Joseph Boateng
About Joseph A. Boateng
Independent Board Member of DIAX (Nuveen Dow 30SM Dynamic Overwrite Fund). Born 1963; B.S., University of Ghana; M.B.A., UCLA. Chief Investment Officer, Casey Family Programs (since 2007); previously Director of U.S. Pension Plans at Johnson & Johnson (2002–2006). Joined the Board of each Fund other than Core Plus Impact, Multi-Asset Income, Multi-Market Income, Real Asset and Variable Rate Preferred & Income in 2024; has been a TC Board Member since 2019; oversees 213 portfolios in the Fund Complex .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Casey Family Programs | Chief Investment Officer | 2007–Present | Leads investment strategy for a large philanthropic endowment . |
| Johnson & Johnson | Director, U.S. Pension Plans | 2002–2006 | Oversight of corporate pension plan investments . |
| College Retirement Equities Fund (CREF) | Trustee | 2018–2023 | Governance of TIAA mutual fund complex . |
| TIAA Separate Account VA-1 | Management Committee Member | 2019–2023 | Oversight of variable annuity account . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lumina Foundation | Board Member | Since 2018 | Postsecondary education philanthropy governance . |
| Waterside School | Board Member | Since 2021 | Non-profit school governance . |
| Seattle City Employees’ Retirement System | Investment Advisory Committee Member; Former Chair | Since 2007 | Public pension oversight and investment policy . |
| The Seattle Foundation | Investment Committee Member | Since 2012 | Community foundation investment oversight . |
Board Governance
- Independence: Classified as an Independent Board Member; Audit Committee composed entirely of independent members under NYSE/NASDAQ closed-end listing standards .
- Committee assignments (DIAX and most Funds):
- Audit Committee member .
- Nominating and Governance Committee member .
- Investment Committee Co‑Chair (with Amy B.R. Lancellotta) .
- Not designated as an “audit committee financial expert” (designation held by Moschner, Nelson, Starr, Young) .
- Consultant roles: For certain funds (Core Plus Impact, Multi‑Asset Income, Multi‑Market Income, Real Asset, Variable Rate Preferred & Income) he serves as a Board consultant under a paid consulting agreement (not applicable to DIAX) .
- Attendance: During the last fiscal year, each Board Member attended 75% or more of Board and applicable committee meetings .
DIAX Meeting Activity (Last Fiscal Year)
| Meeting Type | Count |
|---|---|
| Regular Board Meetings | 5 |
| Special Board Meetings | 9 |
| Executive Committee Meetings | 5 |
| Dividend Committee Meetings | 10 |
| Compliance, Risk Management & Regulatory Oversight Committee Meetings | 5 |
| Audit Committee Meetings | 14 |
| Nominating & Governance Committee Meetings | 5 |
| Investment Committee Meetings | 4 |
| Closed‑End Fund Committee Meetings | 4 |
Fixed Compensation
| Component | 2024 Rate | 2025 Rate | Notes |
|---|---|---|---|
| Annual retainer (Independent Board Member) | $350,000 | $350,000 | Paid across Fund Complex and allocated among funds. |
| Audit Committee membership | $30,000 | $35,000 | Applies to Audit Committee membership. |
| Investment Committee membership | $20,000 | $30,000 | Applies to Investment Committee membership. |
| Nominating & Governance Committee membership | $20,000 | $25,000 | Applies to Nominating & Governance membership. |
| Investment Committee Chair/Co‑Chair fee | $20,000 | $30,000 | Specific to chair/co‑chair role. |
| Ad hoc meeting fees | $1,000 or $2,500 per meeting | $1,000 or $2,500 per meeting | Based on length and immediacy. |
| Special assignment committee fees | Chair: $1,250/quarter; Members: $5,000/quarter | Chair: $1,250/quarter; Members: $5,000/quarter | As needed. |
| Retirement/pension | None | None | No retirement plans. |
| Deferred compensation plan availability | Available | Available | Elections to defer board pay into eligible Nuveen funds; distribution options 1–20 years. |
Because Mr. Boateng serves on Audit, Investment (Co‑Chair), and Nominating & Governance, his cash compensation comprises the base retainer plus applicable committee membership and co‑chair fees; amounts are disclosed as standardized rates rather than individual totals .
