financial Markets Division (2007-2008), with various executive leadership roles in ABN AMRO Bank N.V. between 1996 and 2007. 184143 None

Carole E. Stone

c/o Nuveen Investments, Inc.

333 West Wacker Drive

Chicago, IL 60606

1947

Board Member

Term: Class I Board Member until 2016 annual shareholder meeting(3)

Length of Service: Since 2007

Director, Chicago Board Options Exchange, Inc. (since 2006); Director, C2 Options Exchange, Incorporated (since 2009); formerly, Commissioner, New York State Commission on Public Authority Reform (2005-2010).184

Director,

CBOE Holdings, Inc. (since 2010).

 

1215


Name, Address
and Year of Birth
 Position(s)
Held with
Fund
 Term of Office
and Length
of Time Served(1)
 Principal Occupation(s)
During Past 5 Years
 Number of
Portfolios
in Fund
Complex
Overseen
by Board
Member
 Other
Directorships
Held by
Board
Member
During the
Past Five
Years

Terence J. Toth(4)

Judith M. Stockdale
c/o Nuveen Investments, Inc.


333 West Wacker Drive


Chicago, IL 60606

1959


1947
 Board Member 

Term: Class III or III Board Member until 20172022 annual shareholder meeting(3)(2)

 

Length of Service: Since 20081997

 Managing Partner, Promus CapitalBoard Member of the Land Trust Alliance (national public charity addressing natural land and water conservation in the U.S.) (since 2008); Director, Fulcrum IT Service LLC (since 2010), Quality Control Corporation (since 2012) and LogicMark LLC (since 2012)2013); formerly, Director, Legal & General Investment Management America, Inc. (2008-2013)Board Member of the U.S. Endowment for Forestry and Communities (national endowment addressing forest health, sustainable forest production and markets, and economic health of forest-reliant communities in the U.S.) (2013-2019); formerly, CEOExecutive Director (1994-2012), Gaylord and President, Northern Trust Global Investments(2004-2007); Executive Vice President, Quantitative Management & Securities Lending (2000-2004)Dorothy Donnelley Foundation (private foundation endowed to support both natural land conservation and artistic vitality); prior thereto, various positions with Northern Trust Company (since 1994); Member, Chicago Fellowship Board (since 2005), Catalyst SchoolsExecutive Director, Great Lakes Protection Fund (endowment created jointly by seven of Chicago Board (since 2008) and Mather Foundation Board (since 2012) and Chairthe eight Great Lake states’ Governors to take a regional approach to improving the health of its investment committee; formerly, Member, Northern Trust Mutual Funds Board (2005-2007), Northern Trust Global Investments Board (2004-2007), Northern Trust Japan Board (2004-2007), Northern Trust Securities Inc. Board (2003-2007) and Northern Trust Hong Kong Board (1997-2004)the Great Lakes) (1990-1994). 184143 None
Carole E. Stone
c/o Nuveen
333 West Wacker Drive
Chicago, IL 60606
1947
Board Member

Term: Class I or III Board Member until 2022 annual shareholder meeting(2)

Length of Service: Since 2007

Former Director, Chicago Board Options Exchange (2006-2017) and C2 Options Exchange, Incorporated (2009-2017); formerly, Commissioner, New York State Commission on Public Authority Reform (2005-2010).143Formerly, Director, Cboe Global Markets, Inc. (2010-2020) (formerly named CBOE Holdings, Inc.).

 

1316


Name, Address
and Year of Birth
 Position(s)
Held with
Fund
 Term of Office
and Length
of Time Served(1)
 Principal Occupation(s)
During Past 5 Years
 Number of
Portfolios
in Fund
Complex
Overseen
by Board
Member
 Other
Directorships
Held by
Board
Member
During the
Past Five
Years

Margaret L. Wolff

c/o Nuveen Investments, Inc.

Matthew Thornton III(4)
333 West Wacker Drive
Chicago, IL 60606
1958

Board Member

Term: Class III Board Member until 2021 annual shareholder meeting

Length of Service: Since 2020

Formerly, Executive Vice President and Chief Operating Officer (2018-2019), FedEx Freight Corporation, a subsidiary of FedEx Corporation (“FedEx”) (provider of transportation, e-commerce and business services through its portfolio of companies); formerly, Senior Vice President, U.S. Operations (2006-2018), Federal Express Corporation, a subsidiary of FedEx; formerly, Member of the Board of Directors (2012-2018), Safe Kids Worldwide®(non-profit organization dedicated to preventing childhood injuries).143Member of the Board of Directors (since 2014), The Sherwin-Williams Company (develops, manufactures, distributes and sells paints, coatings and related products); Member of the Board of Directors (since 2020), Crown Castle International (provider of communications infrastructure).
Margaret L. Wolff
c/o Nuveen
333 West Wacker Drive
Chicago, IllinoisIL 60606


1955

 Board Member 

Term: Class I or III Board Member until 20162022 annual shareholder meeting(3)(2)

 

Length of Service: Since 2016

 Formerly, Of Counsel(2005-2014), Skadden, Arps, Slate, Meagher & Flom LLP (Mergers & Acquisitions Group) (legal services); Member of the Board of Trustees of New York-Presbyterian Hospital (since 2005); Member (since 2004) and Chair (since 2015) of the Board of Trustees of The John A. Hartford Foundation (a philanthropy(philanthropy dedicated to improving the care of older adults); formerly, Member (2005-2015) and Vice Chair (2011-2015) of the Board of Trustees of Mt. Holyoke College. 184143 Formerly, Member of the Board of Directors (since 2013)(2013-2017) of Travelers Insurance Company of Canada and The Dominion of Canada General Insurance Company (each, a part of Travelers Canada, the Canadian operation of The Travelers Companies, Inc.).
Nominees/Board Members who are “interested persons” of the Funds

William Adams IV(5)

c/o Nuveen Investments, Inc.

333 West Wacker Drive

Chicago, IL 60606

1955

Board Member

Term: Class II Board Member until 2017 annual shareholder meeting(3)

Length of Service: Since 2013

Co-Chief Executive Officer and Co-President (since March 2016), formerly, Senior Executive Vice President, Global Structured Products of Nuveen Investments, Inc. (2010-2016); Co-Chief Executive Officer (since 2016), formerly, Senior Executive Vice President of Nuveen Securities, LLC; Co-President of Nuveen Fund Advisors, LLC (since 2011); President (since 2011), formerly, Managing Director (2010-2011), of Nuveen Commodities Asset Management, LLC; Board Member of the Chicago Symphony Orchestra and of Gilda’s Club Chicago.184None

 

1417


Name, Address
and Year of Birth
 Position(s)
Held with
Fund
 Term of Office
and Length
of Time Served(1)
 Principal Occupation(s)
During Past 5 Years
 Number of
Portfolios
in Fund
Complex
Overseen
by Board
Member
 Other
Directorships
Held by
Board
Member
During the
Past Five
Years

MargoRobert L. Cook(5)

Young
c/o Nuveen Investments, Inc.


333 West Wacker Drive


Chicago, IL 60606

1964


1963
 Board Member 

Term: Class IIII or II Board Member until 20182020 annual shareholder meeting(3)(2)

 

Length of Service: Since 20162017

 Co-ChiefFormerly, Chief Operating Officer and Director, J.P. Morgan Investment Management Inc. (financial services) (2010-2016); formerly, President and Principal Executive Officer (2013-2016), and Co-President (since March 2016), formerly, Senior Executive Vice President of Nuveen Investments, Inc.; Senior Executive Vice President of Nuveen Fund Advisors, LLC (Executive Vice President since 2011); Co-Chief Executiveand Chief Operating Officer (since 2015), formerly, Executive Vice President (2013–2015)(2005-2010), of Nuveen Securities, LLC;J.P. Morgan Funds; formerly, Managing Director and various officer positions for J.P. Morgan Investment Management Inc. (formerly, JPMorgan Funds Management, Inc. and formerly, One Group Administrative Services) and JPMorgan Distribution Services, of Nuveen Commodities Asset Management, LLC (2011-2016); Chartered Financial Analyst.Inc. (financial services) (formerly, One Group Dealer Services, Inc.) (1999-2017). 184143 None

 

(1)

Length of Time Served indicates the year in which the individual became a Board Member of a fund in the Nuveen fund complex.

(2)Mr. Schneider is one of several owners and managing members in two limited liability companies and a general partner and one member of the governing body of a general partnership, each engaged in real estate ownership activities. In connection with their ordinary course of investment activities, court appointed receivers have been named for certain individual properties owned by such entities. The individual properties for which a receiver has been appointed represent an immaterial portion of the portfolio assets owned by these entities.
(3)

For Municipal Value, New York Value and each Massachusetts Fund, except Enhanced AMT-Free Enhanced Credit Income, AMT-Free Quality Income, Credit Income, Municipal CreditHigh Income, New York AMT-Free, New York Quality Income and Municipal HighQuality Income, Board Member Hunter serves as a Class I Board Member and Board Member SchneiderMoschner serves as a Class III Board Member. For Municipal Income, Board Members Adams, Kundert,Lancellotta, Nelson, Toth and TothYoung serve as Class I Board Members; Board Members Cook, Evans, Medero, Moschner and SchneiderThornton serve as Class II Board Members; and Board Members Hunter, Stockdale, Stone and Wolff serve as Class III Board Members.

(3)

Board Members Lancellotta and Medero were appointed to the Board of each Fund effective June 1, 2021.

(4)Mr. Toth serves as a director on

Board Member Thornton was appointed to the Board of Directors of the Mather Foundation (the “Foundation”) and is a member of its investment committee. The Foundation is the parent of the Mather LifeWays organization, a non-profit charitable organization. Prior to Mr. Toth joining the Board of the Foundation, the Foundation selected Gresham Investment Management (“Gresham”), an affiliate of the Adviser, to manage a portion of the Foundation’s investment portfolio, and pursuant to this selection, the Foundation has invested that portion of its investment portfolio in a private commodity pool managed by Gresham.

(5)Each of Board Members Adams and Cook is an “interested person” as defined in the 1940 Act by reason of his/her respective position(s) with Nuveen Investments, Inc. and/or certain of its subsidiaries.each Fund effective November 16, 2020.

Board Member Investments in the Funds

In order to create an appropriate identity of interests between Board Members and shareholders, the Boards of Directors/Trustees of the Nuveen funds have adopted a governance principle pursuant to which each Board Member is expected to invest, either directly or on a deferred basis, at least the equivalent of one year of compensation in the funds in the Nuveen fund complex.

15


The dollar range of equity securities beneficially owned by each Board Member in each Fund and all Nuveen funds overseen by the Board Member as of DecemberMay 31, 20152021 is set forth in Appendix A. A. The number of shares of each Fund beneficially owned by each Board Member and by the Board Members and officers of the Funds as a group as of DecemberMay 31, 20152021 is also set forth in Appendix A. On December 31, 2015, Board Members and executive officers as a group beneficially owned approximately 1.7 million shares of all funds managed by the Adviser (including shares held by the Board Members through the Deferred Compensation Plan for Independent Board Members and by executive officers in Nuveen’s 401(k)/profit sharing plan) A. As of June 6, 2016,7, 2021, each Board Member’s individual beneficial

18


shareholdings of each Fund constituted less than 1% of the outstanding shares of the Fund. As of June 6, 2016,7, 2021, the Board Members and executive officers as a group beneficially owned less than 1% of the outstanding shares of each Fund. As of June 6, 2016,7, 2021, no shareholder beneficially owned more than 5% of any class of shares of any Fund, except as provided in Appendix B. B.

Compensation

Prior toEffective January 1, 2016, each2020, Independent Board Member receivedMembers receive a $160,000$195,000 annual retainer, plus:increased to $200,000 as of January 1, 2021, plus they receive (a) a fee of $5,250$6,750 per day, increased to $7,000 per day as of January 1, 2021, for attendance in person or by telephone at regularly scheduled meetings of the Board; (b) a fee of $3,000 per meeting for attendance in person or by telephone at special, non-regularly scheduled meetings of the Board where in-person attendance was required and $2,000 per meeting for attendance by telephone or in person at such meetings where in-person attendance was not required; (c) a fee of $2,500 per meeting for attendance in person or by telephone at Audit Committee meetings where in-person attendance was required and $2,000 per meeting for attendance by telephone or in person at such meetings where in-person attendance was not required; (d) a fee of $2,500 per meeting for attendance in person or by telephone at Compliance, Risk Management and Regulatory Oversight Committee meetings where in-person attendance was required and $2,000 per meeting for attendance by telephone or in person at such meetings where in-person attendance was not required; (e) a fee of $1,000 per meeting for attendance in person or by telephone at Dividend Committee meetings; (f) a fee of $2,500 per meeting for attendance in person or by telephone at Closed-End Funds Committee meetings where in-person attendance was required and $2,000 per meeting for attendance by telephone or in person at such meetings where in-person attendance was not required, provided that no fees were received for meetings held on days on which regularly scheduled Board meetings were held; and (g) a fee of $500 per meeting for attendance in person or by telephone at all other committee meetings ($1,000 for shareholder meetings) where in-person attendance was required and $250 per meeting for attendance by telephone or in person at such committee meetings (excluding shareholder meetings) where in-person attendance was not required, and $100 per meeting when the Executive Committee acted as pricing committee for IPOs, plus, in each case, expenses incurred in attending such meetings, provided that no fees were received for meetings held on days on which regularly scheduled Board meetings were held. In addition to the payments described above, the Chairman of the Board received $75,000, the chairpersons of the Audit Committee, the Dividend Committee, the Compliance, Risk Management and Regulatory Oversight Committee and the Closed-End Funds Committee received $12,500 each and the chairperson of the Nominating and Governance Committee received $5,000 as additional annual retainers. Independent Board Members also received a fee of $3,000 per day for site visits to entities that provide services to the Nuveen funds on days on which no Board meeting

16


was held. When ad hoc committees were organized, the Nominating and Governance Committee at the time of formation determined compensation to be paid to the members of such committees; however, in general, such fees were $1,000 per meeting for attendance in person or by telephone at ad hoc committee meetings where in-person attendance was required and $500 per meeting for attendance by telephone or in person at such meetings where in-person attendance was not required. The annual retainer, fees and expenses were allocated among the Nuveen funds on the basis of relative net assets, although management may have, in its discretion, established a minimum amount to be allocated to each fund.

Effective January 1, 2016, each Independent Board Member receives a $170,000 annual retainer plus: (a) a fee of $5,550 per day for attendance in person or by telephone at regularly scheduled meetings of the Board; (b) a fee of $3,000 per meeting for attendance in person or by telephone at special, non-regularly scheduled meetings of the Board where in-person attendance is required and $2,000 per meeting for attendance by telephone or in person at such meetings where in-person attendance is not required; (c) a fee of $2,500 per meeting for attendance in person or by telephone at Audit Committee meetings where in-person attendance is required and $2,000 per meeting for attendance by telephone or in person at such meetings where in-person attendance is not required; (d) a fee of $2,500$5,000 per meeting for attendance in person or by telephone at Compliance, Risk Management and Regulatory Oversight Committee meetings where in-person attendance is required and $2,000 per meeting for attendance by telephone or in person at such meetings where in-person attendance is not required; (e) a fee of $1,000 per meeting for attendance in person or by telephone at Dividend Committee meetings; (f) a fee of $2,500 per meeting for attendance in person or by telephone at Closed-End Funds Committee meetings where in-person attendance is required and $2,000 per meeting for attendance by telephone or in person at such meetings where in-person attendance is not required, provided that no fees are received for meetings held on days on which regularly scheduled Board meetings are held; and (g) a fee of $500 per meeting for attendance in person or by telephone at all other committee meetings ($1,000 for shareholder meetings) where in-person attendance is required and $250 per meeting for attendance by telephone or in person at such committee meetings (excluding shareholder meetings) where in-person attendance is not required, and $100 per meeting when the Executive Committee acts as pricing committee for IPOs, plus, in each case, expenses incurred in attending such meetings; provided that no fees are received for meetings held on days on which regularly scheduled Board meetings are held; and (g) a fee of $2,500 per meeting for attendance in person or by telephone at Closed-End Funds Committee meetings where in-person attendance is required and $2,000 per meeting for attendance by telephone or in person at such meetings where in-person attendance is not required; provided that no fees are received for meetings held on days on which regularly scheduled Board meetings are held. In addition to the payments described above, the ChairmanChair of the Board receives $80,000,$90,000, increased to $100,000 as of January 1, 2021, and the chairpersons of the Audit Committee, the Dividend Committee, the Compliance, Risk Management and Regulatory Oversight Committee, the Closed-End Funds Committee and the Nominating and Governance Committee and the Closed-End Funds Committee receive $12,500$15,000 each as additional annual retainers. Independent Board Members also receive a fee of $3,000 per day, increased to $3,500 per day as of January 1, 2021, for site visits to entities that provide services to the Nuveen funds on days on which no Board meeting is held. When ad hoc committees are organized, the Nominating and Governance Committee will at the time of formation determine compensation to be paid to the members of such committee; however, in general, such fees will be $1,000 per meeting for attendance in person or by telephone at ad hoc committee meetings where in-person attendance is required and $500 per meeting for attendance by telephone or in person at such meetings where in-person attendance is not required. The annual retainer, fees and expenses are allocated among the Nuveen funds on the basis of relative net assets, although management may, in its discretion,

19


establish a minimum amount to be allocated to each fund. In certain instances fees and expenses will be allocated only to those Nuveen funds that are discussed at a given meeting. In certain circumstances, such as during the COVID-19 pandemic, the Board may hold in-person meetings by telephonic or videographic means and be compensated at the in-person rate.

