UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number File No. 811-08961
TIAA-CREF LIFE FUNDS
(Exact Name of Registrant as specified in charter)
730 Third Avenue, New York, New York 10017-3206
(Address of Principal Executive Offices) (Zip code)
Rachael M. Zufall, Esq.
TIAA-CREF Life Funds
8500 Andrew Carnegie Blvd.
Charlotte, North Carolina 28262-8500
(Name and address of agent for service)
Registrant’s telephone number, including area code: 704-595-1000
Date of fiscal year end: December 31
Date of reporting period: December 31, 2023
Item 1. Reports to Stockholders.
Item 2. Code of Conduct.
2(a) The Board of Trustees of the TIAA-CREF Life Funds (the “Registrant”) has adopted a code of conduct for senior financial officers, including the Registrant’s principal executive officer, principal financial officer, principal accounting officer, or controller, and persons performing similar functions, in conformity with rules promulgated under the Sarbanes-Oxley Act of 2002.
2(b) No response required.
2(c) During the reporting period, there were no material amendments to the code of conduct.
2(d) During the reporting period, there were no implicit or explicit waivers granted by the Registrant from any provision of the code of conduct.
2(e) Not applicable.
2(f) The Registrant has posted the code of conduct on its website at
www.tiaa.org/public/pdf/c/code_of_conduct.pdf.
Item 3. Audit Committee Financial Expert.
3(a)(1) The Registrant’s Board of Trustees has determined that the Registrant has at least one audit committee financial expert serving on its Audit and Compliance Committee.
3(a)(2) Joseph A. Boateng, Albin F. Moschner, John K. Nelson, Loren M. Starr and Robert L. Young are the Registrant’s audit committee financial experts and are “independent” for purposes of Item 3 of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
PricewaterhouseCoopers LLP (“PwC”) performs independent audits of the Registrant’s financial statements. To maintain auditor independence and avoid the appearance of conflicts of interest, the Registrant, as a policy, does not engage PwC for management advisory or consulting services.
The aggregate fees billed by PwC as disclosed below for the fiscal year ended December 31, 2022 may not align with the figures reported and filed with the Securities and Exchange Commission in the Form N-CSR for the fiscal year ended December 31, 2022 because the fees disclosed in this Form N-CSR reflect fees updated after the date of the December 31, 2022 Form N-CSR.
4(a) Audit Fees.
For the fiscal years ended December 31, 2023 and December 31, 2022, PwC’s aggregate fees for the audit of the Registrant’s annual financial statements were $331,615 and $316,015, respectively.
4(b) Audit Related Fees.
For the fiscal years ended December 31, 2023 and December 31, 2022, PwC’s aggregate fees for services related to the performance of the audit of the Registrant’s annual financial statements were $0 and $0, respectively.
For the fiscal years ended December 31, 2023 and December 31, 2022, the Audit-Related Fees billed by PwC to Teachers Advisors, LLC (“Advisors”) or to any entity controlling, controlled by or under common control with Advisors that provides ongoing services to the Registrant (collectively, “Fund Service Providers”) were $0 and $0, respectively.
4(c) Tax Fees.
For the fiscal years ended December 31, 2023 and December 31, 2022, PwC’s aggregate fees for tax services billed to the Registrant were $20 and $20, respectively.
For the fiscal years ended December 31, 2023 and December 31, 2022, the Tax Fees billed by PwC to the Fund Service Providers were $0 and $0, respectively.
4(d) All Other Fees.
For the fiscal years ended December 31, 2023 and December 31, 2022, PwC’s aggregate fees for all other services billed to the Registrant were $6,762 and $274, respectively.
For the fiscal years ended December 31, 2023 and December 31, 2022, PwC’s aggregate fees for all other services billed to the Fund Service Providers were $0 and $0, respectively.
4(e)(1) Preapproval Policy.
The Registrant’s audit and compliance committee (“Audit Committee”) has adopted a Preapproval Policy for External Audit Firm Services (the “Policy”). The Policy describes the types of services that may be provided by the independent auditor to the Registrant and certain of its affiliates without impairing the auditor’s independence. Under the Policy, the Audit Committee is required to preapprove all services to be performed by the Registrant’s independent auditor in order to ensure that such services do not impair the auditor’s independence.
The Policy requires the Audit Committee to: (i) appoint the independent auditor to perform the financial statements audit for the Registrant and certain of its affiliates, including approving the terms of the engagement, and (ii) preapprove the audit, audit-related, tax and other services to be provided by the independent auditor to the Registrant and certain of its affiliates and the fees to be charged for provision of such services from year to year.
4(e)(2) Services provided pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X (the “de minimis exception”):
Audit-Related Fees:
There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended December 31, 2023 and December 31, 2022 on behalf of the Registrant.
There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended December 31, 2023 and December 31, 2022 on behalf of the Fund Service Providers that relate directly to the operations and financial reporting of the Registrant.
Tax Fees:
There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended December 31, 2023 and December 31, 2022 on behalf of the Registrant.
There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended December 31, 2023 and December 31, 2022 on behalf of the Fund Service Providers that relate directly to the operations and financial reporting of the Registrant.
All Other Fees:
There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended December 31, 2023 and December 31, 2022 on behalf of the Registrant.
There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended December 31, 2023 and December 31, 2022 on behalf of the Fund Service Providers that relate directly to the operations and financial reporting of the Registrant.
4(f) The percentage of hours expended by PwC’s engagement to audit the Registrant’s financial statements for the most recent fiscal year attributable to work performed by persons other than PwC’s full-time, permanent employees was less than 50%.
4(g) Non-Audit Fees for Related Entities.
For the fiscal years ended December 31, 2023 and December 31, 2022, aggregate non-audit fees billed to the Registrant and to its Fund Service Providers by PwC were $210,180 and $2,352,275, respectively.
4(h) The Registrant’s Audit Committee has considered whether the non-audit services that were rendered by PwC to the Registrant’s Fund Service Providers that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X are compatible with maintaining PwC’s independence.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Schedule of Investments.
Not applicable. The complete schedule of investments is included in Item 1 of this Form N-CSR.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
There were no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees.
Item 11. Controls and Procedures.
(a) An evaluation was performed within 90 days of the filing date of the report under the supervision of the Registrant’s management, including the principal executive officer and principal financial officer, of the effectiveness of the design and operation of the Registrant’s disclosure controls and procedures. Based on that evaluation, the Registrant’s management, including the principal executive officer and principal financial officer, concluded that the Registrant’s disclosure controls and procedures were effective for this annual reporting period.
(b) There were no changes in the Registrant’s internal control over financial reporting that occurred during the Registrant’s annual period covered by this report that materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable.
Item 13. Exhibits.
13(a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the Registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Not applicable because the code is posted on Registrant’s website at www.tiaa.org/public/pdf/c/code_of_conduct.pdf and there were no material amendments during the period covered by this report.
13(a)(2)(i) Section 302 certification of the principal executive officer
13(a)(2)(ii) Section 302 certification of the principal financial officer
13(b) Section 906 certification of principal executive officer and principal financial officer
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: March 6, 2024 | TIAA-CREF LIFE FUNDS | |||
By: | /s/ Jordan M. Farris | |||
Jordan M. Farris | ||||
Chief Administrative Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
Dated: March 6, 2024 | By: | /s/ Jordan M. Farris | ||
Jordan M. Farris | ||||
Chief Administrative Officer | ||||
(principal executive officer) |
Dated: March 6, 2024 | By: | /s/ E. Scott Wickerham | ||
E. Scott Wickerham | ||||
Vice President and Controller | ||||
(principal financial officer) |