We recognize the inconvenience of the proxy solicitation process and would not impose on you if we did not believe that the matters being proposed were important. Once your vote has been registered with the proxy solicitor, your name will be removed from the solicitor’s follow-up contact list.

		730 Third Avenue New York, NY 10017-3206		(800) 842-2733

TIAA-CREF Funds

Important notice regarding availabilityNotice of proxy materials for the Special Meeting

of Shareholders to be held on July 17, 2019. The Proxy Statement for this meeting

November 20, 2023

TIAA-CREF FUNDS

October 13, 2023

To the Shareholders of the Above Funds:

Notice is available at: www.proxy-direct.com/tia-30640

Notice ofhereby given that a Special Meeting — July 17, 2019

This notice is being given to the shareholdersof Shareholders (the “Shareholders”“Meeting”) of theTIAA-CREF Funds (the “Trust”). Only Shareholders, on behalf of each series of the Trust are eligible to vote at the special meeting.

The Trust will hold a special meeting of Shareholders on July 17, 2019, at 1:00 p.m. EDT, at the New York Office of Teachers Insurance and Annuity Association of America (“TIAA”), 730 Third Avenue, New York, NY 10017. This proxy statement was mailed to Shareholders(each series of the investment portfolios offered byTrust, as identified above and on Appendix A to the Trust (each,enclosed Proxy Statement, individually a “Fund”“Fund,” and collectively, the “Funds”) starting, will be held on or about June 6, 2019.Monday, November 20, 2023, at 3:30 p.m., Eastern time, for the following purposes and to transact such other business, if any, as may properly come before the Meeting:

The purposepurposes of the meeting is:Meeting are:

The Board of Trustees has set May 30, 2019All shareholders are cordially invited to attend the Meeting, which will be held online as the Record Date for determining the number of votes entitleddiscussed in further detail below. In order to be cast. You may vote at the meeting only if you were a Shareholder with voting rights as of the Record Date.

By order of the Board of Trustees,

Mona Bhalla

Corporate Secretary

Pleaseavoid delay and additional expense, and to assure that your shares are represented, please vote as soonpromptly as possible, before the meeting, even ifregardless of whether or not you plan to attend the meeting.Meeting. You canmay vote quicklyby mail, telephone or over the Internet. To vote by mail, please mark, sign, date and easilymail the enclosed proxy card. No postage is required if mailed in the United States. To vote by telephone, please call the toll-free telephone call,number located on your proxy card and follow the recorded instructions, using your proxy card as a guide. To vote over the Internet, or by mail. Just followgo to the simple instructions that appearInternet address provided on your proxy card.card and follow the instructions, using your proxy card as a guide.

If you planShareholders of record as of the close of business on October 5, 2023 (the “Record Date”) are entitled to notice of, and to vote at, the Meeting or any postponement or adjournment thereof.

The Meeting will be a completely virtual meeting of shareholders, which will be conducted exclusively by webcast. There is no physical location for the meeting. Shareholders will be able to attend the meeting, please call877-535-3910, ext.22-2440, to obtain an admission pass. In accordance with the Trust’s security procedures, a passMeeting online and appropriate picture identification will be required to enter the Trust’s special meeting. Please note that no laptop computers, recording equipment or cameras will be permitted. All cell phones must be turned off when enteringsubmit their questions during the meeting and remain off duringby visiting meetnow.global/M599MNM. Shareholders will also be able to vote their shares online by attending the meeting. Please readMeeting by webcast. To participate in the 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 you hold your shares through an intermediary, such as a bank or broker, you must register in advance using the instructions oncontained in the admission pass for additional information.enclosed Proxy Statement.

June 6, 2019

TIAA-CREF Funds

		c/o Corporate Secretary 730 Third Avenue New York, NY 10017-3206

Proxy Statement for Special Meeting to be held on July 17, 2019

The Board of Trustees (“Board”) of the TIAA-CREF Funds (the “Trust”) has sent you this proxy statement to ask for your vote on certain matters affecting the Trust. The accompanying proxy will be voted at a special meeting of the shareholders (the “Shareholders”) of the TrustOctober 13, 2023

This Proxy Statement is first being held on July 17, 2019, at 1:00 p.m. EDT, at the New York Office of Teachers Insurance and Annuity Association of America (“TIAA”), 730 Third Avenue, New York, NY 10017. This proxy statement was mailed to Shareholders startingshareholders on or about June 6, 2019.October 13, 2023.

The Trust’s Shareholders are being asked to vote on the following:

At this time, the Board does not know of any other matters being presented at the meeting or any adjournments or postponements thereof.