17


The Funds do not have retirement or pension plans. Certain Nuveen funds (the “Participating Funds”) participate in a deferred compensation plan (the “Deferred Compensation Plan”) that permits an Independent Board Member to elect to defer receipt of all or a portion of his or her compensation as an Independent Board Member. The deferred compensation of a participating Independent Board Member is credited to a book reserve account of the Participating Fund when the compensation would otherwise have been paid to such Independent Board Member. The value of an Independent Board Member’s deferral account at any time is equal to the value that the account would have had if contributions to the account had been invested and reinvested in shares of one or more of the eligible Nuveen funds. At the time for commencing distributions from an Independent Board Member’s deferral account, the Independent Board Member may elect to receive distributions in a lump sum or over a period of five years. The Participating Fund will not be liable for any other fund’s obligations to make distributions under the Deferred Compensation Plan.

The Funds have no employees. The officers of the Funds and the Board Members of each Fund who are not Independent Board Members serve without any compensation from the Funds. The Funds’ Chief Compliance Officer’s (“CCO”) compensation, which is composed of base salary and incentive compensation, is paid by the Adviser, with review and input by the Board. The Funds reimburse the Adviser for an allocable portion of the Adviser’s cost of the CCO’s incentive compensation.

 

1820


The table below shows, for each Independent Board Member, the aggregate compensation paid by each Fund to the Independent Board Member/nominee for its last fiscal year.

 

Aggregate Compensation from the Funds(*) 
Aggregate Compensation from the Funds(*)Aggregate Compensation from the Funds(*) 
Fund Name Jack B.
Evans
 William C.
Hunter
 David J.
Kundert
 Albin  F.
Moschner(1)
 John K.
Nelson
 William J.
Schneider
 Judith M.
Stockdale
 Carole E.
Stone
 Virginia  L.
Stringer(2)
 Terence J.
Toth
 Margaret  L.
Wolff(3)
  Jack B.
Evans
 William C.
Hunter
 Amy B.  R.
Lancellotta(1)
 Joanne T.
Medero(1)
 Albin F.
Moschner
 John K.
Nelson
 Judith M.
Stockdale
 Carole E.
Stone
 Matthew
Thornton  III(2)
 Terence J.
Toth
 Margaret L.
Wolff
 Robert L.
Young
 

AMT-Free Credit Income

 $14,470  $14,739  $  $  $14,307  $15,536  $14,425  $14,627  $  $17,560  $14,162  $15,034 

AMT-Free Value

 $600   $554   $555   $   $567   $637   $527   $592   $524   $609   $    681   696         676   734   672   678      829   661   680 

Build America

  1,844    1,783    1,668        1,795    1,900    1,628    1,799    1,672    1,829      

Build America Opportunity

  480    463    444        466    522    427    475    434    485      

AMT-Free Quality Income

  17,609   17,937         17,414   18,908   17,558   17,799      21,371   17,237   18,303 

California Select

  265    256    240        258    274    234    259    240    263        276   280         275   297   289   281   33   328   285   312 

Enhanced AMT-Free

  1,725    1,592    1,618        1,636    1,818    1,525    1,707    1,520    1,754      

Enhanced Municipal Credit

  2,278    2,103    2,137        2,160    2,401    2,014    2,254    2,007    2,316      

Dynamic Municipal

  483   468         446   489   466   480      571   433   436 

Enhanced Value

  868    800    807        820    915    760    857    757    883        985   1,004         974   1,058   982   995      1,194   964   1,023 

2018 Target Term(4)

                                            

Credit Income

  9,633   9,812         9,621   10,341   9,600   9,737      11,785   9,526   10,005 

Municipal High Income

  2,049    1,882    1,904        1,936    2,160    1,843    2,022    1,789    2,083        3,083   3,140         2,960   3,306   3,076   3,116      3,631   2,931   3,110 

Municipal Income

  251    231    232        237    266    220    247    219    254        264   270         263   285   261   263      322   257   264 

Municipal Value

  5,521    5,089    5,129        5,216    5,822    4,830    5,448    4,816    5,612        5,719   5,826         5,654   6,141   5,701   5,781      6,938   5,597   5,943 

New York AMT-Free

  5,573   5,664         5,571   6,007   5,810   5,678   673   6,643   5,658   6,205 

New York Value

  416   428         421   454   417   415   51   502   411   418 

New York Quality Income

  1,939   1,971         1,939   2,090   2,022   1,976   235   2,312   1,969   2,160 

New York Select

  156    150    141        151    160    137    152    141    154        154   156         154   166   161   157   19   183   159   174 

Quality Income

  13,514   13,769         13,376   14,518   13,478   13,661      16,401   13,240   14,067 

Select Maturities

  362    348    334        350    393    321    357    326    365        362   372         366   395   363   361   44   437   358   364 

Select Tax-Free

  685    662    620        666    707    605    668    621    679      

Select Tax-Free 2

  708    684    640        688    730    625    690    641    702      

Select Tax-Free 3

  546    528    494        531    564    482    533    495    542      

Total Compensation from Nuveen Funds Paid to Board Members/
Nominees

 $324,993   $302,125   $277,113   $   $303,750   $310,125   $284,860   $306,442   $278,625   $320,574   $  

Taxable Income

  2,178   2,214         2,176   2,346   2,281   2,218   274   2,591   2,252   2,452 

Total Compensation from Nuveen Funds Paid to Board Members/Nominees

 $392,652  $396,750  $  $  $380,050  $417,500  $400,147  $404,611  $1,329  $467,300  $385,629  $425,754 

 

(1)Mr. Moschner was

Board Members Lancellotta and Medero were appointed on June 22, 2016 to the Board of Trustees/Directors of the Nuveen Fundseach Fund effective JulyJune 1, 2016.2021.

(2)Ms. Stringer resigned from the

Board of Trustees/Directors of the Nuveen Funds effective December 31, 2015.

(3)Ms. WolffMember Thornton was appointed to the Board of Trustees/Directors of the Nuveen Fundseach Fund effective February 15, 2016.November 16, 2020.

(4)The Fund commenced operations on November 12, 2015.

21


(*)

Includes deferred fees. Pursuant to the Deferred Compensation Plan with certain Participating Funds, deferred amounts are treated as though an equivalent dollar amount has been invested in shares of one or more Participating Funds. Total deferred fees for the Participating Funds (including the return from the assumed investment in the Participating Funds) payable are:

Fund Name Jack B.
Evans
  William C.
Hunter
  Amy B. R.
Lancellotta
  Joanne T.
Medero
  Albin F.
Moschner
  John K.
Nelson
  Judith M.
Stockdale
  Carole E.
Stone
  Matthew
Thornton III
  Terence J.
Toth
  Margaret L.
Wolff
  Robert L.
Young
 

AMT-Free Credit Income

  947                  3,600   4,679         4,454   15,034 

AMT-Free Value

                                    

AMT-Free Quality Income

  1,150                  4,385   5,683         5,421   18,303 

California Select

  17                  84   78         97   312 

Dynamic Municipal

  24                  115   118         127   436 

Enhanced Value

  64                  245   319         303   1,023 

Credit Income

  632                  2,395   3,120         2,996   10,005 

Municipal High Income

  199                  769   985         921   3,110 

Municipal Income

                                    

Municipal Value

  374                  1,423   1,848         1,760   5,943 

New York AMT-Free

  337                  1,667   1,560         1,849   6,205 

New York Value

                                    

New York Quality Income

  117                  580   543         644   2,160 

New York Select

  9                  47   43         54   174 

Quality Income

  879                  3,371   4,343         4,163   14,067 

Select Maturities

                                    

Taxable Income

  132                  662   610         763   2,452 

 

19


Fund Name Jack B.
Evans
  William C.
Hunter
  David J.
Kundert
  Albin F.
Moschner
  John K.
Nelson
  William J.
Schneider
  Judith M.
Stockdale
  Carole E.
Stone
  Virginia L.
Stringer
  Terence J.
Toth
  Margaret L.
Wolff
 

Build America

 $178   $   $1,674   $   $   $1,903   $394   $884   $   $710   $  

California Select

  26        241            274    57    127        102      

Enhanced AMT-Free

  174        1,618            1,818    396    856        746      

Enhanced Municipal Credit

  230        2,137            2,401    523    1,130        985      

Enhanced Value

  87        807            915    197    429        376      

Municipal High Income

  206        1,904            2,160    479    1,013        888      

Municipal Value

  555        5,129            5,822    1,254    2,728        2,390      

New York Select

  15        141            161    33    75        60      

Select Tax-Free

  66        622            708    146    329        264      

Select Tax-Free 2

  69        643            732    151    339        273      

Select Tax-Free 3

  53        496            565    117    262        210      

2022


Board Leadership Structure and Risk Oversight

The Board of each Fund oversees the operations and management of the Fund, including the duties performed for the Fund by the Adviser. The Board has adopted a unitary board structure. A unitary board consists of one group of board members who serves on the board of every fund in the complex. In adopting a unitary board structure, the Board Members seek to provide effective governance through establishing a board the overall composition of which will, as a body, possess the appropriate skills, diversity (including, among other things, gender, race and ethnicity), independence and experience to oversee the Funds’ business. With this overall framework in mind, when the Board, through its Nominating and Governance Committee discussed below, seeks nominees for the Board, the Board Members consider not only the candidate’s particular background, skills and experience, among other things, but also whether such background, skills and experience enhance the Board’s diversity and at the same time complement the Board given its current composition and the mix of skills and experiences of the incumbent Board Members. The Nominating and Governance Committee believes that the Board generally benefits from diversity of background (including, among other things, gender, race and ethnicity), skills, experience and views among its members,Board Members, and considers this a factor in evaluating the composition of the Board, but has not adopted any specific policy on diversity or any particular definition of diversity.

The Board believes the unitary board structure enhances good and effective governance, particularly given the nature of the structure of the investment company complex. Funds in the same complex generally are served by the same service providers and personnel and are governed by the same regulatory scheme which raises common issues that must be addressed by the Board Members across the fund complex (such as compliance, valuation, liquidity, brokerage, trade allocation orand risk management). The Board believes it is more efficient to have a single board review and oversee common policies and procedures which increases the Board’s knowledge and expertise with respect to the many aspects of fund operations that are complex-wide in nature. The unitary structure also enhances the Board’s influence and oversight over the Adviser and other service providers.

In an effort to enhance the independence of the Board, the Board also has a Chairman thatChair who is an Independent Board Member. The Board recognizes that a chairmanchair can perform an important role in setting the agenda for the Board, establishing the boardroom culture, establishing a point person on behalf of the Board for Fund management and reinforcing the Board’s focus on the long-term interests of shareholders. The Board recognizes that a chairmanchair may be able to better perform these functions without any conflicts of interests arising from a position with Fund management. Accordingly, the Board Members have elected William J. SchneiderMr. Toth as the independent ChairmanChair of the Board. Specific responsibilitiesPursuant to the Fund’s By-Laws, the Chair shall perform all duties incident to the office of the Chairman include: (i) presiding at all meetingsChair of the Board and of the shareholders; (ii) seeing that all orders and resolutions ofsuch other duties as from time to time may be assigned to him or her by the Board Members are carried into effect; and (iii) maintaining records of and, whenever necessary, certifying all proceedings ofor the Board Members and the shareholders.By-Laws.

Although the Board has direct responsibility over various matters (such as advisory contracts, underwriting contracts and Fund performance), the Board also exercises certain of its oversight responsibilities through several committees that it has established and which report back to the full Board. The Board believes that a committee structure is an effective means to permit Board Members to focus on particular operations or issues affecting the Funds, including risk oversight. More specifically, with respect to risk oversight, the Board has delegated

21


matters relating to valuation and compliance to certain committees (as summarized below) as

23


well as certain aspects of investment risk. In addition, the Board believes that the periodic rotation of Board Members among the different committees allows the Board Members to gain additional and different perspectives of a Fund’s operations. The Board has established six standing committees: the Executive Committee, the Dividend Committee, the Audit Committee, the Compliance, Risk Management and Regulatory Oversight Committee, the Nominating and Governance Committee and the Closed-End Funds Committee. The Board may also from time to time create ad hoc committees to focus on particular issues as the need arises. The membership and functions of the standing committees are summarized below.

Executive Committee.Committee. The Executive Committee, which meets between regular meetings of the Board, is authorized to exercise all of the powers of the Board. The members of the Executive Committee are William J. Schneider, Chair, William Adams IV and Terence J. Toth.Toth, Chair, Albin F. Moschner and Margaret L. Wolf. The number of Executive Committee meetings of each Fund held during its last fiscal year is shown in Appendix C.C.

Dividend Committee.Committee. The Dividend Committee is authorized to declare distributions on each Fund’s shares including, but not limited to, regular and special dividends, capital gains and ordinary income distributions. The Dividend Committee operates under a written charter adopted and approved by the Board. The members of the Dividend Committee are Robert L. Young, Chair, William C. Hunter, Chair, Judith M. StockdaleAlbin F. Moschner and Terence J. Toth.Margaret L. Wolff. The number of Dividend Committee meetings of each Fund held during its last fiscal year is shown in Appendix C.C.

Audit Committee.Committee. The Board has an Audit Committee, in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934 (“1934 Act”), that is composed of Independent Board Members who are also “independent” as that term is defined in the listing standards pertaining to closed-end funds of the NYSE or NYSE MKT, as applicable.NYSE. The Audit Committee assists the Board in: the oversight and monitoring of the accounting and reporting policies, processes and practices of the Funds, and the audits of the financial statements of the Funds; the quality and integrity of the financial statements of the Funds; the Funds’ compliance with legal and regulatory requirements relating to the Funds’ financial statements; the independent auditors’ qualifications, performance and independence; and the pricing procedures of the Funds and the internal valuation group of Nuveen. It is the responsibility of the Audit Committee to select, evaluate and replace any independent auditors (subject only to Board and, if applicable, shareholder ratification) and to determine their compensation. The Audit Committee is also responsible for, among other things, overseeing the valuation of securities comprising the Funds’ portfolios. Subject to the Board’s general supervision of such actions, the Audit Committee addresses any valuation issues, oversees the Funds’ pricing procedures and actions taken by Nuveen’s internal valuation group which provides regular reports to the Audit Committee, reviews any issues relating to the valuation of the Funds’ securities brought to its attention, and considers the risks to the Funds in assessing the possible resolutions of these matters. The Audit Committee may also consider any financial risk exposures for the Funds in conjunction with performing its functions.

To fulfill its oversight duties, the Audit Committee receives and reviews annual and semi-annualsemiannual reports and has regular meetings with the external auditors for the Funds and the internal audit group at Nuveen. The Audit Committee also may review, in a general manner, the processes the Board or other Board committees have in place with respect to risk assessment and risk management as well as compliance with legal and regulatory matters relating to the

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Funds’ financial statements. The Audit Committee operates under a written Audit Committee Charter (the

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“Charter” “Charter”) adopted and approved by the Board, which Charter conforms to the listing standards of the NYSE or NYSE MKT, as applicable.NYSE. Members of the Audit Committee are independent (as set forth in the Charter) and free of any relationship that, in the opinion of the Board Members, would interfere with their exercise of independent judgment as an Audit Committee member. The members of the Audit Committee are Carole E. Stone, Chair, Jack B. Evans, Chair, David J. Kundert,William C. Hunter, John K. Nelson, Carole E. StoneAlbin F. Moschner and Terence J. Toth,Judith M. Stockdale, each of whom is an Independent Board Member of the Funds. A copy of the Charter is available at https://www.nuveen.com/CEF/Shareholder/ FundGovernance.aspx.fund-governance. The number of Audit Committee meetings of each Fund held during its last fiscal year is shown in Appendix C.C.

Compliance, Risk Management and Regulatory Oversight Committee. The Compliance, Risk Management and Regulatory Oversight Committee (the “Compliance Committee”) is responsible for the oversight of compliance issues, risk management and other regulatory matters affecting the Funds that are not otherwise under or within the jurisdiction of the other committees. The Board has adopted and periodically reviews policies and procedures designed to address the Funds’ compliance and risk matters. As part of its duties, the Compliance Committee: reviews the policies and procedures relating to compliance matters and recommends modifications thereto as necessary or appropriate to the full Board; develops new policies and procedures as new regulatory matters affecting the Funds arise from time to time; evaluates or considers any comments or reports from examinations from regulatory authorities and responses thereto; and performs any special reviews, investigations or other oversight responsibilities relating to risk management, compliance and/or regulatory matters as requested by the Board.

In addition, the Compliance Committee is responsible for risk oversight, including, but not limited to, the oversight of risks related to investments and operations. Such risks include, among other things, exposures to: particular issuers, market sectors, or types of securities; risks related to product structure elements, such as leverage; and techniques that may be used to address those risks, such as hedging and swaps. In assessing issues brought to the Compliance Committee’s attention or in reviewing a particular policy, procedure, investment technique or strategy, the Compliance Committee evaluates the risks to the Funds in adopting a particular approach or resolution compared to the anticipated benefits to the Funds and their shareholders. In fulfilling its obligations, the Compliance Committee meets on a quarterly basis, and at least once a year in person. The Compliance Committee receives written and oral reports from the Funds’ Chief Compliance Officer (“CCO”)CCO and meets privately with the CCO at each of its quarterly meetings. The CCO also provides an annual report to the full Board regarding the operations of the Funds’ and other service providers’ compliance programs as well as any recommendations for modifications thereto. The Compliance Committee also receives reports from the investment servicesoversight group of Nuveen regarding various investment risks. Notwithstanding the foregoing, the full Board also participates in discussions with management regarding certain matters relating to investment risk, such as the use of leverage and hedging. The investment servicesoversight group therefore also reports to the full Board at its quarterly meetings regarding, among other things, Fund performance and the various drivers of such performance. Accordingly, the Board directly and/or in conjunction with the Compliance Committee oversees matters relating to investment risks. Matters not addressed at the committee level are addressed directly by the full Board. The Compliance Committee operates under a written charter adopted and approved

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by the Board. Effective July 1, 2016, theThe members of the Compliance Committee will beare Margaret L. Wolff, Chair, Amy B. R. Lancellotta, Joanne T. Medero, John K. Nelson, Chair, William C. Hunter, Albin F. Moschner, Judith M. StockdaleMatthew Thornton III, Terence J. Toth and MargaretRobert L. Wolff.Young. The number of Compliance Committee meetings of each Fund held during its last fiscal year is shown in Appendix C.C.

