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Brett Black

Vice President and Chief Compliance Officer at NUVEEN FLOATING RATE INCOME FUND
Executive

About Brett Black

Brett E. Black (born 1972) serves as Vice President and Chief Compliance Officer (CCO) of Nuveen Floating Rate Income Fund (JFR); he has served since 2022 and is Managing Director, Chief Compliance Officer of Nuveen, with prior roles at BMO Funds, Inc. as Vice President (2014–2022), CCO and AML Compliance Officer (2017–2022) . Officers receive no compensation directly from the Funds; the CCO’s compensation (base and incentive) is paid by the Adviser (Nuveen Fund Advisors/Nuveen), with Board review and input, and the Funds reimburse an allocable portion of the Adviser’s cost of the CCO’s incentive compensation . As of February 18, 2025, Board Members and executive officers as a group owned less than 1% of JFR’s outstanding shares; individual officer holdings are not disclosed in the proxy .

Past Roles

OrganizationRoleYearsStrategic Impact/Notes
NuveenManaging Director, Chief Compliance Officer (parent); also Fund officer (VP & CCO)2022–presentServes as CCO of Nuveen; officer of Funds; principal occupation noted in proxy .
BMO Funds, Inc.Vice President2014–2022Prior experience before Nuveen; noted in principal occupations .
BMO Funds, Inc.Chief Compliance Officer; AML Compliance Officer2017–2022Prior compliance leadership; noted in principal occupations .

External Roles

No external directorships/roles for Brett Black are disclosed in the JFR proxy’s officer section .

Fixed Compensation

Element2024–2025 TreatmentNotes/Source
Base salaryPaid by Adviser (Nuveen), not by the FundsOfficers receive no compensation from the Funds ; CCO compensation paid by Adviser .
Target/Actual bonusNot disclosed by the FundsCCO compensation includes incentive compensation paid by Adviser; Funds reimburse allocable portion of CCO incentive compensation .
Other cash compNot disclosed by the FundsNo Fund-paid officer compensation; Board reviews CCO compensation inputs .

Performance Compensation

MetricWeightingTargetActualPayoutVesting
Not disclosed for Fund officers
  • Notes: CCO compensation consists of salary and incentive compensation paid by the Adviser; specific performance metrics/weights, targets, or vesting terms are not disclosed in the Fund’s proxy. The Funds reimburse an allocable portion of the Adviser’s cost of the CCO’s incentive compensation, with Board review and input on the CCO’s compensation .

Equity Ownership & Alignment

Metric12/31/202312/31/2024
Board Members and Officers as a Group – JFR shares beneficially owned79,267 72,247
  • As of January 19, 2024, and February 18, 2025, the Board Members and executive officers as a group owned less than 1% of JFR’s outstanding shares; individual officer (including Brett Black) ownership is not disclosed in the proxy .
  • Section 16(a) compliance: The Funds state Board Members and officers complied with applicable Section 16(a) filing requirements in the last fiscal year .

Employment Terms

  • Title and function: Vice President and Chief Compliance Officer of the Fund; also Managing Director, CCO of Nuveen (parent) .
  • Term/tenure: Officers are elected annually by the Board; term is indefinite and service continues until successors are elected and qualified; Length of service since 2022 .
  • Compensation governance: CCO compensation is paid by the Adviser with Board review and input; Funds reimburse an allocable portion of the CCO’s incentive compensation .
  • Location (business address listed): 333 West Wacker Drive, Chicago, IL 60606 .
  • Severance, change-in-control, non-compete, non-solicit, garden leave, clawbacks, tax gross-ups: Not disclosed for officers in the Fund proxy .

Investment Implications

  • Pay-for-performance transparency is limited: officer compensation (including any performance metrics, targets, or vesting) is set and paid by the Adviser and not disclosed at the Fund level, reducing visibility into incentive alignment for JFR’s CCO role .
  • Insider selling/pledging pressure appears low from officer group data: group ownership is small (<1% of outstanding as of early 2025), and the proxy discloses no pledging by officers; individual officer holdings are not provided, limiting granularity .
  • Retention risk likely tied to Adviser terms: with compensation and employment terms governed by Nuveen (Adviser), retention depends on corporate (not Fund) contracts and incentives; Fund documents do not disclose severance/change-of-control terms for officers .
  • Governance oversight is active: the Board oversees compliance and risk, receives CCO reports quarterly, and reviews CCO compensation inputs, which can support robust compliance culture but does not directly link officer pay to Fund TSR or distribution performance .

Key disclosures to monitor: future 8-Ks (Item 5.02) on officer appointments/compensation changes, any Form 3/4 ownership filings for Brett Black, and Adviser-level compensation policies that might specify performance metrics for the CCO role .