How do I vote?

You can vote in any one of four ways:

If you vote by Internet or telephone, please do not mail your proxy card.TIAA-CREF FUNDS

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TIAA-CREF Lifecycle Index 2025 Fund		TIAA-CREF Lifecycle Index 2060 Fund		TIAA-CREF Large-Cap Growth Index Fund			TIAA-CREF Inflation-Linked Bond Fund
TIAA-CREF Money Market Fund		Vote on the InternetTIAA-CREF Short-Term Bond Fund		TIAA-CREF High-Yield Fund		Vote by phoneTIAA-CREF Core Plus Bond Fund
TIAA-CREF 5-15 Year Laddered Tax-Exempt Bond Fund		TIAA-CREF Bond Index Fund		Vote by mailTIAA-CREF Core Impact Bond Fund		TIAA-CREF Short-Term Bond Index Fund
TIAA-CREF Green Bond Fund		Vote in person
TIAA-CREF Short Duration Impact Bond Fund
Vote online at the website listed on your proxy card. Follow the on-screen instructions.TIAA-CREF Lifecycle Retirement Income Fund				Call the phone number listed on your proxy card. Follow the recorded instructions available 24 hours.		Vote, sign, and date the proxy card and return it using the postage-paid envelope.				Attend the Meeting of Shareholders July 17, 2019, at 1:00 p.m. EDT at TIAA’s New York Office, 730 Third Avenue, New York, NY 10017.TIAA-CREF Managed Allocation Fund

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Can I cancel or change my vote?

You can cancel or change your vote at any time up until 5:00 p.m. EDT on July 16, 2019. You can do this by simply voting again — by executing and returning a later-dated proxy card, voting throughThis Proxy Statement is furnished in connection with the Internet or by a toll-free telephone call, voting in person at the meeting — or you can cancel your vote by writing the Trust’s Corporate Secretary at: c/o the TIAA-CREF Funds, 730 Third Avenue, New York, New York 10017-3206. Cancelled or changed votes (other than votes cast in person at the meeting) must be received by the 5:00 p.m. July 16, 2019 deadline.

How does a proxy work?

When you vote by proxy, you are instructing the agents named on the proxy card how to vote on your behalf at the meeting. If you sign and return the proxy card, but do not specifically instruct the agents otherwise, they will vote FOR the election of all the nominees listed herein for Trustee. At this time, the Board does not know of any other matters being presented at the meeting. If other matters are brought before the meeting, the proxy agents will vote the proxies using their own best judgment in their discretion, as allowed by the proxy. All proxies solicitedsolicitation by the Board that are properly executedof Trustees (the “Board,” and received byeach trustee a “Board Member” and collectively, the Corporate Secretary prior“Board Members”) of each of TIAA-CREF Funds (the “Trust”), on behalf of each series of the Trust (each series of the Trust, as identified above and on Appendix A, individually a “Fund,” and collectively, the “Funds”), of proxies to the meeting, and are not cancelled, will be voted at the meeting.Special Meeting of Shareholders to be held (along with the meeting of shareholders of certain other TC Funds and Nuveen Funds, each as defined herein) on Monday, November 20, 2023, at 3:30 p.m., Eastern time (the “Meeting”), and at any and all adjournments, postponements or delays thereof. Appendix A sets forth the name of each Fund and the abbreviated name of each Fund by which such Fund is referred to in this Proxy Statement.

Proposal

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Who may vote; How many votes do I get?

Each person having voting rightsShareholders of record as of the close of business on May 30, 2019October 5, 2023 (the “Record Date”) mayare entitled to notice of, and to vote at, the Meeting or any postponement or adjournment thereof.

The Meeting will be a completely virtual meeting with respectof shareholders, which will be conducted exclusively by webcast. There is no physical location for the meeting. Shareholders will be able to each itemattend the Meeting online and submit their questions during the meeting by visiting meetnow.global/M599MNM. Shareholders will also be able to vote their shares online by attending the Meeting by webcast. To participate in the 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 you hold your shares through an intermediary, such as a bank or broker, you must register in advance using the instructions contained in this Proxy Statement.

On the proposal coming before the Meeting as to which a choice has been specified by shareholders on the proxy, ballot. On May 20, 2019, there were 15,266,924,876.27 total votes eligible tothe shares will be cast, broken down as follows:

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The numbervoted accordingly. If a properly executed proxy is returned and no choice is specified, the shares will be voted FOR the election of votes you have is equal to the dollar value of your investment in each of the Funds asBoard Member nominees listed in this Proxy Statement.