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Nominating and Governance Committee.Committee. The Nominating and Governance Committee is responsible for seeking, identifying and recommending to the Board qualified candidates for election or appointment to the Board. In addition, the Nominating and Governance Committee oversees matters of corporate governance, including the evaluation of Board performance and processes, the assignment and rotation of committee members, and the establishment of corporate governance guidelines and procedures, to the extent necessary or desirable, and matters related thereto. Although the unitary Board and committee structure hasstructures have been developed over the years and the Nominating and Governance Committee believes the structure hasthese structures have provided efficient and effective governance, the committeeNominating and Governance Committee recognizes that, as demands on the Board evolve over time (such as through an increase in the number of funds overseen or an increase in the complexity of the issues raised), the committeeNominating and Governance Committee must continue to evaluate the Board and committee structures and their processes and modify the foregoing as may be necessary or appropriate to continue to provide effective governance. Accordingly, the Nominating and Governance Committee has a separate meeting each year to, among other things, review the Board and committee structures, their performance and functions, and recommend any modifications thereto or alternative structures or processes that would enhance the Board’s governance over the Funds’ business.

In addition, the Nominating and Governance Committee, among other things: makes recommendations concerning the continuing education of Board Members; monitors performance of legal counsel and other service providers; establishes and monitors a process by which security holders are able to communicate in writing with Board Members; and periodically reviews and makes recommendations about any appropriate changes to Board Member compensation. In the event of a vacancy on the Board, the Nominating and Governance Committee receives suggestions from various sources, including shareholders, as to suitable candidates. Suggestions should be sent in writing to Lorna Ferguson,William Siffermann, Manager of Fund Board Relations, Nuveen, Investments, 333 West Wacker Drive, Chicago, Illinois 60606. The Nominating and Governance Committee sets appropriate standards and requirements for nominations for new Board Members and each nominee is evaluated using the same standards. However, the Nominating and Governance Committee reserves the right to interview any and all candidates and to make the final selection of any new Board Members. In considering a candidate’s qualifications, each candidate must meet certain basic requirements, including relevant skills and experience, time availability (including the time requirements for due diligence site visits tomeetings with internal and external sub-advisers and service providers) and, if qualifying as an Independent Board Member candidate, independence from the Adviser, sub-advisers, underwriters or other service providers, including any affiliates of these entities. These skill and experience requirements may vary depending on the current composition of the Board, since the goal is to ensure an appropriate range of skills, diversity and experience, in the aggregate. Accordingly, the particular factors considered and weight given to these factors will depend on the composition of the Board and the skills and backgrounds of the incumbent Board Members at the time of consideration of the nominees. All candidates, however, must meet high expectations of personal integrity, independence, governance experience and professional competence. All candidates must be willing to be critical within the Board and with management and yet

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maintain a collegial and collaborative manner toward other Board Members. The Nominating and Governance Committee operates under a written charter adopted and approved by the Board, a copy of which is available on the Funds’ website at https://www.nuveen.com/CEF/Shareholder/FundGovernance.aspx,fund-governance, and is composed entirely of Independent Board Members, who are also “independent” as defined by NYSE or NYSE MKT listing standards, as appli-

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cable. Accordingly, effective July 1, 2016, thestandards. The members of the Nominating and Governance Committee will be Williamare Terence J. Schneider,Toth, Chair, Jack B. Evans, William C. Hunter, David J. Kundert,Amy B. R. Lancellotta, Joanne T. Medero, Albin F. Moschner, John K. Nelson, Judith M. Stockdale, Carole E. Stone, Terence J. Toth andMatthew Thornton III, Margaret L. Wolff.Wolff and Robert L. Young. The number of Nominating and Governance Committee meetings of each Fund held during its last fiscal year is shown in Appendix C.C.

Closed-End Funds Committee.Committee. The Closed-End Funds Committee was established by the Board in 2012 and is responsible for assisting the Board in the oversight and monitoring of the Nuveen funds that are registered as closed-end management investment companies (“(“Closed-End Funds”). The Closed-End Funds Committee may review and evaluate matters related to the formation and the initial presentation to the Board of any new Closed-End Fund and may review and evaluate any matters relating to any existing Closed-End Fund. The Closed-End Funds Committee receives updates on the secondary closed-end fund market and evaluates the premiums and discounts of the Nuveen closed-end funds, including the Funds, at each quarterly meeting. The Closed-End Funds Committee, reviews, among other things, the premium and discount trends in the broader closed-end fund market, by asset category and by closed-end fund; the historical total return performance data for the Nuveen closed-end funds, including the Funds, based on net asset value and price over various periods; the volatility trends in the market; the use of leverage by the Nuveen closed-end funds, including the Funds; the distribution data of the Nuveen closed-end funds, including the Funds, and as compared to peer averages; and a summary of common share issuances, if any, and share repurchases, if any, during the applicable quarter by the Nuveen closed-end funds, including the Funds. The Closed-End Funds Committee regularly engages in more in-depth discussions of premiums and discounts of the Nuveen closed-end funds. Additionally, the Closed-End Funds Committee members participate in in-depth workshops to explore, among other things, actions to address discounts of the Nuveen closed-end funds, potential share repurchases and available leverage strategies and their use. The Closed-End Funds Committee operates under a written charter adopted and approved by the Board. Effective July 1, 2016, theThe members of the Closed-End Funds Committee will be Carole E. Stone, Chair, William Adams IV,are Jack B. Evans, Albin F. Moschner, John K. Nelson,Chair, William J. Schneider andC. Hunter, Amy B. R. Lancellotta, Terence J. Toth.Toth, Margaret L. Wolff and Robert L. Young. The number of Closed-End Funds Committee meetings of each Fund held during its last fiscal year is shown in Appendix C.C.

Board Member Attendance. The number of regular quarterly meetings and special meetings held by the Board of each Fund during the Fund’s last fiscal year is shown in Appendix C. During the last fiscal year, each Board Member attended 75% or more of each Fund’s Board meetings and the committee meetings (if a member thereof) held during the period for which such Board Member was a Board Member. The policy of the Board relating to attendance by Board Members at annual meetings of shareholders of the Funds and the number of Board Members who attended the last annual meeting of shareholders of each Fund is posted on the Funds’ website at https://www.nuveen.com/CEF/Shareholder/Fund Governance.aspx.fund-governance.

Board Diversification and Board Member Qualifications.Qualifications. In determining that a particular Board Member was qualified to serve on the Board, the Board considered each Board Member’s background, skills, experience and other attributes in light of the composition of the Board

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with no particular factor controlling. The Board believes that Board Members need to have the ability to critically review, evaluate, question and discuss information provided to them, and to interact effectively with Fund management, service providers and counsel, in order to exercise effective business judgment in the performance of their duties, and the Board believes each Board Member satisfies this standard. An effective Board Member may achieve this ability through his or her educational background; business, professional training or practice; public service or academic positions; experience from service as a board member or executive of investment funds, public companies or significant private or not-for-profit entities or other organizations; and/or other life experiences. Accordingly, set forth below is a summary of the experiences, qualifications, attributes and skills that led to the conclusion, as of the date of this document, that each Board Member should serve in that capacity. References to the experiences, qualifications, attributes and skills of Board Members are pursuant to requirements of the Securities and Exchange Commission (“SEC”), do not constitute holding out the Board or any Board Member as having any special expertise or experience and shall not impose any greater responsibility or liability on any such person or on the Board by reason thereof.

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William Adams IV

Mr. Adams, an interested Board Member of the Funds, has been Co-Chief Executive Officer and Co-President of Nuveen Investments since March 2016, prior to which he had been Senior Executive Vice President, Global Structured Products of Nuveen Investments since November 2010. Mr. Adams is a member of the Senior Leadership Team of TIAA Global Asset Management (“TGAM”), as well as co-chair of Nuveen Investments’ Management and Operating Committees. He has also served as Co-President of Nuveen Fund Advisors, LLC since January 2011. Prior to that, he was Executive Vice President, U.S. Structured Products from December 1999 until November 2010 and served as Managing Director of Structured Investments from September 1997 to December 1999 and Vice President and Manager, Corporate Marketing from August 1994 to September 1997. He is Co-Chief Executive Officer, formerly, Senior Executive Vice President of Nuveen Securities, LLC. Mr. Adams earned his Bachelor of Arts degree from Yale University and his Masters of Business Administration (MBA) from the University of Chicago’s Graduate School of Business. He is an Associate Fellow of Yale’s Timothy Dwight College and is currently on the Board of the Chicago Symphony Orchestra and of Gilda’s Club Chicago.

Margo L. Cook

Ms. Cook has been Co-Chief Executive Officer and Co-President of Nuveen Investments since March 2016, prior to which she had been Senior Executive Vice President of Nuveen Investments since July 2015. Ms. Cook is a member of the Senior Leadership Team of TGAM, as well as co-chair of Nuveen Investments’ Management and Operating Committees. She is Senior Executive Vice President (since 2015) of Nuveen Fund Advisors, LLC and Co-Chief Executive Officer (since 2015) of Nuveen Securities, LLC. Since joining in 2008, she has held various leadership roles at Nuveen Investments, including as Head of Investment Services, responsible for investment-related efforts across the firm. Ms. Cook also serves on the Board of Nuveen Global Fund Investors. Before joining Nuveen Investments, she was the Global Head of Bear Stearns Asset Management’s institutional business. Prior to that, she spent over 20 years within BNY Mellon’s asset management business, including as Chief Investment Officer for Institutional Asset Management and Head of Institutional Fixed Income. Ms. Cook earned her Bachelor of Science degree in finance from the University of Rhode Island, her Executive MBA from Columbia University, and is a Chartered Financial Analyst. She serves as Vice Chair of the University of Rhode Island Foundation Board of Trustees, and Chair of the All Stars Project of Chicago Board.

Jack B. Evans

Mr. Evans has served as Chairman (since 2019), formerly, President from 1996-2019 of the Hall-Perrine Foundation, a private philanthropic corporation, since 1996,corporation. Mr. Evans was formerly President and Chief Operating Officer (1972-1995) of the SCI Financial Group, Inc., a regional financial services firm headquartered in Cedar Rapids, Iowa. Formerly, he was a member of the Board of the Federal Reserve Bank of Chicago from 1998 to 2003 as well as a Director of Alliant Energy and a Memberfrom 2000 to 2004 and President Pro Tem of the Board of Regents for the State of Iowa University System.System from 2000 to 2004. Mr. Evans is Chairman of the Board (since 2009) of United Fire Group, sitsa Life Trustee of Coe College and the Iowa College Foundation and formerly served as a Director and Public Member of the American Board of Orthopaedic Surgery form 2015 to 2020 and served on the Board of The Gazette Company and is a Life Trustee of Coe College.from 1996 to 2015. He has a Bachelor of Arts degree from Coe College and an MBAM.B.A. from the University of Iowa. Mr. Evans joined the Board in 1999.

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William C. Hunter

Mr.Dr. Hunter became Dean Emeritus of the Henry B. Tippie College of Business at the University of Iowa on June 30, 2012. He was appointedin 2012, after having served as Dean of the College onsince July 1, 2006. He was previouslyhad been Dean and Distinguished Professor of Finance at the University of Connecticut School of Business from 2003 to 2006. From 1995 to 2003, he was the Senior Vice President and Director of Research at the Federal Reserve Bank of Chicago. While there he served as the Bank’s Chief Economist and was an Associate Economist on the Federal Reserve System’s Federal Open Market Committee (FOMC). In addition to serving as a Vice President in charge of financial markets and basic research at the Federal Reserve Bank in Atlanta, heHe has held faculty positions at Emory University, Atlanta University, the University of Georgia and Northwestern University. A past Director of the Credit Research Center at Georgetown University, SS&C Technologies, Inc. (2005) and past President of the Financial Management Association International, heHe has consulted with numerous foreign central banks and official agencies in Western, Central and Eastern Europe, Asia, Central America and South America. From 1990 to 1995, he was a U.S. Treasury Advisor to Central and Eastern Europe. He has been a Director of the Xerox Corporation since 2004 and Wellmark, Inc. since 2009. He is a past Director (2005-2015) and a past President (2010-2014) of Beta Gamma Sigma, Inc., The International Business Honor Society.Society, and a past Director (2004-2018) of the Xerox Corporation. Dr. Hunter received his PhD (1978) and MBA (1970) from Northwestern University and his BS from Hampton University (1970). Dr. Hunter joined the Board in 2004.

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David J. KundertAmy B. R. Lancellotta

Mr. KundertAfter 30 years of service, Ms. Lancellotta retired in 2004 as Chairmanat the end of JPMorgan Fleming Asset Management, and as President and CEO of Banc One Investment Advisors Corporation, and as President of One Group Mutual Funds. Prior to the merger between Bank One Corporation and JPMorgan Chase and Co., he was Executive Vice President, Bank One Corporation and, since 1995, the Chairman and CEO, Banc One Investment Management Group. From 1988 to 1992, he was President and CEO of Bank One Wisconsin Trust Company. Mr. Kundert recently retired as a Director of the Northwestern Mutual Wealth Management Company (2006–2013). He started his career as an attorney for Northwestern Mutual Life Insurance Company. Mr. Kundert has served on the Board of Governors of2019 from the Investment Company Institute (ICI), which represents regulated investment companies on regulatory, legislative and he is currentlysecurities industry initiatives that affect funds and their shareholders. From November 2006 until her retirement, Ms. Lancellotta served as Managing Director of ICI’s Independent Directors Council (IDC), which supports fund independent directors in fulfilling their responsibilities to promote and protect the interests of fund shareholders. At IDC, Ms. Lancellotta was responsible for all ICI and IDC activities relating to the fund independent director community. In conjunction with her responsibilities, Ms. Lancellotta advised and represented IDC, ICI, independent directors and the investment company industry on issues relating to fund governance and the role of fund directors. She also directed and coordinated IDC’s education, communication, governance and policy initiatives. Prior to serving as Managing Director of IDC, Ms. Lancellotta held various other positions with ICI beginning in 1989. Before joining ICI, Ms. Lancellotta was an associate at two Washington, D.C. law firms. In addition, since 2020, she has been a member of the Wisconsin Bar Association. He is on the Board of the Greater Milwaukee Foundation and chairs its Investment Committee. He is a Regent Emeritus and a Member of the Investment Committee of Luther College. He is also a Member of the Board of Directors (Milwaukee)of the Jewish Coalition Against Domestic Abuse (JCADA), College Possiblean organization that seeks to end power-based violence, empower survivors and ensure safe communities. Ms. Lancellotta received a B.A. degree from Pennsylvania State University in 1981 and a MemberJ.D. degree from the National Law Center, George Washington University (currently known as George Washington University Law School) in 1984. Ms. Lancellotta joined the Board in 2021.

Joanne T. Medero

Ms. Medero has over 30 years of financial services experience and, most recently, from December 2009 until her retirement in July 2020, she was a Managing Director in the Government Relations and Public Policy Group at BlackRock, Inc. (BlackRock). From July 2018 to July 2020, she was also Senior Advisor to BlackRock’s Vice Chairman, focusing on public policy and corporate governance issues. In 1996, Ms. Medero joined Barclays Global Investors (BGI), which merged with BlackRock in 2009. At BGI, she was a Managing Director and served as Global General Counsel and Corporate Secretary until 2006. Then, from 2006 to 2009, Ms. Medero was a Managing Director and Global Head of Government Relations and Public Policy at Barclays Group (IBIM), where she provided policy guidance and directed legislative and regulatory advocacy programs for the investment banking, investment management and wealth management businesses. Before joining BGI, Ms. Medero was a Partner at Orrick, Herrington & Sutcliffe LLP from 1993 to 1995, where she specialized in derivatives and financial markets regulation issues. Additionally, she served as General Counsel of the Commodity Futures Trading Commission (CFTC) from 1989 to 1993 and, from 1986 to 1989, she was Deputy Associate Director/Associate Director for Legal and Financial Affairs at The White House Office of Presidential Personnel. Further, from 2006 to 2010, Ms. Medero was a member of the CFTC Global Markets Advisory Committee and she has been actively involved in financial industry associations, serving as Chair of the Steering Committee of the SIFMA (Securities Industry and Financial Markets Association) Asset Management Group (2016-2018) and Chair of the CTA (Commodity Trading Advisor), CPO (Commodity Pool Operator) and Futures Committee of the Managed Funds Association (2010-2012). Currently, Ms. Medero chairs the Corporations, Antitrust and Securities Practice Group of The Federalist Society for Law and Public Policy (since 2010 and from 2000 to 2002). In addition, since 2019, she has been a member of

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the Board of Trustees, Milwaukee Repertory Theater. HeDirectors of the Baltic-American Freedom Foundation, which seeks to provide opportunities for citizens of the Baltic states to gain education and professional development through exchanges in the United States. Ms. Medero received his Bachelor of Artsa B.A. degree from Luther CollegeSt. Lawrence University in 1975 and his Juris Doctora J.D. degree from Valparaiso University.the National Law Center, George Washington University (currently known as George Washington University Law School) in 1978. Ms. Medero joined the Board in 2021.

