Brett Black
About Brett Black
Brett E. Black serves as Vice President and Chief Compliance Officer (CCO) of Nuveen Dow 30SM Dynamic Overwrite Fund (DIAX). He has served since 2022; business address: 333 West Wacker Drive, Chicago, IL 60606; year of birth: 1972. His principal occupation is Managing Director and Chief Compliance Officer of Nuveen; previously Vice President (2014–2022), Chief Compliance Officer (2017–2022), Anti-Money Laundering Compliance Officer (2017–2022), and Deputy Chief Compliance Officer (2014–2017) of BMO Funds, Inc. Officers receive no compensation from the Funds; the CCO’s compensation (base salary and incentive) is paid by the Adviser (Nuveen), with the Funds reimbursing an allocable portion of the Adviser’s cost of the CCO’s incentive compensation .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Nuveen | Managing Director; Chief Compliance Officer | Since 2022 | Leads Nuveen fund complex compliance; serves as DIAX CCO |
| BMO Funds, Inc. | Vice President | 2014–2022 | Senior compliance leadership for mutual funds platform |
| BMO Funds, Inc. | Chief Compliance Officer | 2017–2022 | Oversight of fund compliance program and controls |
| BMO Funds, Inc. | Anti-Money Laundering Compliance Officer | 2017–2022 | Led AML compliance for funds complex |
| BMO Funds, Inc. | Deputy Chief Compliance Officer | 2014–2017 | Supported and scaled compliance framework |
External Roles
No external board directorships or committee roles for Brett Black are disclosed in DIAX’s proxy materials .
Fixed Compensation
- Officers receive no compensation from the Funds; DIAX’s CCO compensation is paid by the Adviser (Nuveen) and consists of base salary and incentive compensation; the Funds reimburse the Adviser for an allocable portion of the CCO’s incentive compensation .
- Fund proxies do not disclose Brett Black’s base salary, target bonus %, or actual bonus paid; these are adviser-level details not provided in fund documents .
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Adviser-level CCO incentive (structure not specified in fund docs) | Not disclosed | Not disclosed | Not disclosed | Paid by Adviser; allocable portion reimbursed by Funds | Not disclosed |
Fund documents do not disclose specific performance metrics (e.g., revenue growth, EBITDA, TSR) tied to Brett Black’s compensation. As fund officers are unpaid by the Funds and compensated by the Adviser, those details reside at Nuveen and are not presented in DIAX filings .
Equity Ownership & Alignment
| Item | Disclosure | Notes |
|---|---|---|
| Individual beneficial ownership (Brett Black) | Not separately disclosed | DIAX proxies provide board member holdings and group totals; officers’ individual holdings are not itemized |
| Group beneficial ownership (Board Members and officers) | Less than 1% of DIAX outstanding shares as of Feb 18, 2025 | Proxies state each Board Member’s individual holdings and the group’s holdings are <1% for each Fund |
| DIAX shares held by Board Members and officers as a group | 0 shares | Appendix A table shows 0 for Dow Dynamic Overwrite in the “All Board Members/Nominees and Officers as a Group” row |
| Shares pledged as collateral | Not disclosed | No pledging disclosures for officers in DIAX filings reviewed |
| Ownership guidelines | Board Members expected to invest at least one year of compensation in funds | Applies to Board Members, not officers |
Employment Terms
| Term | Detail | Source |
|---|---|---|
| DIAX officer positions | Vice President and Chief Compliance Officer | |
| Term of office | Indefinite; officers elected annually by the Board to serve until successors are elected and qualified | |
| Start date / tenure | Since 2022 | |
| Compensation payer | Adviser (Nuveen); Funds reimburse allocable portion of CCO incentive | |
| Severance / change-of-control | Not disclosed in fund documents | |
| Clawback / hedging / pledging policies | Not disclosed for officers in DIAX proxy | |
| Section 16 compliance | Funds state Board Members and officers complied with applicable Section 16(a) filings during last fiscal year |
Investment Implications
- Alignment: Fund officers (including Brett Black) receive no compensation from DIAX, and group beneficial ownership is <1%—indicating limited direct fund-level pay-for-performance alignment and minimal fund equity exposure from officers .
- Selling pressure: No fund-level equity grants or vesting schedules are disclosed for officers; combined with <1% group ownership, insider selling pressure from Brett at the fund level appears low .
- Retention risk: Key compensation levers reside at Nuveen (Adviser) rather than the Fund; lack of disclosed severance/change-of-control terms in fund documents limits assessment of retention economics from a fund perspective .
- Governance and compliance oversight: As CCO, Brett’s influence centers on regulatory and control integrity rather than portfolio value drivers; investment signal relevance is indirect, with Section 16 compliance affirmed by the Funds .