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Shareholders who execute proxies may revoke them at any time before they are voted by filing a written notice of revocation, by delivering a duly executed proxy bearing a later date, or by attending and voting at the 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 Meeting, however, will not revoke any previously submitted proxy.

A quorum of shareholders is required to take action at the Meeting. Ten percent of the Record Date.shares entitled to vote at the Meeting, represented in person (virtually) or by proxy, will constitute a quorum of shareholders at the Meeting. Votes cast by proxy or in person (virtually) at the Meeting will be tabulated by the inspectors of election appointed for the Meeting. The inspectors of election will determine whether or not a quorum is present at the 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.

Broker-dealer firms holding shares of a Fund in “street name” for the benefit of their customers and clients will request the instructions of such customers and clients on how to vote their shares before the Meeting. The Funds understand that, under the rules of the New York Stock Exchange, such broker-dealer firms may for certain “routine” matters, without instructions from their customers and clients, grant discretionary authority to the proxies designated by the Board to vote if no instructions have been received prior to the date specified in the broker-dealer firm’s request for voting instructions. The proposal is a “routine” matter 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 in favor of the proposal.

Broker-dealers who are not members of the New York Stock Exchange may be subject to other rules, which may or may not permit them to vote your shares without instruction. We will counturge you to provide instructions to your broker or nominee so that your votes expressed to two decimal points.may be counted.

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Certain funds within the TIAA-CREF Fund Complexfund complex (the “Fund of Funds”) invest in shares of other fundsFunds in the Trust (the “Underlying Funds”). Shares of each Underlying Fund held by a Fund of Funds are expected to be voted by the Fund of Funds in the same proportion as the vote of other shareholders of the Underlying Funds (sometimes referred to as “echo” voting).

How many votesThe details of the proposal to be voted on by the shareholders of each Fund and the vote required for approval of the proposal are needed forset forth under the description of the proposal below.

The vote of the Trust will include each Fund that is a quorum or to pass a vote?

Thereseries of the Trust. The shareholders of record as of the Record Date of each of the Funds, voting together, will be entitled to elect the Board Members. Each outstanding full share of a quorum forFund is entitled to one vote and each outstanding fractional share is entitled to a proportionate fractional share of one vote. Fractional votes will be counted.

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Shares Outstanding

Appendix A lists the meeting if 10 percentshares of each class of each Fund that were issued and outstanding as of the total number of votes entitled to be cast vote in person or by proxy. Abstentions are counted in determining whether a quorum has been reached. A Trustee shall be elected to the Board if he or she receives a majority of the votes cast at a meeting where a quorum is present. Approval of any other proposals also requires a majority of the votes cast at a meeting where a quorum is present. Abstentions from voting are not treated as votes cast for the election of Trustees or any other proposal. No votes are cast by brokers.Record Date.

If a quorum is not present at the meeting, or if a quorum is present at the meeting but sufficient votes to approve one or more of the proposed items are not received, or if other matters arise requiring Shareholder attention, the persons named as proxy agents may propose one or more adjournments of the meeting to permit further solicitation of additional votes.

I. Election of Trustees4

PROPOSAL ONE: ELECTION OF BOARD MEMBERS

The purpose of the meetingMeeting is to elect members to the Board. The TrusteesEach Board Member will be elected to serve an indefinite termsterm until his or her successor shall take office. Pursuant to a resolution of the Board, theThe maximum number of TrusteesBoard Members has been fixed at ten. Undertwelve.

Board Consolidation

The Funds and certain other investment companies advised by the law,investment adviser to the Board can fill vacancies between meetings if, in doing so, after an appointment, at leasttwo-thirdsFunds and its affiliates are currently overseen by two separate groups of board members. One of these groups consists of the Trustees then holding office would have been electedcurrent board members of the mutual funds advised by Teachers Advisors, LLC that are series of the Trust and TIAA-CREF Life Funds (“TCLF”) (collectively referred to herein as the “TC Funds,” and the board members thereof as the “TC Board Members”). The other group consists of the current board members of the funds advised by Nuveen Fund Advisors, LLC (referred to herein as the “Nuveen Funds,” and board members thereof as the “Nuveen Board Members”). Except as otherwise noted, the TC Funds and the Nuveen Funds are collectively referred to herein as the “Fund Complex.”