Albin F. Moschner

Mr. Moschner is a consultant in the wireless industry and, in July 2012, founded Northcroft Partners, LLC, a management consulting firm that provides operational, management and governance solutions. Prior to founding Northcroft Partners, LLC, Mr. Moschner held various positions at Leap Wireless International, Inc., a provider of wireless services, where he was a consultant from February 2011 to July 2012, Chief Operating Officer from July 2008 to February 2011, and Chief Marketing Officer from August 2004 to June 2008. Before he joined Leap Wireless International, Inc., Mr. Moschner was President of the Verizon Card Services division of Verizon Communications, Inc. from 2000 to 2003, and President of One Point

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Services at One Point Communications from 1999 to 2000. Mr. Moschner also served at Zenith Electronics Corporation as Director, President and Chief Executive Officer from 1995 to 1996, and as Director, President and Chief Operating Officer from 1994 to 1995. Since 2012, Mr. Moschner has beenwas formerly Chairman (2019) and a member of the Board of Directors (2012-2019) of USA Technologies, Inc. and, from 1996 until 2016, he was a member of the Board of Directors of Wintrust Financial Corporation. In addition, he currently serves onis emeritus (since 2018) of the Advisory Boards of the Kellogg School of Management (since 1995)(1995-2018) and the Archdiocese of Chicago Financial Council (since May 2012)(2012-2018). Mr. Moschner received a Bachelor of Engineering degree in Electrical Engineering from The City College of New York in 1974 and a Master of Science degree in Electrical Engineering from Syracuse University in 1979. Mr. Moschner joined the Board in 2016.

John K. Nelson

Mr. Nelson currently servesis on the Board of Directors of Core12, LLCLLC. (since 2008), a private firm which develops branding, marketing, and communications strategies for clients. He was formerly a senior external advisor to the financial services practice of Deloitte Consulting LLP. Mr. Nelson has extensive experience in global banking and markets, having served in several senior executive positions with ABN AMRO Holdings N.V. and its affiliated entities and predecessors, including LaSalle Bank Corporation from 1996 to 2008. From 2007 to 2008, Mr. Nelson wasultimately serving as Chief Executive Officer of ABN AMRO N.V. North America, andAmerica. During his tenure at the bank, he also served as Global Head of its Financial Markets Division.Division, which encompassed the bank’s Currency, Commodity, Fixed Income, Emerging Markets, and Derivatives businesses. He was a member of the Foreign Exchange Committee of the Federal Reserve Bank of the United States and during his tenure with ABN AMRO served as the bank’s representative on various committees of theThe Bank of Canada, European Central Bank, and theThe Bank of England. Mr. Nelson previously served as a senior, external advisor to the financial services practice of Deloitte Consulting LLP. (2012-2104). At Fordham University, he currently servesserved as a director of The President’s Council (2010-2019) and previously served as a director of The Curran Center for Catholic American Studies (2009-2018). He served as a trustee and The President’s Council. He is also a memberChairman of The Economic Club of Chicago and was formerly a member of The Hyde Park Angels and a Trustee at St. Edmund Preparatory School in New York City. He is former chair of the Board of Trustees of Marian University (2011-2014)(2011-2013). Mr. Nelson graduatedis a graduate of Fordham University and received hisholds a BA in Economics (1984) and an MBA from Fordham University.

William J. Schneider

in Finance (1991). Mr. Schneider, the Board’s Independent Chairman, is currently Chairman, formerly Senior Partner and Chief Operating Officer (retired, December 2004) of Miller-Valentine Partners, a real estate investment company. He is an owner in several other Miller-Valentine entities. He is currently a member ofNelson joined the Board of WDPR Public Radio Station and of Med-America Health System. He was formerly a Director and Past Chair of the Dayton Development Coalition. He was formerly a member of the Community Advisory Board of the National City Bank in Dayton as well as a former member of the Business Advisory Council of the Cleveland Federal Reserve Bank. Mr. Schneider was also a member of the Business Advisory Council for the University of Dayton College of Business. He also served as Chair of the Miami Valley Hospital and as Chair of the Finance Committee of its parent holding company. Mr. Schneider was an independent trustee of the Flagship Funds, a group of municipal open-end funds. Mr. Schneider has a Bachelor of Science in Community Planning from the University of Cincinnati and a Masters of Public Administration from the University of Dayton.2013.

 

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Judith M. Stockdale

Ms. Stockdale retired at the end ofin 2012 as Executive Director of the Gaylord and Dorothy Donnelley Foundation, a private foundation working in land conservation and artistic vitality in the Chicago region and the LowcountryLow Country of South Carolina. She is currently a board member of the U.S. Endowment for Forestry and Communities (since 2013) and rejoined the board of the Land Trust Alliance in June 2013.(since 2013). Her previous positions include Executive Director of the Great Lakes Protection Fund, Executive Director of Openlands, and Senior Staff Associate at the Chicago Community Trust. She has served on the Advisory Council of the National Zoological Park, the Governor’s Science Advisory Council (Illinois) and the Nancy Ryerson Ranney Leadership Grants Program. She has served onbeen a member of the Boards of Brushwood Center, Forefront f/k/a Donors Forum and the Donors Forum.U.S. Endowment for Forestry and Communities. Ms. Stockdale, a native of the United Kingdom, has a Bachelor of Science degree in geography from the University of Durham (UK) and a Master of Forest Science degree from Yale University. Ms. Stockdale joined the Board in 1997.

Carole E. Stone

Ms. Stone is currently onrecently retired from the Board of Directors of Cboe Global Markets, Inc. (2010-May 2020) (formerly, CBOE Holdings, Inc.) having served from 2010-2020. She previously served on the Boards of the Chicago Board Options Exchange CBOE Holdings, Inc. and C2 Options Exchange, Incorporated. Ms. Stone retired from the New York State Division of the Budget in 2004, having served as its Director for nearly five years and as Deputy Director from 1995 through 1999. She has also served as the Chair of the New York Racing Association Oversight Board, as Chair of the Public Authorities Control Board, as a Commissioner on the New York State Commission on Public Authority Reform and as a member of the boardsBoards of directorsDirectors of several New York State public authorities. Ms. Stone has a Bachelor of Arts from Skidmore College in Business AdministrationAdministration. Ms. Stone joined the Board in 2007.

Matthew Thornton III

Mr. Thornton has over 40 years of broad leadership and operating experience from Skidmore College.his career with FedEx Corporation (“FedEx”), which, through its portfolio of companies, provides transportation, e-commerce and business services. In November 2019, Mr. Thornton retired as Executive Vice President and Chief Operating Officer of FedEx Freight Corporation (FedEx Freight), a subsidiary of FedEx, where, from May 2018 until his retirement, he had been responsible for day-to-day operations, strategic guidance, modernization of freight operations and delivering innovative customer solutions. From September 2006 to May 2018, Mr. Thornton served as Senior Vice President, U.S. Operations at Federal Express Corporation (FedEx Express), a subsidiary of FedEx. Prior to September 2006, Mr. Thornton held a range of positions of increasing responsibility with FedEx, including various management positions. In addition, Mr. Thornton currently (since 2014) serves on the Board of Directors of The Sherwin-Williams Company, where he is a member of the Audit Committee and the Nominating and Corporate Governance Committee, and the Board of Directors of Crown Castle International (since 2020), where he is a member of the Strategy Committee and the Compensation Committee. Formerly (2012-2018), he was a member of the Board of Directors of Safe Kids Worldwide®, a non-profit organization dedicated to the prevention of childhood injuries. Mr. Thornton is a member (since 2014) of the Executive Leadership Council (ELC), the nation’s

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premier organization of global black senior executives. He is also a member of the National Association of Corporate Directors (NACD). Mr. Thornton has been recognized by Black Enterprise on its 2017 list of the Most Powerful Executives in Corporate America and by Ebony on its 2016 Power 100 list of the world’s most influential and inspiring African Americans. Mr. Thornton received a B.B.A. degree from the University of Memphis in 1980 and an M.B.A. from the University of Tennessee in 2001. Mr. Thornton joined the Board in 2020.

Terence J. Toth

Mr. Toth, isthe Nuveen Funds’ Independent Chair, was a ManagingCo-Founding Partner of Promus Capital (since 2008)(2008-2017). From 2008 to 2013, he served aswas a Director of Legal & General Investment Management America, Inc. From 2004 to 2007, he was Chief Executive Officer and President of Northern Trust Global Investments, and Executive Vice President of Quantitative Management & Securities Lending from 2000 to 2004. He also formerly served on the Board of the Northern Trust Mutual Funds. He joined Northern Trust in 1994 after serving as Managing Director and Head of Global Securities Lending at Bankers Trust (1986 to 1994) and Head of Government Trading and Cash Collateral Investment at Northern Trust from 1982 to 1986. He currently serves on the Boards of Chicago Fellowship, Fulcrum IT Service LLC (since 2010), Quality Control Corporation (since 2012) and LogicMark LLC (since 2012),since 2012 and Catalyst Schools of Chicago.Chicago since 2008. He is on the Mather Foundation Board (since 2012)since 2012 and is Chair of its investment committee.Investment Committee and previously served as a Director of LogicMark LLC (2012-2016) and of Fulcrum IT Service LLC (2010-2019). Mr. Toth graduated with a Bachelor of Science degree from the University of Illinois, and received his MBA from New York University. In 2005, he graduated from the CEO Perspectives Program at Northwestern University. Mr. Toth joined the Board in 2008.

Margaret L. Wolff

Ms. Wolff retired from Skadden, Arps, Slate, Meagher & Flom LLP in 2014 after more than 30 years of providing client service in the Mergers & Acquisitions Group. During her legal

29


career, Ms. Wolff devoted significant time to advising boards and senior management on U.S. and international corporate, securities, regulatory and strategic matters, including governance, shareholder, fiduciary, operational and management issues. Since 2013, she has been a Board member of Travelers Insurance Company of Canada and The Dominion of Canada General Insurance Company (each of which is a part of Travelers Canada, the Canadian operation of The Travelers Companies, Inc.). Ms. Wolff has been a trustee of New York-Presbyterian Hospital since 2005 and, since 2004, she has served as a trustee of The John A. Hartford Foundation (a philanthropy dedicated to improving the care of older adults) where she currently is the Chair. From 2013 to 2017, she was a Board member of Travelers Insurance Company of Canada and The Dominion of Canada General Insurance Company (each of which is a part of Travelers Canada, the Canadian operation of The Travelers Companies, Inc.). From 2005 to 2015, she was a trustee of Mt. Holyoke College and served as Vice Chair of the Board from 2011 to 2015. Ms. Wolff received her Bachelor of Arts from Mt. Holyoke College and her Juris Doctor from Case Western Reserve University School of Law. Ms. Wolff joined the Board in 2016.

32


Robert L. Young

Mr. Young has more than 30 years of experience in the investment management industry. From 1997 to 2017, he held various positions with J.P. Morgan Investment Management Inc. (“J.P. Morgan Investment”) and its affiliates (collectively, “J.P. Morgan”). Most recently, he served as Chief Operating Officer and Director of J.P. Morgan Investment (from 2010 to 2016) and as President and Principal Executive Officer of the J.P. Morgan Funds (from 2013 to 2016). As Chief Operating Officer of J.P. Morgan Investment, Mr. Young led service, administration and business platform support activities for J.P. Morgan’s domestic retail mutual fund and institutional commingled and separate account businesses, and co-led these activities for J.P. Morgan’s global retail and institutional investment management businesses. As President of the J.P. Morgan Funds, Mr. Young interacted with various service providers to these funds, facilitated the relationship between such funds and their boards, and was directly involved in establishing board agendas, addressing regulatory matters, and establishing policies and procedures. Before joining J.P. Morgan, Mr. Young, a former Certified Public Accountant (CPA), was a Senior Manager (Audit) with Deloitte & Touche LLP (formerly, Touche Ross LLP), where he was employed from 1985 to 1996. During his tenure there, he actively participated in creating, and ultimately led, the firm’s midwestern mutual fund practice. Mr. Young holds a Bachelor of Business Administration degree in Accounting from the University of Dayton and, from 2008 to 2011, he served on the Investment Committee of its Board of Trustees. Mr. Young joined the Board in 2017.

Board Member Terms. For each Fund, shareholders will be asked to elect Board Members as each Board Member’s term expires, and with respect to Board Members elected by holders of Common Shares, such Board MemberMembers shall be elected for a term expiring at the time of the third succeeding annual meeting of shareholders subsequent to their election or thereafter, in each case when their respective successors are duly elected and qualified. These provisions could delay for up to two years the replacement of a majority of the Board.

 

3033


The Officers

The following table sets forth information with respect to each officer of the Funds. Officers receive no compensation from the Funds. The officers are elected by the Board on an annual basis to serve until successors are elected and qualified.

 

Name, Address
and Year of Birth
 Position(s)
Held
with Fund
 Term of
Office and
Length of
Time
Served(1)
 Principal Occupation(s)
During Past 5 Years(2)
Number of
Portfolios
in Fund
Complex
Served by
Officer(2)
Gifford R. ZimmermanDavid J. Lamb
333 West Wacker Drive
Chicago, IllinoisIL 60606
19561963
 Chief Administrative Officer 

Term: Annual

Indefinite Length of Service: Since 1988

since 2015
 Managing Director of Nuveen Fund Advisors, LLC and Nuveen Securities, LLC (since 2002)2020); Senior Managing Director (since 2021), formerly, Managing Director (2017-2021), Senior Vice President of Nuveen (2006-2017), Vice President prior to 2006.

Mark J. Czarniecki

901 Marquette Avenue

Minneapolis, MN 55402

1979

Vice President and Assistant SecretaryTerm: Indefinite Length of Service: Since 2013Vice President and Assistant Secretary of Nuveen Securities, LLC; Managing DirectorLLC (since 2002), Assistant Secretary (since 1997)2016) and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing DirectorLLC (since 2004)2017); Vice President, Associate General Counsel and Assistant Secretary (since 1994) of Nuveen Investments, Inc.Asset Management, LLC (since 2018); Managing Director, Assistant SecretaryVice President and Associate General Counsel of Nuveen Asset Management, LLC (since 2011); Managing Director2013).

Diana R. Gonzalez

333 West Wacker Drive

Chicago, IL 60606

1978

Vice President and Assistant SecretaryTerm: Indefinite Length of Symphony Asset Management LLC (since 2003) and Nuveen Investments Advisers, LLC (since 2002); Service: Since 2017Vice President and Assistant Secretary of NWQ Investment Management Company, LLC, Santa Barbara Asset Management, LLCNuveen Fund Advisors (since 2006) and of Winslow Capital Management, LLC (since 2010)2017); Vice President and Assistant Secretary (since 2013), formerly, Chief Administrative Officer and Chief Compliance Officer (2006-2013)Associate General Counsel of Nuveen Commodities(since 2017); Associate General Counsel of Jackson National Asset Management LLC; Chartered Financial Analyst.185(2012-2017).
Cedric H. Antosiewicz

Nathaniel T. Jones

333 West Wacker Drive

Chicago, IllinoisIL 60606
1962

1979

Vice President and TreasurerTerm: Indefinite Length of Service: Since 2016Senior Managing Director (since 2021), formerly, Managing Director (2017-2021), Senior Vice President (2016-2017), formerly, Vice President (2011-2016) of Nuveen; Managing Director (since 2015) of Nuveen Fund Advisors, LLC; Chartered Financial Analyst.

Tina M. Lazar

333 West Wacker Drive

Chicago, IL 60606

1961

 Vice President 

Term: Annual

Indefinite Length of Service: Since 2007

2002
 Managing Director (since 2004)2017), formerly, Senior Vice President (2014-2017) of Nuveen Securities, LLC; Managing Director (since 2014) of Nuveen Fund Advisors, LLC.83

 

3134


Name, Address
and Year of Birth
 Position(s)
Held
with Fund
 Term of
Office and
Length of
Time
Served(1)
 Principal Occupation(s)
During Past 5 Years(2)
Number of
Portfolios
in Fund
Complex
Served by
Officer(2)
Lorna C. Ferguson

Brian J. Lockhart

333 West Wacker Drive

Chicago, IllinoisIL 60606
1945

1974

 Vice President 

Term: AnnualIndefinite

Length of Service: Since 1998

Managing Director of Nuveen Investments Holdings, Inc.185
Stephen D. Foy
333 West Wacker Drive
Chicago, Illinois 60606
1954
Vice President and Controller

Term: Annual

Length of Service: Since 19932019

 Managing Director (since 2014), formerly, Senior Vice President (2013-2014) and Vice President2019) of Nuveen Fund Advisors, LLC; Chief Financial Officer of Nuveen Commodities Asset Management, LLC (since 2010);Senior Managing Director (since 2016)2021), formerly, Managing Director (2017-2021), Vice President (2010-2017) of Nuveen Securities, LLC;Nuveen; Head of Investment Oversight (since September 2017), formerly, Team Leader of Manager Oversight (2015-2017); Chartered Financial Analyst and Certified Public Accountant.185Financial Risk Manager.
Nathaniel T. Jones

Jacques M. Longerstaey
333 West Wacker Drive
Chicago, Illinois 60606
1979

Vice President and Treasurer

Term: Annual

Length of Service: Since 2016

Senior Vice President (since 2016), formerly, Vice President (2011-2016) of Nuveen Investments Holdings, Inc.; Chartered Financial Analyst.184
Walter M. Kelly8500 Andrew Carnegie Blvd.
333 West Wacker Drive
Chicago, Illinois 60606
1970
Chief Compliance Officer and Vice President

Term: Annual

Length of Service: Since 2003Charlotte, NC 28262

Senior Vice President (since 2008) of Nuveen Investments Holdings, Inc.185
David J. Lamb
333 West Wacker Drive
Chicago, Illinois 60606

1963

 Vice President 

Term: Annual

Length of Service: since 2015

Senior Vice President of Nuveen Investments Holdings, Inc. (since 2006), Vice President prior to 2006.83
Tina M. Lazar
333 West Wacker Drive
Chicago, Illinois 60606
1961
Vice President

Term: AnnualIndefinite

Length of Service: Since 20022019

 Senior Vice PresidentManaging Director, Chief Risk Officer, Nuveen, LLC (since May 2019); Senior Managing Director (since May 2019) of Nuveen Investments Holdings, Inc.Fund Advisors, LLC; formerly, Chief Investment and Nuveen Securities, LLC.185Model Risk Officer, Wealth & Investment Management Division, Wells Fargo Bank (NA) (2013-2019).