Performance Compensation
No performance‑based pay, equity awards (RSUs/PSUs), or options are disclosed for Independent Board Members of DIAX. The compensation program for directors is retainer and committee‑based; no bonuses, performance metrics, pensions, or SERP benefits are disclosed .
Other Directorships & Interlocks
| Entity | Type | Role | Interlock/Conflict Considerations |
|---|---|---|---|
| College Retirement Equities Fund (CREF) | Mutual fund complex | Trustee (2018–2023) | Prior governance roles within TIAA/CREF complex; not current. |
| TIAA Separate Account VA‑1 | Variable annuity account | Management Committee Member (2019–2023) | Prior governance roles within TIAA ecosystem; not current. |
| Lumina Foundation | Non‑profit | Board Member (since 2018) | Unrelated to DIAX operations. |
| Waterside School | Non‑profit | Board Member (since 2021) | Unrelated to DIAX operations. |
| Seattle City Employees’ Retirement System | Public pension | Investment Advisory Committee; Former Chair (since 2007) | Institutional investment oversight; unrelated to DIAX operations. |
| The Seattle Foundation | Non‑profit | Investment Committee Member (since 2012) | Unrelated to DIAX operations. |
- Potential interlock note: Prior service on CREF and VA‑1 boards (both TIAA‑related) indicates familiarity with the adviser’s ecosystem; current independence is affirmed for closed‑end funds per listing standards .
Expertise & Qualifications
- CIO of a major philanthropic endowment; prior corporate pension leadership (J&J); extensive board experience across investment funds and non‑profits .
- Education: B.S. (University of Ghana), M.B.A. (UCLA) .
- The Board’s qualifications framework emphasizes critical review, interaction with fund management, and effective business judgment; Mr. Boateng meets these standards per the Board’s assessment .
Equity Ownership
| Measure | DIAX (Dow Dynamic Overwrite) | Fund Complex Aggregated |
|---|---|---|
| Dollar range of equity securities | $0 | Over $100,000 |
| Beneficial fund shares owned (DIAX) | 0 | N/A |
| Footnote/context | N/A | Family of Investment Companies for Mr. Boateng includes holdings in CREF and/or VA‑1 as of Dec 31, 2023 . |
Alignment signal: No DIAX share ownership; aggregated holdings across the broader family reflect investments tied to TIAA mutual/annuity complexes rather than Nuveen closed‑end funds .
Governance Assessment
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Strengths:
- Independent status and service on key oversight committees (Audit; Nominating & Governance; Investment Co‑Chair) support board effectiveness and risk oversight at DIAX .
- High engagement standard (≥75% attendance) met; DIAX had robust committee activity (e.g., 14 Audit meetings), indicating active oversight cadence .
- Deep institutional investment expertise (CIO; public pension advisory leadership) and formal financial governance experience across fund boards .
-
Potential risks/flags:
- Ownership alignment: $0 DIAX holdings and 0 DIAX shares may be viewed as limited “skin in the game” for the specific fund, though director stock ownership is not required for closed‑end funds and a deferred compensation program exists .
- Ecosystem interlocks: Prior (now ended) board roles at TIAA‑related entities (CREF, VA‑1) and current consulting engagements for certain other funds in the complex could raise perceived conflict questions; independence for DIAX is explicitly affirmed and committee charters govern conflicts .
- Not designated an audit committee financial expert, though he sits on Audit; financial expert coverage is provided by other members (Moschner, Nelson, Starr, Young) .
-
Compensation structure signals:
- Compensation is entirely fixed retainer and committee‑based (no equity, options, or performance metrics), suggesting emphasis on governance workload rather than pay‑for‑performance alignment; increases in committee and chair retainers effective 2025 reflect heightened oversight demands across the complex .
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