Each of Teachers Advisors, LLC and Nuveen Fund Advisors, LLC is an indirect, wholly-owned subsidiary of Teachers Insurance and Annuity Association of America (“TIAA”). TIAA is a life insurance company founded in 1918 by the Shareholders.Carnegie Foundation for the Advancement of Teaching and is the companion organization of College Retirement Equities Fund (“CREF”), the first company in the United States to issue a variable annuity.

At this meeting, youThe TC Board Members and the Nuveen Board Members separately determined to approve the alignment and consolidation of the membership of the boards so that all funds in the Fund Complex are overseen by the same board members. Accordingly, your Board has proposed the election of twelve (12) Board Members. Four (4) of the nominees currently serve as TC Board Members. Eight (8) of the nominees currently serve as Nuveen Board Members.

As noted above, each of the nominees either currently serves as a TC Board Member or a Nuveen Board Member. The election of the nominees is part of the intended alignment and consolidation of the membership of the boards of the TC Funds with membership of the boards of the Nuveen Funds. If shareholders approve the election of all of the nominees, the membership of the TC Funds boards will be expanded from eleven (11) to twelve (12) members, including the eight (8) nominees who currently serve as Nuveen Board Members, as well as the four (4) nominees who currently serve as TC Board Members.

The election of all of the nominees will bring the membership of the boards of the Fund Complex into alignment such that funds in the Fund Complex are overseen by the same group of board members. This alignment and consolidation would provide the opportunity to streamline and optimize board oversight.

The board consolidation is expected to (i) generate cost efficiencies and expense savings that would benefit Fund shareholders; (ii) align the Fund Complex and its Board with Nuveen LLC’s (“Nuveen”) operating model to promote growth across new, as well as similar, investment products; (iii) facilitate negotiating with vendors as a unified Fund Complex to obtain expected economies of scale and to standardize servicing; (iv) expand marketing and distribution opportunities associated with presenting the TC Funds and Nuveen Funds to the marketplace as one Fund Complex and grow investor engagement; and (v) eliminate duplicate efforts in Board operations.

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Fund management believes that the prospective benefits of the board consolidation will be advantageous to all Fund shareholders.

In connection with the board consolidation, seven (7) of the eleven (11) current TC Board Members are expected to resign as TC Board Members, as of December 31, 2023, and therefore are not standing for re-election. Such resigning TC Board Members will continue to serve as members of the boards of CREF and TIAA Separate Account VA-1 (“VA-1”), which are other investment companies advised by Teachers Advisors, LLC or its affiliate and which are not part of the Fund Complex. Relatedly, if elected to the consolidated board of the TC Funds and the Nuveen Funds, the four current TC Board Members who are standing for election will resign from their positions on the boards of CREF and VA-1 as of December 31, 2023.

Your Fund’s Board has approved the proposal after evaluating the potential benefits of aligning and consolidating the boards of funds in the Fund Complex and considering the background, skills, experience and other attributes of the nominees who would make up the consolidated board.

Please note that separate proxy statements are being sent to shareholders of the other TC Funds and to shareholders of certain Nuveen Funds, who are being asked to electvote on the election of the same slate of nominees to the Board nine current members (including Prof. Eberly, Mr. Forrester and Mr. Kenny who were previously appointed as Trustees byboards of the Board) and one new nominee,respective funds.

Nominees

Twelve (12) nominees, including Joseph A. Boateng.Boateng, Michael A. Forrester, Thomas J. Kenny and Loren M. Starr, each a TC Board Member, and Amy B. R. Lancellotta, Joanne T. Medero, Albin F. Moschner, John K. Nelson,Matthew Thornton III, Terence J. Toth, Margaret L. Wolff and Robert L. Young, each a current Nuveen Board Member, are standing for election at the Meeting. Nominees for election as Board Members are to be elected by all shareholders of the Trust to serve a term until their successors shall have been duly elected and qualified. Information about each of the tenthese twelve nominees is set forth below.

The Board of the Trust is currently composed of eleven (11) Board Members: Forrest Berkley, Joseph A. Boateng, Joseph A. Carrier, Janice C. Eberly, Nancy A. Eckl, Michael A. Forrester, Howell E. Jackson, Nicole Thorne Jenkins, Thomas J. Kenny, James M. Poterba and Loren M. Starr. Mr. Berkley, Mr. Carrier, Prof. Eberly, Ms. Eckl, Prof. Jackson, Dean Jenkins and Prof. Poterba are expected to resign from the Board of the Trust in connection with the board consolidation, effective as of December 31, 2023, and therefore are not standing for re-election, but will continue to serve on the boards of CREF and VA-1.