 

3235


Name, Address
and Year of Birth
 Position(s)
Held
with Fund
 Term of
Office and
Length of
Time
Served(1)
 Principal Occupation(s)
During Past 5 Years(2)
Number of
Portfolios
in Fund
Complex
Served by
Officer(2)

Kevin J. McCarthy

333 West Wacker Drive

Chicago, IllinoisIL 60606

1966

 Vice President and Assistant Secretary 

Term: AnnualIndefinite

Length of Service: Since 2007

 Executive Vice President,Senior Managing Director (since 2017) and Secretary and General Counsel (since March 2016) of Nuveen Investments, Inc., formerly, Executive Vice President (2016-2017) and Managing Director and Assistant Secretary of Nuveen Investments, Inc.(2008-2016); Executive Vice President (since March 2016), formerly,Senior Managing Director (since 2017) and Assistant Secretary (since 2008) of Nuveen Securities, LLC;LLC, formerly Executive Vice President (2016-2017) and Managing Director (2008-2016); Senior Managing Director (since 2017), Secretary (since March 2016) of Nuveen Fund Advisors, LLC, formerly, Co-General Counsel (2011-2020), formerly,Executive Vice President (2016-2017), Managing Director (2008-2016) and Assistant Secretary (2007-2016); Senior Managing Director (since 2017), and Co-General CounselSecretary (since 2011)2016) of Nuveen Fund Advisors, LLC;Asset Management, LLC, formerly Associate General Counsel (2011-2020), Executive Vice President (2016-2017) and Secretary (since March 2016), formerly, Managing Director and Assistant Secretary (2011-2016), and Associate General Counsel (since 2011) of Nuveen Asset Management, LLC; Executive Vice President and Secretary of Nuveen Investments Advisers, LLC;; Vice President (since 2007) and Secretary (since 2016), (formerly, Assistant Secretary) of NWQ Investment Management Company, LLC, Symphony Asset Management LLC, Santa Barbara Asset Management, LLC and Winslow Capital Management, LLC (since 2010) and Tradewinds Global Investors, LLC; Senior Managing Director (since 2016); Vice President (since 2010)2017) and Secretary (since March 2016), formerly, Assistant Secretary of Nuveen Commodities Asset Management,Alternative Investments, LLC.185

 

3336


Name, Address
and Year of Birth
 Position(s)
Held
with Fund
 Term of
Office and
Length of
Time
Served(1)
 Principal Occupation(s)
During Past 5 Years(2)
Number of
Portfolios
in Fund
Complex
Served by
Officer(2)
Kathleen L. Prudhomme

Jon Scott Meissner
901 Marquette Avenue

8500 Andrew Carnegie Blvd.
Minneapolis, Minnesota 55402

Charlotte, NC 28262
1953

1973

 Vice President and Assistant Secretary 

Term: AnnualIndefinite

Length of Service: Since 20112019

 Managing Director of Mutual Fund Tax and Assistant Secretary ofFinancial Reporting groups at Nuveen Securities, LLC (since 2011)2017); Managing Director Assistant Secretary and Co-General Counsel (since 2011)2019) of Nuveen Fund Advisors, LLC; ManagingSenior Director Assistant Secretaryof Teachers Advisors, LLC and Associate General CounselTIAA-CREF Investment Management, LLC (since 2011) of Nuveen Asset Management, LLC; formerly, Deputy General Counsel, FAF Advisors, Inc. (2004-2010).1852016); Senior Director (since 2015) Mutual Fund Taxation to the TIAA-CREF Funds, the TIAA-CREF Life Funds, the TIAA Separate Account VA-1 and the CREF Accounts; has held various positions with TIAA since 2004.

Deann D. Morgan

730 Third Avenue

New York, NY 10017

1969

Vice President

Term: Indefinite

Length of Service: Since February 2020

President of Nuveen Fund Advisors, LLC (since 2020); Executive Vice President, Global Head of Product at Nuveen, LLC (since November 2019); Co-Chief Executive Officer of Nuveen Securities, LLC (since 2020); Managing Member of MDR Collaboratory LLC (since 2018); Managing Director, Head of Wealth Management Product Structuring & COO Multi Asset Investing, The Blackstone Group (2013-2017).
Joel T. SlagerChristopher M. Rohrbacher
333 West Wacker Drive
Chicago, IllinoisIL 60606
19781971
 Vice President and Assistant Secretary 

Term: AnnualIndefinite

Length of Service: Since 20132008

 Fund TaxManaging Director for Nuveen Funds (since 2013); previously,2017), General Counsel (since 2020) and Assistant Secretary (since 2016), formerly, Senior Vice President (2016-2017), of Morgan StanleyNuveen Fund Advisors, LLC; Managing Director (since 2017) of Nuveen Securities LLC; Managing Director, Associate General Counsel and Assistant Secretary of Nuveen Asset Management, LLC (since 2020); Managing Director (since 2017), and Associate General Counsel (since 2016), formerly, Senior Vice President (2012-2017) and Assistant General Counsel (2008-2016) of Nuveen.

37


Name, Address
and Year of Birth
Position(s)
Held
with Fund
Term of
Office and
Length of
Time
Served(1)
Principal Occupation(s)
During Past 5 Years(2)
William A. Siffermann
333 West Wacker Drive
Chicago, IL 60606
1975
Vice President

Term: Indefinite

Length of Service: Since 2017

Managing Director (since 2017), formerly, Senior Vice President (2016-2017) and Vice President (2011-2016) of Nuveen.

E. Scott Wickerham
8500 Andrew Carnegie Blvd.

Charlotte, NC 28262
1973

Vice President and Controller

Term: Indefinite

Length of Service: Since 2019

Senior Managing Director, Head of Public Investment Finance at Nuveen (since 2019), formerly, Managing Director, Senior Managing Director (since 2019), of Nuveen Fund Advisors, LLC; Principal Financial Officer, Principal Accounting Officer and Treasurer (since 2017) of the TIAA-CREF Funds, the TIAA-CREF Life Funds, the TIAA Separate Account VA-1 and Principal Financial Officer, Principal Accounting Officer (since 2020) and Treasurer (since 2017) to the CREF Accounts; Senior Director, TIAA-CREF Fund Administration (2014-2015); has held various positions with TIAA since 2006.
Mark L. Winget
333 West Wacker Drive
Chicago, IL 60606
1968
Vice President and Secretary

Term: Indefinite

Length of Service: Since 2008

Vice President and Assistant Secretary of Nuveen Securities, LLC (since 2008); Vice President and Assistant Secretary of Nuveen Fund Advisors, LLC (since 2019); Vice President, Associate General Counsel and Assistant Secretary of Nuveen Asset Management, LLC (since 2020); Vice President (since 2010) and Associate General Counsel (since 2019), formerly, Assistant General Counsel (2008-2016) of Nuveen.

38


Name, Address
and Year of Birth
Position(s)
Held
with Fund
Term of
Office and
Length of
Time
Served(1)
Principal Occupation(s)
During Past 5 Years(2)
Gifford R. Zimmerman
333 West Wacker Drive
Chicago, IL 60606
1956
Chief Compliance Officer and Vice President

Term: Indefinite

Length of Service: Since 1988

Formerly, Managing Director (2002-2020) and Assistant Secretary (2002-2020) of Nuveen Securities, LLC; formerly, Managing Director (2002-2020), Assistant Secretary (1997-2020) and Co-General Counsel (2011-2020) of Nuveen Fund Advisors, LLC; Managing Director (since 2004) and Assistant Secretary (since 1994) of Nuveen Investments, Inc.; formerly, Managing Director, Assistant Secretary and Associate General Counsel of Nuveen Asset Management, LLC (2011-2020); formerly Vice President and Assistant Secretary of NWQ Investment Management Inc.Company, LLC (2002-2020), Assistant Treasurer of the Morgan Stanley Funds (from 2010 to 2013).185Santa Barbara Asset Management, LLC (2006-2020) and Winslow Capital Management, LLC (2010-2020); Chartered Financial Analyst.

 

(1) 

Length of Time Served indicates the year the individual became an officer of a fund in the Nuveen fund complex.

(2) 

Information as of June 25, 2016.1, 2021.

Audit Committee Report

The Audit Committee of each Board is responsible for the oversight and monitoring of (1) the accounting and reporting policies, processes and practices, and the audit of the financial statements, of each Fund, (2) the quality and integrity of the Fund’s financial statements and (3) the independent registered public accounting firm’s qualifications, performance and independence. In its oversight capacity, the Audit Committee reviews each Fund’s annual financial statements with both management and the independent registered public accounting firm and the committeeAudit Committee meets periodically with the independent registered public accounting firm and internal auditors to consider their evaluation of each Fund’s financial and internal controls. The Audit Committee also selects, retains, evaluates and may replace each Fund’s independent registered public accounting firm. The Audit Committee is currently composed of five Independent Board Members and operates under a written charter adopted and approved by each Board. Each Audit Committee member meets the independence and experience requirements, as applicable, of the NYSE, NYSE MKT, Section 10A of the 1934 Act and the rules and regulations of the SEC.

The Audit Committee, in discharging its duties, has met with and held discussions with management and each Fund’s independent registered public accounting firm. The Audit Committee

39


has also reviewed and discussed the audited financial statements with management. Management has represented to the independent registered public accounting firm that each

34


Fund’s financial statements were prepared in accordance with generally accepted accounting principles. The Audit Committee has also discussed with the independent registered public accounting firm the matters required to be discussed by Statement on Auditing Standards (“SAS”) No. 114 (The Auditor’s Communication With Those Charged With Governance), which supersedes SAS No. 61 (Communication with Audit Committees). Each Fund’s independent registered public accounting firm provided to the Audit Committee the written disclosure required by Public Company Accounting Oversight Board Rule 3526 (Communications with Audit Committees Concerning Independence), and the Audit Committee discussed with representatives of the independent registered public accounting firm their firm’s independence. As provided in the Audit Committee Charter, it is not the Audit Committee’s responsibility to determine, and the considerations and discussions referenced above do not ensure, that each Fund’s financial statements are complete and accurate and presented in accordance with generally accepted accounting principles.

Based on the Audit Committee’s review and discussions with management and the independent registered public accounting firm, the representations of management and the report of the independent registered public accounting firm to the Audit Committee, the Audit Committee has recommended that the audited financial statements be included in each Fund’s Annual Report.

The current members of the Audit Committee are:

Jack B. Evans

David J. KundertWilliam C. Hunter

Albin F. Moschner

John K. Nelson

Judith M. Stockdale

Carole E. Stone,

Terence J. Toth Chair

 

3540


Audit and Related Fees. The following tables provide the aggregate fees billed during each Fund’s last two fiscal years by each Fund’s independent registered public accounting firm for engagements directly related to the operations and financial reporting of each Fund including those relating (i) to each Fund for services provided to the Fund and (ii) to the Adviser and certain entities controlling, controlled by, or under common control with the Adviser that provide ongoing services to each Fund (“Adviser Entities”).

 

  Audit Fees(1)   Audit Related Fees(2)   Tax Fees(3)   All Other Fees(4)   Audit Fees(1)   Audit Related Fees(2)   Tax Fees(3)   All Other Fees(4) 
  Fund   Fund   Adviser and
Adviser Entitles
   Fund   Adviser and
Adviser Entitles
   Fund   Adviser and
Adviser Entitles
   Fund   Fund   Adviser and
Adviser Entitles
   Fund   Adviser and
Adviser Entitles
   Fund   Adviser and
Adviser Entitles
 
  Fiscal
Year
Ended
2014
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2014
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2014
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2014
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2014
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2014
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2014
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2019
   Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2019
   Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2019
   Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2019
   Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2019
   Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2019
   Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2019
   Fiscal
Year
Ended
2020
 

AMT-Free Credit Income

  $24,610   $25,090   $38,500   $3,500   $0   $0   $0   $0   $0   $0   $0   $0   $0   $0 

AMT-Free Value

  $20,500    $20,500    $0    $4,000    $0    $0    $0    $0    $0    $0    $0    $193    $0    $0     22,420    22,860    11,000    0    0    0    0    0    0    0    0    0    0    0 

Enhanced AMT-Free(5)

   22,500     22,500     0     0     0     0     0     0     0     0     0     629     0     0  

Enhanced Municipal Credit(6)

   22,500     22,500     0     0     0     0     0     0     0     0     0     815     0     0  

AMT-Free Quality Income

   24,610    25,090    38,500    3,500    0    0    0    0    0    0    0    0    0    0 

Dynamic Municipal

   0    17,950    0    0    0    0    0    0    0    0    0    0    0    0 

Enhanced Value

   20,500     20,500     0     3,500     0     0     0     0     0     0     0     1,816     0     0     22,420    22,860    2,500    0    0    0    0    0    0    0    0    0    0    0 

Credit Income

   24,610    25,090    0    0    0    0    0    0    0    0    0    0    0    0 

Municipal High Income

   25,500     25,500     0     3,500     0     0     0     0     0     0     0     2,674     0     0     27,900    28,450    5,500    8,000    0    0    0    0    0    0    0    0    0    0 

Municipal Income

   20,500     20,500     0     0     0     0     0     0     0     0     0     107     0     0     22,420    22,860    5,500    0    0    0    0    0    0    0    0    0    0    0 

Municipal Value

   20,500     20,500     0     0     0     0     0     0     0     0     0     458     0     0     22,420    22,860    0    0    0    0    0    0    0    0    0    0    0    0 

2018 Target Term(7)

   0     30,500     0     0     0     0     0     0     0     0     0     0     0     0  

Quality Income

   24,610    30,090    0    3,500    0    0    0    0    0    0    0    0    0    0 

 

(1)

“Audit Fees” are the aggregate fees billed for professional services for the audit of the Fund’s annual financial statements and services provided in connection with statutory and regulatory filings or engagements.

 

(2)

“Audit Related Fees” are the aggregate fees billed for assurance and related services reasonably related to the performance of the audit or review of financial statements that are not reported under “Audit Fees.” These fees include offerings related to the Fund’s common shares and leverage.

(3)

“Tax Fees” are the aggregate fees billed for professional services for tax advice, tax compliance, and tax planning. These fees include: all global withholding tax services; excise and state tax reviews; capital gain, tax equalization and taxable basis calculation performed by the principal accountant.

(4)

“All Other Fees” are the aggregate fees billed for products and services other than “Audit Fees”, “Audit-Related Fees” and “Tax Fees.” These fees represent all “Agreed-Upon Procedures” engagements pertaining to the Fund’s use of leverage.

41


   Audit Fees(1)   Audit Related Fees(2)   Tax Fees(3)   All Other Fees(4) 
   Fund   Fund   Adviser and
Adviser Entitles
   Fund   Adviser and
Adviser Entitles
   Fund   Adviser and
Adviser Entitles
 
    Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2021
   Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2021
   Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2021
   Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2021
   Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2021
   Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2021
   Fiscal
Year
Ended
2020
   Fiscal
Year
Ended
2021
 

California Select

  $25,240   $25,730   $0   $0   $0   $0   $0   $0   $0   $0 �� $0   $0   $0   $0 

New York AMT-Free

   25,240    25,730    0    0    0    0    0    0    0    0    0    0    0    0 

New York Value

   23,000    23,450    0    12,500    0    0    0    0    0    0    0    0    0    0 

New York Quality Income

   25,240    25,730    0    0    0    0    0    0    0    0    0    0    0    0 

New York Select

   25,240    25,730    0    0    0    0    0    0    0    0    0    0    0    0 

Select Maturities

   21,830    22,260    0    0    0    0    0    0    0    0    0    0    0    0 

Taxable Income

   28,590    29,150    0    2,500    0    0    0    0    0    0    0    0    0    0 

(1)

“Audit Fees” are the aggregate fees billed for professional services for the audit of the Fund’s annual financial statements and services provided in connection with statutory and regulatory filings or engagements.

(2)

“Audit Related Fees” are the aggregate fees billed for assurance and related services reasonably related to the performance of the audit or review of financial statements that are not reported under “Audit Fees.” These fees include offerings related to the Fund’s Common Shares and leverage.

 

(3)

“Tax Fees” are the aggregate fees billed for professional services for tax advice, tax compliance, and tax planning. These fees include: all global withholding tax services; excise and state tax reviews; capital gain, tax equalization and taxable basis calculation performed by the principal accountant.

 

(4)

“All Other Fees” are the aggregate fees billed for products and services other than “Audit Fees,” “Audit-Related Fees” and “Tax Fees.” These fees represent all “Agreed-Upon Procedures” engagements pertaining to the Fund’s use of leverage.

(5)The Fund acquired Nuveen Quality Municipal Fund, Inc., Nuveen Quality Income Municipal Fund, Inc. and Nuveen Municipal Opportunity Fund, Inc. on April 11, 2016.

(6)

The Fund acquired Nuveen Municipal Advantage, Nuveen Premium Income Municipal Fund 4 and Nuveen Dividend Advantage Municipal Fund 2 on April 11, 2016.

(7)The Fund commenced operations on November 12, 2015.