Mr. Berkley, Mr. Boateng, Prof. Eberly, Ms. Eckl, Mr. Forrester, Prof. Jackson, Mr. Kenny and Prof. Poterba were last elected to the Trust’s Board at a special meeting of shareholders held on July 17, 2019. Mr. Starr was appointed to the Trust’s Board effective October 1, 2022. Each of Mr. Carrier and Dean Jenkins was appointed to the Trust’s Board effective January 1, 2023.

If elected at the Meeting, Ms. Lancellotta, Ms. Medero, Mr. Moschner, Mr. Nelson,Mr. Thornton III, Mr. Toth, Ms. Wolff and Mr. Young are expected to be seated as Board Members of the Trust effective as of January 1, 2024.

It is intended that properly executed and returnedthe intention of the persons named in the enclosed proxy to vote the shares represented thereby for the election of each of the nominees listed above unless the proxy is marked otherwise. Each of the nominees has agreed to serve as a Board Member if elected. However,

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should any nominee become unable or unwilling to accept nomination for election, the proxies will be voted FOR the election of the tenfor substitute nominees, unless otherwise indicated in the proxy.

Each of the ten nominees was first recommendedif any, designated by the Nominating and Governance Committee of theTrust’s present Board. This Committee consists of Trustees who are also themselves

All Board Member nominees and, like all the other members of the Board, are not “interested persons” as such term is defined in the Investment Company Act of 1940, as amended (the “1940 Act”). The three current Trustees who were previously appointed by the Board (Prof. Eberly, Mr. Forrester and Mr. Kenny) were each recommended to the Nominating and Governance Committee by current Trustees after being identified by a retained third-party search firm. Mr. Boateng was recommended to the Nominating and Governance Committee by a retained third-party search firm.

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Each, of the nominees has consented to serve if elected. IfFunds or of Teachers Advisors, LLC, the Funds’ investment adviser (the “Adviser”), and have never been an employee or director of TIAA, the Adviser’s parent company, or any nominee is unavailable to serve when the meeting is held, the proxy agents may cast your votes for a substitute chosen by the current Board.affiliate. Accordingly, such Board Members are deemed “Independent Board Members.”

Proxies cannot be voted for a greater number of persons than the number of nominees.

The Board, which is composed entirely of Trustees who are not “interested persons” (as defined in the 1940 Act) of the Trust or of Teachers Advisors, LLC (“Advisors”), the Trust’s investment adviser,Independent Board Members, unanimously recommends that the Shareholders of the Trustshareholders vote FOR the election of each of the nominees.nominees named herein.

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Fund Share Ownership

The dollar range of equity securities beneficially owned by each Board Member and nominee in each Fund and all funds in the family of investment companies overseen or to be overseen by the Board Member or nominee as of December 31, 2022 is set forth in Appendix B.

As of December 31, 2022, each Board Member, nominee or executive officer individually, and the Board Members nominees and executive officers as a group, beneficially owned less than 1% of the Trustoutstanding shares of each Fund.

Compensation

Compensation is paid to the Board Members based on each Board Member’s service as a member of the Board of Trustees

Thethe Trust, is governed by itsCREF and TCLF and as a member of the Management Committee of VA-1, and Board which oversees the Trust’s business and affairs. The Board delegates theday-to-day managementMember compensation expenses are allocated among each of the Funds to Advisors and the officers of the Trust (see below).and TCLF, the Accounts of CREF and the single portfolio of VA-1, as applicable. Effective January 1, 2023, Board Member compensation is based on the following rates: an annual retainer of $225,000; an annual long-term compensation contribution of $110,000; an annual committee chair fee of $20,000 for the Nominating and Governance Committee and $30,000 for the chairs of the Investment Committee, Operations Committee and Audit and Compliance Committee; an annual Board chair fee of $136,000; and an annual committee retainer of $20,000 for the Nominating and Governance Committee and $30,000 for the Investment Committee, Operations Committee and Audit and Compliance Committee.

Effective January 1, 2022 through December 31, 2022, Board Member compensation was based on the following rates: an annual retainer of $225,000; an annual long-term compensation contribution of $110,000; an annual committee chair fee of $20,000 for the Nominating and Governance Committee and $30,000 for the chairs of the Investment Committee, Operations Committee and Audit and Compliance Committee; an annual Board chair fee of $120,000; and an annual committee membership retainer of $20,000 for the Nominating and Governance Committee and $30,000 for the Investment Committee, Operations Committee and Audit and Compliance Committee.

The chair and members of the Executive Committee continue to not receive fees for service on that committee. The Board Members may also continue to receive non-standing committee fees, such as special, working group or ad hoc committee fees, or related chair fees, as determined by the Board. These working groups and ad hoc committees of the Board are temporary in nature; compensation associated with membership in such groups and committees is not expected to be long-term or ongoing. The level of compensation is evaluated regularly and is based on a study of compensation at comparable companies, the time and responsibilities required of the Board Members, and the need to attract and retain well-qualified Board Members.

The Trust, TCLF, CREF and VA-1 have a long-term compensation plan for Board Members. Currently, under this unfunded deferred compensation plan, annual contributions equal to $110,000 are allocated to notional investments in Trust, TCLF, CREF and VA-1 products (such as certain CREF annuities and/or certain TC Funds) selected by each Board Member. As currently structured, after the Board Member leaves this Board, benefits related to service on this Board will be paid in a lump sum or in annual installments over a period of 2 to 20 years, as requested by the Board Member. The Board may waive the mandatory retirement policy for

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the Board Members, which would delay the commencement of benefit payments until after the Board Member eventually retires from the Board. Pursuant to a separate deferred compensation plan, Board Members also have the option to defer payments of their basic retainer, additional retainers and/or meeting fees and allocate those amounts to notional investments in certain TC Fund, CREF and VA-1 products (such as CREF annuities and/or TC Funds) selected by each Board Member. Benefits under that plan are also paid in a lump sum or in annual installments over a period of 2 to 20 years, as requested by the Board Member.

Upon consolidation of the Board, it is expected that the new Board will consider Board compensation and approve a compensation structure for the consolidated Board.

The tables set forth in Appendix C show, for each Board Member and nominee, the aggregate compensation paid by each Fund to each Board Member and nominee for its last fiscal year and the aggregate compensation paid by the Nuveen Funds, the Trust, TCLF, CREF and VA-1 to each Board Member and nominee for the calendar year ended December 31, 2022.

The Trust has adopted a mandatory retirement policy for its Board. Under this policy, Board Members shall cease to be members of the Board and resign their positions effective as of no later than the completion of the last scheduled in-person meeting of the Board while such persons are 72 years of age. Such requirement may be waived with respect to one or more Board Members for reasonable time periods upon the unanimous approval and at the sole discretion of the Board, and the Board Members eligible for the waiver are not permitted to vote on such proposal regarding their waiver. Upon consolidation of the Board, it is expected that the Board will consider and adopt a retirement policy for the Trust appropriate for the consolidated Board.

The Trust has no employees. Each officer of the Trust serves without any compensation from the Funds.

Board of Trustees leadership structureLeadership Structure and related mattersRelated Matters

The Board is currently is composed of nine Trustees,eleven (11) Board Members, all of whom are independent or disinterested, which means that they are not “interested persons” of the Funds as defined in Section 2(a)(19) of the 1940 Act (“independent Trustees”)(Independent Board Members). One of the independent Trustees,Independent Board Members, Thomas J. Kenny, serves as the ChairmanChair of the Board. The Chairman’sChair’s responsibilities include: coordinating with management in the preparation of the agenda for each meeting of the Board; presiding at all meetings of the Board; and serving as a liaison with other Trustees,Board Members, the Trust’s officers and other management personnel, and counsel to the independent Trustees.Independent Board Members. The ChairmanChair also performs such other duties as the Board may from time to time determine. The principal executive officerPrincipal Executive Officer of the Trust does not serve on the Board.

The Board meets periodically to review, among other matters, the Funds’ activities, contractual arrangements with affiliated andnon-affiliated companies that provide services to the Funds and the performance of the Funds’ investment portfolios. The Board holds regularly scheduledin-person meetings and regularly scheduled meetings by telephone each year and may hold special meetings, as needed, either in person or by telephone, to address matters arising between regularly scheduledregular meetings. During a portion of each regularly scheduledin-person meeting and, as the Board may determine, at its other meetings, the Board meets without management present.

The Board has established a committee structure that includes six(i) standing committees, and one special committee, each composed solely of independent TrusteesIndependent Board Members and chaired by an independent Trustee, as described below.Independent Board Member,

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and (ii) non-standing committees (which, when constituted, shall be composed solely of Independent Board Members and chaired by an Independent Board Member). The Board, with the assistance of its Nominating and Governance Committee, periodically evaluates its structure and composition as well as various aspects of its

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operations. The Board believes that its leadership and operating structure, which includes (i) its committees, and(ii) having an independent TrusteeIndependent Board Member in the position of Chairman of the Board and of each committee, and (iii) having independent counsel to the Independent Board Members, provides for independent oversight of management and is appropriate for the Trust in light of, among other factors, the asset size and nature of the Trust and the Funds, the number of Fundsportfolios overseen by the Board, the number of other funds overseen by the TrusteesBoard Members as the trustees of other investment companies in the TIAA-CREF Fund Complex (as defined below),TCLF, CREF and VA-1, the arrangements for the conduct of the Funds’ operations, the number of Trustees,Board Members, and the Board’s responsibilities.