 

3642


   Audit Fees(1)   Audit Related Fees(2)   Tax Fees(3)   All Other Fees(4) 
   Fund   Fund   Adviser and
Adviser Entitles
   Fund   Adviser and
Adviser Entitles
   Fund   Adviser and
Adviser Entitles
 
    Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2016
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2016
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2016
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2016
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2016
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2016
   Fiscal
Year
Ended
2015
   Fiscal
Year
Ended
2016
 

Build America

  $25,500    $26,375    $0    $0    $0    $0    $0    $0    $0    $0    $0    $1,616    $0    $0  

Build America Opportunity

   25,500     26,375     0     0     0     0     0     0     0     0     0     629     0     0  

California Select

   22,500     23,270     0     0     0     0     0     0     0     0     0     0     0     0  

New York Select

   22,500     23,270     0     0     0     0     0     0     0     0     0     57     0     0  

Select Maturities

   19,500     20,165     0     0     0     0     0     0     0     0     0     0     0     0  

Select Tax-Free

   22,500     23,270     0     0     0     0     0     0     0     0     0     36     0     0  

Select Tax-Free 2

   22,500     23,270     0     0     0     0     0     0     0     0     0     57     0     0  

Select Tax-Free 3

   22,500     23,270     0     0     0     0     0     0     0     0     0     14     0     0  
    Total Non-Audit Fees
Billed to Fund
   Total Non-Audit Fees
Billed to Adviser and
Adviser Entities
(Engagements Related
Directly to the Operations
and Financial Reporting
of Fund)
   Total Non-Audit Fees
Billed to Adviser and
Adviser Entities
(All Other Engagements)
   Total 
    Fiscal Year
Ended 2019
   Fiscal Year
Ended 2020
   Fiscal Year
Ended 2019
   Fiscal Year
Ended 2020
   Fiscal Year
Ended 2019
   Fiscal Year
Ended 2020
   Fiscal Year
Ended 2019
   Fiscal Year
Ended 2020
 

AMT-Free Credit Income

  $0   $0   $0   $0   $0   $0   $0   $0 

AMT-Free Value

   0    0    0    0    0    0    0    0 

AMT-Free Quality Income

   0    0    0    0    0    0    0    0 

Dynamic Municipal

   0    0    0    0    0    0    0    0 

Enhanced Value

   0    0    0    0    0    0    0    0 

Credit Income

   0    0    0    0    0    0    0    0 

Municipal High Income

   0    0    0    0    0    0    0    0 

Municipal Income

   0    0    0    0    0    0    0    0 

Municipal Value

   0    0    0    0    0    0    0    0 

Quality Income

   0    0    0    0    0    0    0    0 

 

(1)“Audit Fees” are the aggregate fees billed for professional services for the audit of the Fund’s annual financial statements and services provided in connection with statutory and regulatory filings or engagements.

(2)“Audit Related Fees” are the aggregate fees billed for assurance and related services reasonably related to the performance of the audit or review of financial statements that are not reported under “Audit Fee.” These fees include offerings related to the Fund’s Common Shares and leverage.

(3)“Tax Fees” are the aggregate fees billed for professional services for tax advice, tax compliance, and tax planning. These fees include: all global withholding tax services; excise and state tax reviews; capital gain, tax equalization and taxable basis calculation performed by the principal accountant.

(4)“All Other Fees” are the aggregate fees billed for products and services other than “Audit Fee,” “Audit-Related Fees” and “Tax Fee.” These fees represent all “Agreed-Upon Procedures” engagements pertaining to the Fund’s use of leverage.
    Total Non-Audit Fees
Billed to Fund
   Total Non-Audit Fees
Billed to Adviser and
Adviser Entities
(Engagements Related
Directly to the Operations
and Financial Reporting
of Fund)
   Total Non-Audit
Fees Billed to Adviser and
Adviser Entities
(All Other Engagements)
   Total 
    Fiscal Year
Ended 2020
   Fiscal Year
Ended 2021
   Fiscal Year
Ended 2020
   Fiscal Year
Ended 2021
   Fiscal Year
Ended 2020
   Fiscal Year
Ended 2021
   Fiscal Year
Ended 2020
   Fiscal Year
Ended 2021
 

California Select

  $0   $0   $0   $0   $0   $0   $0   $0 

New York AMT-Free

   0    0    0    0    0    0    0    0 

New York Value

   0    0    0    0    0    0    0    0 

New York Quality Income

   0    0    0    0    0    0    0    0 

New York Select

   0    0    0    0    0    0    0    0 

Select Maturities

   0    0    0    0    0    0    0    0 

Taxable Income

   0    0    0    0    0    0    0    0 

 

37


    Total Non-Audit Fees
Billed  to Fund
   Total Non-Audit Fees
Billed  to Advisers and
Adviser Entities
(Engagements Related
Directly to the Operations
and Financial Reporting
of Fund)
   Total Non-Audit Fees
Billed  to Advisers and
Adviser Entities
(All Other Engagements)
   Total 
    Fiscal Year
Ended 2014
   Fiscal Year
Ended 2015
   Fiscal Year
Ended 2014
   Fiscal Year
Ended 2015
   Fiscal Year
Ended 2014
   Fiscal Year
Ended 2015
   Fiscal Year
Ended 2014
   Fiscal Year
Ended 2015
 

AMT-Free Value

  $0    $193    $0    $0    $0    $0    $0    $193  

Enhanced AMT-Free

   0     629     0     0     0     0     0     629  

Enhanced Municipal Credit

   0     815     0     0     0     0     0     815  

Enhanced Value

   0     1,816     0     0     0     0     0     1,816  

Municipal High Income

   0     2,674     0     0     0     0     0     2,674  

Municipal Income

   0     107     0     0     0     0     0     107  

Municipal Value

   0     458     0     0     0     0     0     458  

2018 Target Term

   0     0     0     0     0     0     0     0  

    Total Non-Audit Fees
Billed  to Fund
   Total Non-Audit Fees
Billed  to Advisers and
Adviser Entities
(Engagements Related
Directly to the Operations
and Financial Reporting
of Fund)
   Total Non-Audit Fees
Billed  to Advisers and
Adviser Entities
(All Other Engagements)
   Total 
    Fiscal Year
Ended 2015
   Fiscal Year
Ended 2016
   Fiscal Year
Ended 2015
   Fiscal Year
Ended 2016
   Fiscal Year
Ended 2015
   Fiscal Year
Ended 2016
   Fiscal Year
Ended 2015
   Fiscal Year
Ended 2016
 

Build America

  $0    $1,616    $0    $0    $0    $0    $0    $1,616  

Build America Opportunity

   0     629     0     0     0     0     0     629  

California Select

   0     0     0     0     0     0     0     0  

New York Select

   0     57     0     0     0     0     0     57  

Select Maturities

   0     0     0     0     0     0     0     0  

Select Tax-Free

   0     36     0     0     0     0     0     36  

Select Tax-Free 2

   0     57     0     0     0     0     0     57  

Select Tax-Free 3

   0     14     0     0     0     0     0     14  

3843


Audit Committee Pre-Approval Policies and Procedures.Procedures. Generally, the Audit Committee must approve each Fund’s independent registered public accounting firm’s engagements (i) with the Fund for audit or non-audit services and (ii) with the Adviser and Adviser Entities for non-audit services if the engagement relates directly to the operations and financial reporting of the Fund. Regarding tax and research projects conducted by the independent registered public accounting firm for each Fund and the Adviser and Adviser Entities (with respect to the operations and financial reporting of each Fund), such engagements will be (i) pre-approved by the Audit Committee if they are expected to be for amounts greater than $10,000; (ii) reported to the Audit Committee chairman for hisher verbal approval prior to engagement if they are expected to be for amounts under $10,000 but greater than $5,000; and (iii) reported to the Audit Committee at the next Audit Committee meeting if they are expected to be for an amount under $5,000.

The Audit Committee has approved in advance all audit services and non-audit services that the independent registered public accounting firm provided to each Fund and to the Adviser and Adviser Entities (with respect to the operations and financial reporting of each Fund). None of the services rendered by the independent registered public accounting firm to each Fund or the Adviser or Adviser Entities were pre-approved by the Audit Committee pursuant to the pre-approval exception under Rule 2.01(c)2-01(c)(7)(i)(C) or Rule 2.01(c)2-01(c)(7)(ii) of Regulation S-X.

Additional Information

Appointment of the Independent Registered Public Accounting Firm

The Board of each Fund has appointed KPMG LLP (“KPMG”) as independent registered public accounting firm to audit the books and records of the Fund for its current fiscal year. A representative of KPMG will be present at the Annual Meetings to make a statement, if such representative so desires, and to respond to shareholders’ questions. KPMG has informed each Fund that it has no direct or indirect material financial interest in the Funds, Nuveen, the Adviser or any other investment company sponsored by Nuveen.

Section 16(a) Beneficial Interest Reporting Compliance

Section 30(h) of the 1940 Act and Section 16(a) of the 1934 Act require Board Members and officers, the Adviser, affiliated persons of the Adviser and persons who own more than 10% of a registered class of a Fund’s equity securities to file forms reporting their affiliation with that Fund and reports of ownership and changes in ownership of that Fund’s shares with the SEC and the NYSE or NYSE MKT, as applicable. These persons and entities are required by SEC regulation to furnish the Funds with copies of all Section 16(a) forms they file. Based on a review of these forms furnished to each Fund, each Fund believes that its Board Members and officers, Adviser and affiliated persons of the Adviser have complied with all applicable Section 16(a) filing requirements during its last fiscal year. To the knowledge of management of the Funds, no shareholder of a Fund owns more than 10% of a registered class of a Fund’s equity securities, except as provided in Appendix B.

39


Information About the Adviser

The Adviser, located at 333 West Wacker Drive, Chicago, Illinois 60606, serves as investment adviser and manager for each Fund. The Adviser is a wholly-ownedan indirect subsidiary of Nuveen. Nuveen, is an operating division of TGAM,LLC, the investment management arm of Teachers Insurance and Annuity Association of America (“TIAA”). TIAA is a life insurance company founded in 1918 by the Carnegie Foundation for the Advancement of Teaching and is the companion organization of College Retirement Equities Fund.

Shareholder Proposals

To be considered for presentation at the 2022 annual meeting of shareholders for the Funds, to be held in 2017, shareholder proposals submitted pursuant to Rule 14a-8 of the 1934 Act must be received at the offices of that Fund, 333 West Wacker Drive, Chicago, Illinois 60606, not later than March 1, 2017.February 25, 2022. A shareholder wishing to provide notice in the manner prescribed by Rule 14a-4(c)(1) of a proposal submitted outside of the process of Rule 14a-8 for the annual meeting must, pursuant to each Fund’s By-Laws, submit such written notice to the Fund not later

44


than May 15, 2017April 11, 2022 or prior to April 30, 2017.March 27, 2022. Timely submission of a proposal does not mean that such proposal will be included in a proxy statement. Copies of the By-Laws of each Fund are available on the EDGAR Database on the SEC’s website at www.sec.gov.

Proposals may be presented by shareholders only if advance notice is duly submitted in accordance with applicable law and a Fund’s governing documents, and the subject matter of such proposal is a matter upon which the proposing shareholder is entitled to vote. Each Fund’s By-Laws require shareholders submitting advance notices of proposals of business or nominations for election as Board Members to provide the Fund with certain information and representations about the proponent shareholder and the nominees or business being proposed. A shareholder wishing to present a proposal of business or nomination is encouraged to carefully review the applicable Fund’s By-Laws

Shareholder Communications

Fund shareholders who want to communicate with the Board or any individual Board Member should write to the attention of Lorna Ferguson,William Siffermann, Manager of Fund Board Relations, Nuveen, 333 West Wacker Drive, Chicago, Illinois 60606. The letter should indicate that you are a Fund shareholder and note the Fund or Funds that you own. If the communication is intended for a specific Board Member and so indicates, it will be sent only to that Board Member. If a communication does not indicate a specific Board Member, it will be sent to the Independent ChairmanChair and the outside counsel to the Independent Board Members for further distribution as deemed appropriate by such persons.

Expenses of Proxy Solicitation

The cost of preparing, printing and mailing the enclosed proxy, accompanying notice and proxy statement and all other costs in connection with the solicitation of proxies will be paid by the Funds pro rata based on the number of shareholder accounts. Additional solicitation may be made by letter or telephone by officers or employees of Nuveen or the Adviser, or by dealers and their representatives. Any additional costs of solicitation will be paid by the Fund that requires additional solicitation.

Fiscal Year

The last fiscal year end for each Fund except Build America, Build America Opportunity, California Select, 2018 Target Term, New York Select, Select Maturities, Select Tax-Free, Select Tax-Free 2AMT-Free Credit Income, AMT-Free Value, AMT-Free Quality Income, Dynamic Municipal, Enhanced Value, Credit Income, Municipal High Income, Municipal Income, Municipal Value and Select Tax-Free 3Quality Income was October 31, 2015.2020. The last fiscal year end for 2018 Target TermNew York AMT-Free, New York Value and New York Quality Income was December 31, 2015.February 28, 2021. The last fiscal year end for Build America, Build America Opportunity, California Select, New York Select, Select Maturities Select Tax-Free, Select Tax-Free 2 and Select Tax-Free 3Taxable Income was March 31, 2016.2021.

40


Shareholder Report Delivery

Shareholder reports will be sentfurnished to shareholders of record of each Fund following the applicable period. EachAs permitted by regulations adopted by the SEC, shareholder reports will be made available on the Funds’ website (www.nuveen.com/closed-end-funds/), and shareholders will be notified by mail each time a report is posted and provided with a website link to access the report. Shareholders may

45


elect to receive all future reports in paper free of charge. If you own shares of a Fund will furnish, without charge,through a copyfinancial intermediary, such as a broker-dealer or bank, you may contact your financial intermediary to request that you continue to receive paper copies of its annual report and/or semi-annual report as available upon request. Such written or oral requests should be directedyour shareholder reports. If you invest directly with a Fund, you can inform the Fund that you wish to suchreceive paper copies of your shareholder reports by writing to the Fund at 333 West Wacker Drive, Chicago, Illinois 60606 or by calling 1-800-257-8787. Your election to receive shareholder reports in paper will apply to all Nuveen funds if you invest directly with the Fund or to all funds held in your account if you invest through your financial intermediary.

Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting To Be Held on August 3, 2016:4, 2021:

Each Fund’s proxy statement is available at http://www.nuveenproxy.com/Closed-End-Fund-Proxy-Information/. For more information, shareholders may also contact the applicable Fund at the address and phone number set forth above.

Please note that only one annual report, semi-annual report or proxy statement may be delivered to two or more shareholders of a Fund who share an address, unless the Fund has received instructions to the contrary. To request a separate copy of an annual report, semi-annual report or proxy statement, or for instructions as to how to request a separate copy of such documents or as to how to request a single copy if multiple copies of such documents are received, shareholders should contact the applicable Fund at the address and phone number set forth above.

General

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. However, if other matters are properly presented to the Annual Meetings for a vote, the proxies will be voted by the persons acting under the proxies upon such matters in accordance with their judgment of the best interests of the Fund.

A list of shareholders entitled to be present and to vote at each Annual Meeting will be available at the offices of the Funds, 333 West Wacker Drive, Chicago, Illinois, for inspection by any shareholder during regular business hours beginning ten days prior to the date of the Annual Meeting.Meeting for inspection by any shareholder for any legally valid purpose related to the Annual Meetings. Shareholders interested in inspecting the list of shareholders for their respective Fund(s) should contact (800) 257-8787 for additional information. To email the Fund(s), please visit www.nuveen.com/contact-us.

Failure of a quorum to be present at any Annual Meeting will necessitate adjournment and will subject that Fund to additional expense. Under each Fund’s 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. The persons named in the enclosed proxyappointed chair may also move for an adjournment ofadjourn any Annual Meeting to permit further solicitation of proxies with respect to the proposal if they determine that adjournment and further solicitation is reasonable and in the best interests of the Funds. Under each Fund’s By-Laws, an adjournment of a meeting with respect to a matter requires the affirmative vote of a majority of the shares entitled to vote on the matter present in person or represented by proxy at the meeting.proxies.

IF YOU CANNOT BE PRESENT AT THE VIRTUAL MEETING, YOU ARE REQUESTED TO FILL IN, SIGN AND RETURN THE ENCLOSED PROXY PROMPTLY. NO POSTAGE IS REQUIRED IF MAILED IN THE UNITED STATES.

Kevin J. McCarthyMark L. Winget

Vice President and Secretary

June 24, 201625, 2021

 

4146


APPENDIX A

Beneficial Ownership

The following table lists the dollar range of equity securities beneficially owned by each Board Member Member/nominee in each Fund and in all Nuveen funds overseen by the Board Member/nominee as of DecemberMay 31, 2015.2021. The information as to beneficial ownership is based on statements furnished by each Board Member/nominee.

 

Dollar Range of Equity Securities
Board Member/Nominees AMT-Free
Value
 Build
America
 Build
America
Opportunity
 California
Select
 Enhanced
AMT-Free
 Enhanced
Municipal
Credit
 Enhanced
Value
 2018 Target
Term
 Municipal
High Income
 Municipal
Income

Board Members/Nominees who are not interested persons of the Funds

  
Jack B. Evans $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
William C. Hunter $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
David J. Kundert $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Albin F. Moschner(2) $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
John K. Nelson $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
William J. Schneider $0 $0 $0 $0 $0 $0 $0 $0 Over $100,000 $0
Judith M. Stockdale $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Carole E. Stone $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Terence J. Toth $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Margaret L. Wolff $0 $0 $0 $0 $0 $0 $0 $0 $0 $0

Board Members/Nominees who are interested persons of the Funds

  
William Adams IV $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Margo L. Cook(2) $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
   Dollar Range of Equity Securities
Board Members/Nominees AMT-Free
Credit Income
 AMT-Free
Value
 AMT-Free
Quality Income
 California
Select
 Dynamic
Municipal
 Enhanced
Value
 Credit Income Municipal High
Income
 Municipal
Income
 Municipal
Value
 New York
AMT-Free

Board Members/Nominees who are not “interested persons” of the Funds

Jack B. Evans $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
William C. Hunter $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Amy B. R. Lancellotta $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Joanne T. Medero $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Albin F. Moschner $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
John K. Nelson $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Judith M. Stockdale $0 $0 $50,001-$100,000 $0 $0 $0 $0 $0 $0 $0 $0
Carole E. Stone $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Matthew Thornton III $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Terence J. Toth $10,001-$50,000 $0 $50,001-$100,000 $0 $0 $0 $10,001-$50,000 $10,001-$50,000 $0 $0 $0
Margaret L. Wolff $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Robert L. Young $0 Over $100,000 $0 $0 $0 $0 $0 $0 Over $100,000 $0 $0

 

A-1


Dollar Range of Equity Securities
Board Member/Nominees Municipal
Value
 New York
Select
 Select
Maturities
 Select
Tax-Free
 Select
Tax-Free 2
 Select
Tax-Free 3
 Aggregate Range of Equity Securities in All
Registered Investment Companies  Overseen
by Board Member Nominees in Family of
Investment Companies(1)

Board Members/Nominees who are not interested persons of the Funds

       
Jack B. Evans $0 $0 $0 $0 $0 $0 Over $100,000
William C. Hunter $0 $0 $0 $0 $0 $0 Over $100,000
David J. Kundert $0 $0 $0 $0 $0 $0 Over $100,000
Albin F. Moschner(2) $0 $0 $0 $0 $0 $0 None
John K. Nelson $0 $0 $0 $0 $0 $0 Over $100,000
William J. Schneider $0 $0 $0 $0 $0 $0 Over $100,000
Judith M. Stockdale $0 $0 $0 $0 $0 $0 Over $100,000
Carole E. Stone $0 $0 $0 $0 $0 $0 Over $100,000
Terence J. Toth $0 $0 $0 $0 $0 $0 Over $100,000
Margaret L. Wolff $0 $0 $0 $0 $0 $0 None

Board Members/Nominees who are interested persons of the Funds

       
William Adams IV Over $100,000 $0 $0 $0 $0 $0 Over $100,000
Margo L. Cook(2) $0 $0 $0 $0 $0 $0 Over $100,000
   Dollar Range of Equity Securities
Board Members/Nominees New York
Value
 New York
Quality
Income
 New York
Select
 Quality
Income
 Select
Maturities
 Taxable
Income
 Aggregate Range of Equity Securities in All
Registered Investment Companies
Overseen in Family of
Investment Companies(1)

Board Members/Nominees who are not “interested persons” of the Funds

Jack B. Evans $0 $0 $0 $0 $0 $0 Over $100,000
William C. Hunter $0 $0 $0 $0 $0 $0 Over $100,000
Amy B. R. Lancellotta $0 $0 $0 $0 $0 $0 $0
Joanne T. Medero $0 $0 $0 $0 $0 $0 $0
Albin F. Moschner $0 $0 $0 $0 $0 $0 Over $100,000
John K. Nelson $0 $0 $0 $0 $0 $0 Over $100,000
Judith M. Stockdale $0 $0 $0 $10,001-$50,000 $0 $0 Over $100,000
Carole E. Stone $0 $0 $0 $0 $0 $0 Over $100,000
Matthew Thornton III $0 $0 $0 $0 $0 $0 $0
Terence J. Toth $0 $0 $0 $0 $0 $0 Over $100,000
Margaret L. Wolff $0 $0 $0 $0 $0 $0 Over $100,000
Robert L. Young $0 $0 $0 $0 $0 $0 Over $100,000

 

(1)

The amounts reflect the aggregate dollar range of equity securities of the number of shares beneficially owned by the Board Member/nominee in the Funds and in all Nuveen funds overseen by each Board Member/nominee.

(2)Board Members Cook and Moschner were appointed on June 22, 2016 to the Board of Trustees/Directors of the Nuveen Funds, to be effective July 1, 2016.

 

A-2


The following table sets forth, for each Board Member/nominee and for the Board Member/nominees and officers as a group, the amount of shares beneficially owned in each Fund as of DecemberMay 31, 2015.2021. The information as to beneficial ownership is based on statements furnished by each Board Member/nominee and officer.

 

Fund Shares Owned By Board Members And Officers(1)
Board Member/Nominees AMT-Free
Value
 Build
America
 Build America
Opportunity
 California
Select
 Enhanced
AMT-Free
 Enhanced
Municipal
Credit
 Enhanced
Value
 2018 Target
Term

Board Members/Nominees who are not interested persons of the Funds

Jack B. Evans 0 0 0 0 0 0 0 0
William C. Hunter 0 0 0 0 0 0 0 0
David J. Kundert 0 0 0 0 0 0 0 0
Albin F. Moschner(2) 0 0 0 0 0 0 0 0
John K. Nelson 0 0 0 0 0 0 0 0
William J. Schneider 0 0 0 0 0 0 0 0
Judith M. Stockdale 0 0 0 0 0 0 0 0
Carole E. Stone 0 0 0 0 0 0 0 0
Terence J. Toth 0 0 0 0 0 0 0 0
Margaret L. Wolff 0 0 0 0 0 0 0 0

Board Members/Nominees who are interested persons of the Funds

William Adams IV 0 0 0 0 0 0 0 0
Margo L. Cook(2) 0 0 0 0 0 0 0 0

All Board Members/Nominees and Officers as a Group

 0 0 800 0 0 0 0 0

   Fund Shares Owned By Board Members And Officers(1)
Board Members/Nominees AMT-Free
Credit Income
 AMT-Free
Value
 AMT-Free
Quality Income
 California
Select
 Dynamic
Municipal
 Enhanced
Value
 Credit
Income
 Municipal
High Income
 Municipal
Income
 Municipal
Value

Board Members/Nominees who are not “interested persons” of the Funds

Jack B. Evans 0 0 0 0 0 0 0 0 0 0
William C. Hunter 0 0 0 0 0 0 0 0 0 0
Amy B. R. Lancellotta 0 0 0 0 0 0 0 0 0 0
Joanne T. Medero 0 0 0 0 0 0 0 0 0 0
Albin F. Moschner 0 0 0 0 0 0 0 0 0 0
John K. Nelson 0 0 0 0 0 0 0 0 0 0
Judith M. Stockdale 0 0 3,751 0 0 0 0 0 0 0
Carole E. Stone 0 0 0 0 0 0 0 0 0 0
Matthew Thornton III 0 0 0 0 0 0 0 0 0 0
Terence J. Toth 1,277 0 4,566 0 0 0 1,300 1,838 0 0
Margaret L. Wolff 0 0 0 0 0 0 0 0 0 0
Robert L. Young 0 6,490 0 0 0 0 0 0 9,582 0

All Board Members/Nominees and Officers as a Group

 1,277 6,490 11,773 0 0 0 1,994 2,201 9,582 0

 

A-3


Fund Shares Owned By Board Members And Officers(1)
Board Member/Nominees Municipal
High Income
 Municipal
Income
 Municipal
Value
 New York
Select
 Select
Maturities
 Select
Tax-Free
 Select
Tax-Free 3
 Select
Tax-Free 3

Board Members/Nominees who are not interested persons of the Funds

 
Jack B. Evans 0 0 0 0 0 0 0 0
William C. Hunter 0 0 0 0 0 0 0 0
Albin F. Moschner(2) 0 0 0 0 0 0 0 0
David J. Kundert 0 0 0 0 0 0 0 0
John K. Nelson 0 0 0 0 0 0 0 0
William J. Schneider 14,900 0 0 0 0 0 0 0
Judith M. Stockdale 0 0 0 0 0 0 0 0
Carole E. Stone 0 0 0 0 0 0 0 0
Terence J. Toth 0 0 0 0 0 0 0 0
Margaret L. Wolff 0 0 0 0 0 0 0 0

Board Members/Nominees who are interested persons of the Funds

 
William Adams IV 0 0 10,000 0 0 0 0 0
Margo L. Cook(2) 0 0 0 0 0 0 0 0

All Board Members/Nominees and Officers as a Group

 14,900 0 10,000 0 0 0 0 0
   Fund Shares Owned By Board Members And Officers(1)
Board Members/Nominees New York
AMT-Free
 New York
Value
 New York
Quality Income
 New York
Select
 Quality
Income
 Select
Maturities
 Taxable
Income

Board Members/Nominees who are not “interested persons” of the Funds

Jack B. Evans 0 0 0 0 0 0 0
William C. Hunter 0 0 0 0 0 0 0
Amy B. R. Lancellotta 0 0 0 0 0 0 0
Joanne T. Medero 0 0 0 0 0 0 0
Albin F. Moschner 0 0 0 0 0 0 0
John K. Nelson 0 0 0 0 0 0 0
Judith M. Stockdale 0 0 0 0 1,582 0 0
Carole E. Stone 0 0 0 0 0 0 0
Matthew Thornton III 0 0 0 0 0 0 0
Terence J. Toth 0 0 0 0 0 0 0
Margaret L. Wolff 0 0 0 0 0 0 0
Robert L. Young 0 0 0 0 0 0 0

All Board Members/Nominees and Officers as a Group

 0 0 0 0 6,260 0 381

 

(1)

The numbers include share equivalents of certain Nuveen funds in which the Board Member/nominee is deemed to be invested pursuant to the Deferred Compensation Plan for Independent Board Members as more fully described in the Proxy Statement.

(2)Board Members Cook and Moschner were appointed on June 22, 2016 to the Board of Trustees/Directors of the Nuveen Funds, to be effective July 1, 2016.

 

A-4A-3


APPENDIX B

List of Beneficial Owners Who Own More Than 5% of Any Class of Shares in Any Fund

The following chart lists each shareholder or group of shareholders who beneficially owned more than 5% of any class of shares for each Fund as of June 6, 20167, 2021*:

 

Fund and Class Shareholder Name and Address Number of
Shares Owned
  Percentage
Owned
 

AMT-Free Value
— Common Shares

 

First Trust Portfolios L.P.(a)

First Trust Advisors L.P.(a)

The Charger Corporation(a)

120 East Liberty Drive, Suite 400

Wheaton, IL 60187

  741,419    5.52

Build America Opportunity
— Common Shares

 

University of Minnesota Foundation

45 S. Seventh Street, Suite 2650

Minneapolis, MN 55402

  401,576    5.60
 

Tortoise Investment Management, LLC

239 Central Avenue, 2nd Floor

White Plains, NY 10606

  592,208    8.22
 

Wells Fargo & Company(b)

420 Montgomery Street

San Francisco, CA 94104

 

Wells Fargo Capital Management Incorporated(b)

525 Market St, 10th Floor

San Francisco, CA 94105

  445,458    6.18
 

Sit Investment Associates, Inc.

3300 IDS Center

80 South Eighth Street

Minneapolis, MN 55402

  409,476    5.68

California Select
— Common Shares

 

First Trust Portfolios L.P.(a)

First Trust Advisors L.P.(a)

The Charger Corporation(a)

120 East Liberty Drive, Suite 400

Wheaton, IL 60187

  357,784    5.70

Enhanced AMT-Free
— Common Shares

 

Karpus Management, Inc., d/b/a

Karpus Investment Management

183 Sully’s Trail

Pittsford, New York 14534

  1,337,570    5.02

Enhanced AMT-Free
— VMTP Shares

 

Wells Fargo & Company(c)

420 Montgomery Street

San Francisco, CA 94104

 

Wells Fargo Bank, National Association(c)

101 North Phillips Avenue

Sioux Falls, SD 57104

  2,404    100

Enhanced Municipal Credit
— Common Shares

 

Karpus Management, Inc., d/b/a

Karpus Investment Management

183 Sully’s Trail

Pittsford, New York 14534

  3,114,095    8.57
    
Fund and Class Shareholder Name and Address Number of
Shares Owned
  Percentage
Owned
 

AMT-Free Credit Income —
AMTP Shares (Series 2028)

 

Wells Fargo Bank, NA(a)

420 Montgomery Street

San Francisco, California 94104

 

Wells Fargo Municipal Capital Strategies, LLC(a)

375 Park Avenue

New York, New York 10152

  1,120   100.00

AMT-Free Value —
Common Shares

 

First Trust Portfolios L.P.(b)

First Trust Advisors L.P.(b)

The Charger Corporation(b)

120 East Liberty Drive, Suite 400

Wheaton, Illinois 60187

  1,160,716   7.48
 

1607 Capital Partners, LLC

13 S. 13th Street, Suite 400

Richmond Virginia 23219

  961,045   6.19

AMT-Free Quality Income —
AMTP Shares (Series 2028)

 

Bank of America Corporation(c)

100 North Tryon Street

Charlotte, North Carolina 28255

 

Banc of America Preferred Funding Corporation(c)

214 North Tryon Street

Charlotte, North Carolina 28255

  1,435   100.00

AMT-Free Quality Income —
AMTP Shares (Series 2028-1)

 

Wells Fargo Bank, NA(a)

420 Montgomery Street

San Francisco, California 94104

 

Wells Fargo Municipal Capital Strategies, LLC(a)

375 Park Avenue

New York, New York 10152

  1,730   100.00

California Select —
Common Shares

 

First Trust Portfolios L.P.(b)

First Trust Advisors L.P.(b)

The Charger Corporation(b)

120 East Liberty Drive, Suite 400

Wheaton, Illinois 60187

  555,269   8.74

Municipal High Income —
AMTP Shares (Series 2028)

 

Bank of America Corporation(c)

100 North Tryon Street

Charlotte, North Carolina 28255

 

Banc of America Preferred Funding Corporation(c)

214 North Tryon Street

Charlotte, North Carolina 28255

  870   100.00

 

B-1


Fund and Class Shareholder Name and Address Number of
Shares Owned
  Percentage
Owned
 

Enhanced Municipal Credit
— VMTP Shares

 

Citibank, N.A.(d)

Citicorp(d)

Citigroup Inc.(d)

399 Park Avenue

New York, NY 10022

  810    100

Municipal High Income
— VMTP Shares

 

Bank of America Corporation(e)

100 North Tyron Street

Charlotte, NC 28255

 

Banc of America Preferred Funding Corporation(e)

214 North Tryon Street

Charlotte, NC 28255

  870    100

New York Select
— Common Shares

 

First Trust Portfolios L.P.(a)

First Trust Advisors L.P.(a)

The Charger Corporation(a)

120 East Liberty Drive, Suite 400

Wheaton, IL 60187

  314,750    8.02
    
Fund and Class Shareholder Name and Address Number of
Shares Owned
  Percentage
Owned
 

Municipal High Income — AMTP Shares (Series 2031)

 

Deutsche Bank AG(d)

Taunusanlage 12

Frankfurt AM Main D-60325

Germany

 

DB Municipal Holdings LLC(d)

60 Wall Street

New York, NY 10005

  1,700   100.00

New York AMT-Free — Common Shares

 

Karpus Investment Management

183 Sully’s Trail

Pittsford, New York 14534

  11,604,685   13.32

New York Quality Income — AMTP Shares (Series 2028)

 

Bank of America Corporation(c)

100 North Tryon Street

Charlotte, North Carolina 28255

 

Banc of America Preferred Funding Corporation(c)

214 North Tryon Street

Charlotte, North Carolina 28255

  1,470   100.00

New York Value — Common Shares

 

First Trust Portfolios L.P.(b)

First Trust Advisors L.P.(b)

The Charger Corporation(b)

120 East Liberty Drive, Suite 400

Wheaton, Illinois 60187

  1,016,298   6.67

Quality Income — AMTP Shares (Series 2028)

 

Bank of America Corporation(c)

100 North Tryon Street

Charlotte, North Carolina 28255

 

Banc of America Preferred Funding Corporation(c)

214 North Tryon Street

Charlotte, North Carolina 28255

  3,370   100.00

Quality Income — AMTP Shares (Series 2028-1)

 

Bank of America Corporation(c)

100 North Tryon Street

Charlotte, North Carolina 28255

 

Banc of America Preferred Funding Corporation(c)

214 North Tryon Street

Charlotte, North Carolina 28255

  2,085   100.00

Quality Income — AMTP Shares (Series 2028-2)

 

Bank of America Corporation(c)

100 North Tryon Street

Charlotte, North Carolina 28255

 

Banc of America Preferred Funding Corporation(c)

214 North Tryon Street

Charlotte, North Carolina 28255

  1,820   100.00

 

*

The information contained in this table is based on Schedule 13D and 13G filings made on or before June 6, 2016.7, 2021.

 

(a)

Wells Fargo & Company filed Schedule 13G on its own behalf and on behalf of its subsidiaries, Wells Fargo Bank, NA and W Wells Fargo Municipal Capital Strategies, LLC. Aggregate beneficial ownership reported by Wells Fargo & Company is on a consolidated basis and includes any beneficial ownership separately reported by a subsidiary.

B-2


(b)

First Trust Portfolios L.P., First Trust Advisors L.P. and The Charger Corporation filed their Schedule 13G jointly and did not differentiate holdings as tobetween each entity.

(b)Wells Fargo & Company and Wells Fargo Capital Management Incorporated filed their Schedule 13G jointly. Wells Fargo & Company shares voting power with respect to 321,060 Common Shares and has sole voting power with respect to an additional 1 Common Share. Wells Fargo & Company also shares dispositive power with respect to 445,457 and has sole dispositive power with respect to an additional 1 Common Share. Wells Fargo Capital Management shares voting power with respect to 306,021 Common Shares and shares dispositive power with respect to 427,288 Common Shares.

 

(c)Wells Fargo & Company and Wells Fargo Bank, National Association filed their Schedule 13G jointly and did not differentiate holdings as to each entity.

(d)Citibank N.A., Citicorp and Citigroup Inc. filed their Schedule 13G jointly and did not differentiate holdings as to each entity.

(e)Bank of America Corporation and Banc of America Preferred Fund Corporation filed their Schedule 13D jointly and did not differentiate holdings as between each entity.

(d)

Deutsche Bank AG and DB Municipal Holdings LLC filed their Schedule 13D jointly and did not differentiate holdings as between each entity.