The Trust is part of the TIAA-CREF Fund Complex, which is composed of 69 funds within the Trust (including the TIAA-CREF Lifecycle Funds, TIAA-CREF Lifecycle Index Funds, TIAA-CREF Lifestyle Funds and the TIAA-CREF Managed Allocation Fund), the 11 funds within TIAA-CREF Life Funds (“TCLF”), the 8 accounts within the College Retirement Equities Fund (“CREF”) and the single portfolio within the TIAA Separate Account VA-1 (“VA-1”). All of the persons that serve on the Board also serve on, and the same personCurrently, Mr. Kenny serves as the Chairmanindependent Chair of the respective BoardsBoard. Upon consolidation of Trusteesthe Board, the Board is expected to consider and adopt Board leadership positions for the consolidated Board.

Board Committees

The Board has appointed the following standing and non-standing committees and, in addition, may from time to time form certain committees on an “ad hoc” basis, each with specific responsibilities for aspects of CREFthe Trust’s operations. The charters for these committees may be found at www.tiaa.org/public/about-tiaa/corporate-governance-leadership/cref-governors-trustees. Upon consolidation of the Board, the Board is expected to consider and TCLFadopt Board leadership positions and committee structures and memberships for the consolidated Board.

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Number of Board Meetings. The number of regular quarterly meetings and special meetings held by the Board during the calendar year ended December 31, 2022 is shown in Appendix D.

Board Member Attendance. During each Fund’s most recent fiscal year, each Board Member attended 75% or more of each Fund’s Board meetings and the Management Committeecommittee meetings (if a member thereof) held during the period for which such Board Member was a Board Member.

Qualification ofVA-1. Board Members

Qualifications of Trustees

The Board believes that each of the Board Members and nominees is qualified to serve as a TrusteeBoard Member of the Trust based on a review of the experience, qualifications, attributes or skills of each Board Member or nominee. The Board bases this view on its consideration of a variety of criteria, no single one of which is controlling. Generally, the Board looks for: character;character and integrity; ability to review critically, evaluate, question and discuss information provided and exercise effective business judgment in protecting shareholder interests; and willingness and ability to commit the time necessary to perform the duties of a Trustee; and significance of each nominee’s background, experience, qualifications, attributesBoard Member. Each Board Member’s or skills in the context of overall diversity of the Board’s composition. Each nominee’s ability to perform his or her duties effectively is evidenced by his or her experience in one or more of the following fields: management, consulting, and/or board experience in the investment management industry; academic positions in relevant fields; management, consulting, and/or board experience with public companies in other fields,non-profit entities or other organizations; educational background and professional training; and experience as a TrusteeBoard Member of the Trust and other funds inTC Funds or

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as a Board Member of theTIAA-CREF Fund Complex. With respect to Nuveen Funds. The Board seeks representative diversity the Boardwithin its membership and generally considers the manner in which each nominee’san individual’s professional experience, education, expertise in relevant matters, general leadership experience and life experiences are complementary and, as a whole, contribute to the ability of the Board to perform its duties.

Information indicating certainIn determining that a particular nominee was qualified to serve on the Board, the Board considered each nominee’s background, skills, experience and other attributes in light of the specificcomposition of the Board 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 nominee 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 relevantskills that led to the conclusion, as of the date of this document, that each nominee should serve as a Board Member. References to the experiences, qualifications, attributes and skills of each nominee relevantare pursuant to requirements of the Securities and Exchange Commission, do not constitute holding out of the Board or any nominee 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. The standards set forth above may be re-evaluated and modified by the Board following the Board consolidation.

Current Board Members who are Nominees

Joseph A. Boateng. Mr. Boateng has been a TC Board Member since 2019. Since 2007, Mr. Boateng has served as the Chief Investment Officer for Casey Family Programs. He was previously Director of U.S. Pension Plans for Johnson & Johnson from 2002-2006. Mr. Boateng is a board member of the Lumina Foundation and Waterside School, an emeritus board member of Year Up Puget Sound, member of the Investment Advisory Committee and former Chair for the Seattle City Employees’ Retirement System, and an Investment Committee Member for The Seattle Foundation. Mr. Boateng received a B.S. from the University of Ghana and an M.B.A. from the University of California, Los Angeles.