VRDP Shares are designed to be eligible for purchase by money market funds. Information with respect to aggregate holdings of these VRDP Shares associated with fund complexes identified by the remarketing agents as holding greater than 5% of the outstanding VRDP Shares of a Fund, including the number of VRDP Shares associated with the fund complex and percentage of total outstanding, is as follows: AMT-Free Credit Income (Series 1): BlackRock (584 shares (32.63%)), Morgan Stanley (144 shares (8.04%)), Vanguard (1,062 shares (59.33%)); AMT-Free Credit Income (Series 2): Federated (1,214 shares (31.50%)), Vanguard (2,640 shares (68.50%)); AMT-Free Credit Income (Series 4): Federated (1,560 shares (86.67%)), Vanguard (240 shares (13.33%)); AMT-Free Quality Income (Series 1): Vanguard (2,190 shares (100.00%)); AMT-Free Quality Income (Series 3): JP Morgan (1,785 shares (50.87%)), Vanguard (1,634 shares (46.57%)); AMT-Free Quality Income (Series 4): Federated (1,471 shares (30.05%)), JP Morgan (300 shares (6.13%)), Vanguard (3,024 shares (61.78%)); AMT-Free Quality Income (Series 5): BlackRock (150 shares (15.00%)), Schwab (250 shares (25.00%)) Federated (200 shares (20.00%)), JP Morgan (50 shares (5.00%)), Vanguard (350 shares (35.00%)); Credit Income (Series 3): Vanguard (1,960 shares (100.00%)); New York AMT-Free (Series 1): Blackrock (102 shares (9.08%)), Schwab (90 shares (8.01%)), Federated (545 shares (48.53%)), JP Morgan (186 shares (16.56%)), Vanguard (200 shares (17.81%)); New York AMT-Free (Series 2): Blackrock (428 shares (25.97 %)), Federated (600 shares (36.41%)), Vanguard (554 shares (33.62%)); New York AMT-Free (Series 3): Blackrock (170 shares (10.51%)), Schwab (190 shares (11.75 %)), JP Morgan (432 shares (26.72%)), Vanguard (825 shares (51.02%)); New York AMT-Free (Series 5): BlackRock (300 shares (17.14%)), Schwab (400 shares (22.86%)), Federated (100 shares (5.71%)), JP Morgan (400 shares (22.86%)), Vanguard (550 shares (31.43%)); New York Quality Income (Series 1): JP Morgan (205 shares (23.03%)), Vanguard (685 shares (76.97%)); Quality Income (Series 1): Schwab (1,374 shares (58.02%)), Federated (408 shares (17.23%)), JP Morgan (516 shares (21.79%)); Quality Income (Series 2): Schwab (482 shares (18.02%)), Federated (474 shares (17.72%)), JP Morgan (1,719 shares (64.26%)); Quality Income (Series 3): Schwab (415 shares (32.50%)), Federated (620 shares (48.55%)), JP Morgan (242 shares (18.95%)). Based on information provided by the remarketing agent for the VRDP Shares of Enhanced AMT-Free and Enhanced Municipal Credit Income (Series 1), AMT-Free Credit Income (Series 2), AMT-Free Credit Income (Series 4), AMT-Free Credit Income (Series 5), AMT-Free Credit Income (Series 6), New York AMT-Free (Series 1), New York AMT-Free (Series 2), New York AMT-Free (Series 3), money market funds within certain fund complexes may hold, in the aggregate, greater than 5% of the outstanding VRDP Shares of the Funds, and individual money market funds within such complexes may beneficially own an indeterminable amount of VRDP Shares exceeding 5% of the outstanding VRDP Shares of the Funds. Information with respect to aggregate holdings of VRDP Shares associated with fund complexes identified by the remarketing agent for the Funds (number of VRDP Shares and percentage of total outstanding) is as follows: Enhanced AMT-Free (Series 1): Citi (1790 shares (100%)); Enhanced Municipal Credit (Series 3): Federated (1,080 shares (55.10%)); and Enhanced Municipal Credit (Series 3): Vanguard (880 shares (44.90%)).

The Funds have received no information regarding any shareholders or groups of shareholders that beneficially own greater than 5% of the outstanding VRDP Shares of Enhanced AMT-Free (Series 2 and 3) and Enhanced Municipal Credit (Series 1 and 2).

B-2


iMTPMFP Shares are designed to be eligible for purchase by institutional investors. Based on information provided by the initial purchasers for the iMTP Shares, money market funds within certain fund complexes may hold, in the aggregate, greater than 5%With confirmation of the outstanding iMTPholders of each series of MFP Shares, information with respect to aggregate holdings of a Fund,MFP Shares associated with shareholders (number of MFP Shares and individual money market funds within such complexes may beneficially own an indeterminable amountpercentage of iMTP Shares exceeding 5% of the outstanding iMTP Shares of a Fund. The Funds have received no information from the purchasers regarding any shareholders or groups of shareholders that beneficially own greater than 5% of the outstanding iMTP Shares of Enhanced Municipal Credit.total outstanding) is as follows: AMT-Free Quality Income (Series C): Schwab (250 shares (10.50%)), Vanguard (1,420 shares (59.66%)), Wells Fargo (710 shares (29.83%)).

 

B-3


APPENDIX C

NUMBER OF BOARD AND COMMITTEE MEETINGS

HELD DURING EACH FUND’S LAST FISCAL YEAR

 

Fund  Regular
Board
Meeting
   Special
Board
Meeting
   Executive
Committee
Meeting
   Dividend
Committee
Meeting
   Compliance, Risk
Management
and Regulatory
Oversight
Committee
Meeting
   Audit
Committee
Meeting
   Nominating
and
Governance
Committee
Meeting
   Closed-
End Funds
Committee
   Regular
Board
Meeting
   Special
Board
Meeting
   Executive
Committee
Meeting
   Dividend
Committee
Meeting
   Compliance, Risk
Management
and Regulatory
Oversight
Committee
Meeting
   Audit
Committee
Meeting
   Nominating
and
Governance
Committee
Meeting
   Closed-
End Funds
Committee
 
AMT-Free Credit Income   5    17    0    8    5    4    5    5 
AMT-Free Value   6     6     0     4     5     4     6     4     5    17    0    8    5    4    5    5 
Build America   6     7     0     4     6     4     6     4  
Build America Opportunity   6     7     0     4     6     4     6     4  
AMT-Free Quality Income   5    17    1    8    5    4    5    5 
California Select   6     7     0     4     6     4     6     4     5    14    0    8    4    4    5    5 
Enhanced AMT-Free   6     6     0     4     5     4     6     4  
Enhanced Municipal Credit   6     6     0     4     5     4     6     4  
Dynamic Municipal   5    17    1    8    5    4    5    5 
Enhanced Value   6     6     0     4     5     4     6     4     5    17    0    8    5    4    5    5 
2018 Target Term   2     3     1     1     1     2     1     1  
Credit Income   5    17    1    8    5    4    5    5 
Municipal High Income   6     6     1     4     5     4     6     4     5    17    0    8    5    4    5    5 
Municipal Income   6     6     0     4     5     4     6     4     5    17    0    8    5    4    5    5 
Municipal Value   6     6     0     4     5     4     6     4     5    17    0    8    5    4    5    5 
New York AMT-Free   5    16    0    8    5    4    4    5 
New York Value   5    16    0    8    5    4    4    5 
New York Quality Income   5    16    0    8    5    4    4    5 
New York Select   6     7     0     4     6     4     6     4     5    14    0    8    4    4    5    5 
Quality Income   5    17    1    8    5    4    5    5 
Select Maturities   6     7     0     4     6     4     6     4     5    14    0    8    4    4    5    5 
Select Tax-Free   6     7     0     4     6     4     6     4  
Select Tax-Free 2   6     7     0     4     6     4     6     4  
Select Tax-Free 3   6     7     0     4     6     4     6     4  
Taxable Income   5    14    0    8    4    4    5    5 

 

C-1


 

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Nuveen Investments

333 West Wacker Drive

Chicago, IL 60606-1286

(800) 257-8787

 

www.nuveen.com  NUW0816NVG 0821


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NUVEEN FUNDS PROXY THIS PROXY IS SOLICITED NUVEEN BY FUNDS THE BOARD OF THE FUND FOR AN ANNUAL MEETING OF SHAREHOLDERS, AUGUST 3, 20164, 2021 COMMON SHARES meetings. The Annual computershare. Meeting of com/MKWPWRJ. Shareholders will At this be meeting, held Wednesday, August 3, 2016 at 11:00 a.m. Central time, in the offices of Nuveen Investments, Inc. 333 West Wacker Drive, Chicago, Illinois, 60606. At this meeting, you will be August asked to 4, vote 2021 on the proposalat 11:30 election a. of m. board Central members time as virtually described at the in the following proxy statement Website: attached. full power The of substitution, undersigned, proxies revoking for the previous undersigned, proxies, to hereby represent appoints and Kevin vote the J. McCarthy, Kathleenshares of Christopher the undersigned M. Rohrbacher at the Annual and Meeting Mark L. Prudhomme and Gifford R. Zimmerman,Winget, of Shareholders and each to of be them, held with full power of substitution, proxies foron Wednesday, August 4, 2021, or any adjournment(s) or postponement(s) thereof. To participate in the undersigned,Virtual Meeting enter the 14-digit control number from the meeting shaded box or any on adjournment this card. In or their postponement discretion, thereof. the proxy holders named above are authorized to represent and vote upon such other matters as may properly come before the sharesReceipt of the undersigned atNotice of the Annual Meeting of Shareholders toand the accompanying Joint Proxy Statement is hereby acknowledged. The shares of the Fund(s) represented hereby will be held on Wednesday, August 3, 2016,voted as indicated or any adjournment(s) thereof.FOR the proposal if no choice is indicated. WHETHER RETURN IT OR IN THE NOT ENCLOSED YOU PLAN ENVELOPE TO JOIN US ATPARTICIPATE SO THAT IN THE YOUR VIRTUAL VOTE WILL MEETING, BE COUNTED. PLEASE COMPLETE, DATE AND SIGN YOUR PROXY CARD AND RETURN IT IN THE ENCLOSED ENVELOPE SO THAT YOUR VOTE WILL BE COUNTED. AS AN ALTERNATIVE, DATE AND PLEASE SIGN YOUR CONSIDER PROXY VOTING CARD AND BY TELEPHONE AT 1-800-337-3503 OR OVER THE INTERNET (www.proxy-direct.com). VOTE VIAREGARDING THE INTERNET: www.proxy-direct.com VOTE BY TELEPHONE: 1-800-337-3503 NOTE: PLEASE SIGN YOUR NAME EXACTLY AS IT APPEARS ON THIS PROXY. IF SHARES ARE HELD JOINTLY, EACH HOLDER MUST SIGN THE PROXY. IF YOU ARE SIGNING ON BEHALFIMPORTANT AVAILABILITY NOTICE OF AN ESTATE, TRUST OR CORPORATION, PLEASE STATE YOUR TITLE OR CAPACITY. Signature Signature Date NUV_27918_Com_062016PROXY MATERIALS for the Annual Meeting of Shareholders on August 4, 2021. The Joint Proxy Statement for this meeting is available at: http://www.nuveenproxy.com/Closed-End-Fund-Proxy-Information/ XXX_XXXXX_XXXXXX DO NOT TEAR FUNDS FUNDS FUNDS Nuveen AMT-Free Municipal Credit Income Fund Nuveen AMT-Free Municipal Value Fund Nuveen Build America Bond Fund Nuveen Build America Bond OpportunityAMT-Free Quality Municipal Income Fund Nuveen California Select Tax-Free Income Portfolio Nuveen Enhanced AMT-FreeDynamic Municipal Credit Opportunities Fund Nuveen Enhanced Municipal Credit Opportunities Fund Nuveen Enhanced Municipal Value Fund Nuveen HighMunicipal Credit Income December 2018 Target Term Fund Nuveen Municipal High Income Opportunity Fund Nuveen Municipal Income Fund, Inc. Nuveen Municipal Value Fund, Inc. Nuveen New York AMT-Free Quality Municipal Income Fund Nuveen New York Municipal Value Fund Nuveen New York Quality Municipal Income Fund Nuveen New York Select Tax-Free Income Portfolio Nuveen Quality Municipal Income Fund Nuveen Select Maturities Municipal Fund Nuveen Select Tax-FreeTaxable Municipal Income Portfolio Nuveen Select Tax-Free Income Portfolio 2 Nuveen Select Tax-Free Income Portfolio 3Fund VOTING OPTIONS Read your proxy statement and have it at hand when voting. VOTE AT THE VIRTUAL MEETING VOTE ON THE INTERNET Log on to: www.proxy-direct.com or scan the QR code Follow the on-screen instructions available 24 hours VOTE BY PHONE Call 1-800-337-3503 Follow the recorded instructions available 24 hours VOTE BY MAIL at the following Website: Call 1-800-337-3503 Vote, sign and date this Proxy meetings.computershare.com/MKWPWRJ, Log on to: on August 4, 2021 at 11:30 a.m. Central Time. Follow the recorded Card and return it in the www.proxy-direct.com To participate in the Virtual Meeting, enter the or scan the QR code instructions postage-paid envelope. VOTE IN PERSON Attend Shareholder Meeting 333 West Wacker Dr. Chicago. IL 60606 On August 3, 201614-digit control number from the shaded Follow the on-screen instructions available 24 hours box on this card. available 24 hours


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THE BOARD OF DIRECTORS/TRUSTEES RECOMMENDS THAT YOU VOTE “FOR” THE PROPOSALS. In their discretion, the proxy holders are authorized to vote upon such other matters as may properly come before the meetingAnnual Meeting or any adjournment(s)/postponement(s) thereof. Properly executed proxies will be voted as specified. If no other specification is made, such shares will be voted “FOR” the proposals.proposal(s). TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK. Example:INK AS SHOWN IN THIS EXAMPLE: X A Proposals 1a. Election of Board Members: To withhold authority to vote for any individual nominee(s) mark the box “For All Except”“FOR ALL EXCEPT” and write the nominee number(s) on the line provided. Class III:II: 01. William C. HunterJack B. Evans 02. Judith M. StockdaleJoanne T. Medero 03. Carole E. StoneAlbin F. Moschner 04. Margaret L. WolffMatthew Thornton III FOR WITHHOLD FOR ALL ALL ALL EXCEPT 01.01 Nuveen Municipal Income Fund, Inc. ï,£ ï,£ ï,£ 1b. Election of Board Members: To withhold authority to vote for any individual nominee(s) mark the box “For All Except”“FOR ALL EXCEPT” and write the nominee number(s) on the line provided. Class I:III: 01. William C. HunterJack B. Evans 02. Judith M. StockdaleJoanne T. Medero 03. Carole E. StoneAlbin F. Moschner 04. Margaret L. Wolff FOR WITHHOLD FOR ALLMatthew Thornton III FOR WITHHOLD FOR ALL ALL ALL EXCEPT ALL ALL EXCEPT 01 Nuveen AMT-Free Municipal Value Fund ï,£ ï,£ ï,£ 02 Nuveen Build America Bond Fund 03 Nuveen Build America Bond Opportunity Fund 04 Nuveen California Select Tax-Free Income Portfolio 05ï,£ ï,£ ï,£ 03 Nuveen Dynamic Municipal Opportunities Fund ï,£ ï,£ ï,£ 04 Nuveen Enhanced Municipal Value Fund 06 Nuveen High Income December 2018 Target Term Fund 07ï,£ ï,£ ï,£ 05 Nuveen Municipal Value Fund, Inc. 08ï,£ ï,£ ï,£ 06 Nuveen New York Municipal Value Fund ï,£ ï,£ ï,£ 07 Nuveen New York Select Tax-Free Income Portfolio 09ï,£ ï,£ ï,£ 08 Nuveen Select Maturities Municipal Fund 10ï,£ ï,£ ï,£ 09 Nuveen Select Tax-FreeTaxable Municipal Income Portfolio 11 Nuveen Select Tax-Free Income Portfolio 2 12 Nuveen Select Tax-Free Income Portfolio 3Fund ï,£ ï,£ ï,£ 1c. Election of Board Members: To withhold authority to vote for any individual nominee(s) mark the box “For All Except”“FOR ALL EXCEPT” and write the nominee number(s) on the line provided. Class I:III: 01. Judith M. StockdaleJack B. Evans 02. Carole E. StoneJoanne T. Medero 03. Margaret L. WolffMatthew Thornton III FOR WITHHOLD FOR ALL ALL ALL EXCEPT 01 Nuveen Enhanced AMT-Free Municipal Credit OpportunitiesIncome Fund ï,£ ï,£ ï,£ 02 Nuveen EnhancedAMT-Free Quality Municipal Income Fund ï,£ ï,£ ï,£ 03 Nuveen Municipal Credit OpportunitiesIncome Fund 03ï,£ ï,£ ï,£ 04 Nuveen Municipal High Income Opportunity Fund Important Notice Regardingï,£ ï,£ ï,£ 05 Nuveen New York AMT-Free Quality Municipal Income Fund ï,£ ï,£ ï,£ 06 Nuveen New York Quality Municipal Income Fund ï,£ ï,£ ï,£ 07 Nuveen Quality Municipal Income Fund ï,£ ï,£ ï,£ B Authorized Signatures — This section must be completed for your vote to be counted.— Sign and Date Below Note: Please officer sign of corporation exactly as or your other name(s) entity or appear(s) in another on representative this proxy card, capacity, and date please it. When give shares the Availability of Proxy Materials forfull are title held under jointly, the Nuveen Annual Meeting of Shareholders to Be Held on August 3, 2016. The Proxy Statement for this meeting is available at: http:signature. each holder should sign. When signing as attorney, executor, administrator, trustee, guardian, Date (mm/dd/yyyy) — Please print date below Signature 1 — Please keep signature within the box Signature 2 — Please keep signature within the box //www.nuveenproxy.com/Closed-End-Fund-Proxy-Information/ IMPORTANT: PLEASE SIGN AND DATE BEFORE MAILING. NUV_27918_Com_062016 Scanner bar code xxxxxxxxxxxxxx XXX XXXXX xxxxxxxx