Michael A. Forrester. Mr. Forrester has been a TC Board Member since 2007. From 2007 to 2021, he held various positions with Copper Rock Capital Partners, LLC (“Copper Rock”), including Chief Executive Officer (2014-2021), Chief Operating Officer (“COO”) (2007-2014) and Board Member (2007-2021). Mr. Forrester is currently a member of the Independent Directors Council Governing Council of the Investment Company Institute. He also serves on the Board of Trustees of the Dexter Southfield School. Mr. Forrester has a B.A. from Washington and Lee University.

Thomas J. Kenny. Mr. Kenny has been a TC Board Member since 2011. Mr. Kenny served as an Advisory Director (2010-2011), Partner (2004-2010), Managing Director (1999-2004) and Co-Head (2002-2010) of Goldman Sachs Asset Management’s Global Cash and Fixed Income

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Portfolio Management team, having worked at Goldman Sachs since 1999. Mr. Kenny is a Director and the Chair of the Finance and Investment Committee of Aflac Incorporated and a Director of ParentSquare. He is a Former Director and Finance Committee Chair for the, Sansum Clinic; Former Advisory Board Member, B’Box; Former Member of the University of California at Santa Barbara Arts and Lectures Advisory Council; Former Investment Committee Member, Cottage Health System; and Former President of the Board of Crane Country Day School. He received a B.A. from the University of California, Santa Barbara, and an M.S. from Golden Gate University. He is a Chartered Financial Analyst and has served as Chairman of CREF since 2017.

Loren M. Starr. Mr. Starr has been a TC Board Member since 2022. Mr. Starr was Vice Chair, Senior Managing Director from 2020 to 2021, and Chief Financial Officer, Senior Managing Director from 2005 to 2020, for Invesco Ltd. Mr. Starr is also a Director for AMG. He is former Chair and member of the Board of Directors, Georgia Leadership Institute for School Improvement (GLISI); former Chair and member of the Board of Trustees, Georgia Council on Economic Education (GCEE). Mr. Starr received a B.A. and a B.S. from Columbia College, an M.B.A. from Columbia Business School, and an M.S. from Carnegie Mellon University.

Nominees who are not Currently Board Members

Amy B. R. Lancellotta. Ms. Lancellotta has been a Nuveen Board Member since 2021. After 30 years of service, Ms. Lancellotta retired at the end of 2019 from the Investment Company Institute (ICI), which represents regulated investment companies on regulatory, legislative and securities 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 Board’s belieffund 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 Board of Directors of the Jewish Coalition Against Domestic Abuse (JCADA), an 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 J.D. degree from the nominee should serveNational Law Center, George Washington University (currently known as George Washington University Law School) in this capacity is provided1984.

Joanne T. Medero. Ms. Medero has been a Nuveen Board Member since 2021. 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 “Disinterested TrusteesGovernment Relations and Nominees” table set forth below. This table includes,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

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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 each Trustee, positions held with the Trust, lengthinvestment 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 officethe Commodity Futures Trading Commission (CFTC) from 1989 to 1993 and, time served,from 1986 to 1989, she was Deputy Associate Director/Associate Director for Legal and principal occupationsFinancial 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). Ms. Medero also chaired the Corporations, Antitrust and Securities Practice Group of The Federalist Society for Law and Public Policy (from 2010 to 2022 and 2000 to 2002). In addition, since 2019, she has been a member of the Board of Directors 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 last five years.United States. Ms. Medero received a B.A. degree from St. Lawrence University in 1975 and a J.D. degree from the National Law Center, George Washington University (currently known as George Washington University Law School) in 1978.

Albin F. Moschner. Mr. Moschner has been a Nuveen Board Member since 2016. 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 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. Mr. Moschner was Chairman of the Board (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 is emeritus (since 2018) of the Advisory Boards of the Kellogg School of Management (1995-2018) and the Archdiocese of Chicago Financial Council (2012-2018). Mr. Moschner received a Bachelor of Engineering degree in Electrical Engineering from The table alsoCity College of New York in 1974 and a Master of Science degree in Electrical Engineering from Syracuse University in 1979.

John K. Nelson. Mr. Nelson has been a Nuveen Board Member since 2013. Mr. Nelson is on the Board of Director of Core12, LLC (since 2008), a private firm that develops branding, marketing, and communications strategies for clients. Mr. Nelson has extensive experience in global banking and markets, having served in several senior executive positions with ABN

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