John K. Nelson
About John K. Nelson
Independent Board Member of Nuveen Global High Income Fund (JGH) since 2013; born 1962; BA in Economics and MBA in Finance from Fordham University; former CEO of ABN AMRO Bank N.V. North America and Global Head of its Financial Markets Division; designated Audit Committee Financial Expert; current term as Class II Board Member expires at the 2026 annual meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| ABN AMRO Bank N.V. North America | Chief Executive Officer | 2007–2008 | Led North America operations; global markets oversight via Financial Markets Division |
| ABN AMRO Bank N.V. | Global Head, Financial Markets Division (FX, commodities, fixed income, EM, derivatives) | 2007–2008 | Member of U.S. Fed FX Committee; represented ABN AMRO at Bank of Canada, ECB, Bank of England committees |
| ABN AMRO/LaSalle Bank Corporation | Various executive leadership roles | 1996–2007 | Senior leadership across global banking and markets |
| Deloitte Consulting LLP | Senior External Advisor, Financial Services | 2012–2014 | Strategy and governance advisory |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Core12 LLC (private marketing/branding firm) | Director | 2008–2023 | Oversight of strategy and communications |
| Fordham University | President’s Council Member | 2010–2019 | University advisory role |
| Curran Center for Catholic American Studies | Director | 2009–2018 | Governance of academic center |
| Marian University | Trustee and Chairman, Board of Trustees | 2011–2013 | Board leadership |
Board Governance
- Independence: All nominees and current board members, including Nelson, are not “interested persons” of the Funds or Adviser; deemed Independent Board Members.
- Committee assignments: Executive Committee member; Dividend Committee member; Nominating & Governance Committee member; Investment Committee member; Closed-End Fund Committee member.
- Chair roles: Audit Committee Chair; designated Audit Committee Financial Expert.
- Years of service: Board Member since 2013 across the Nuveen fund complex; oversees 218 portfolios.
- Attendance: Each Board Member attended at least 75% of Board and applicable committee meetings in the last fiscal year.
- JGH meeting cadence (FY ended Dec 31, 2024): Regular Board (5); Special Board (9); Executive (5); Dividend (10); Compliance (5); Audit (14); Nominating & Governance (5); Investment (4); Closed-End Fund (4).
Fixed Compensation
| Component | Amount | Effective Date | Notes |
|---|---|---|---|
| Annual Board retainer (Independent Board Members) | $350,000 | Jan 1, 2024 | Increased from $210,000 (CY2023) |
| Audit Committee member retainer | $30,000 → $35,000 | Jan 1, 2024 → Jan 1, 2025 | Per-committee annual retainer |
| Compliance/Risk/Regulatory Oversight Committee member retainer | $30,000 → $35,000 | Jan 1, 2024 → Jan 1, 2025 | Annual retainer |
| Investment Committee member retainer | $20,000 → $30,000 | Jan 1, 2024 → Jan 1, 2025 | Annual retainer |
| Dividend Committee, Nominating & Governance, Closed-End Fund Committee member retainers | $20,000 → $25,000 | Jan 1, 2024 → Jan 1, 2025 | Annual retainer |
| Board Chair retainer | $140,000 → $150,000 | Jan 1, 2024 → Jan 1, 2025 | Independent Chair (Robert Young) |
| Committee Chair retainers (Audit; Compliance; Investment; Dividend; Nominating; Closed-End) | $20,000–$30,000 → $25,000–$35,000 | Jan 1, 2024 → Jan 1, 2025 | Annual chair/co-chair fees by committee |
| Ad hoc meeting fees | $1,000 or $2,500 | Ongoing | Based on meeting length/immediacy |
| Special assignment committees | Chair/co-chair quarterly fee from $1,250; member quarterly fee from $5,000 | Ongoing | For special assignments |
| Deferred Compensation Plan availability | Yes | Ongoing | Directors may defer fees into Nuveen funds; Fund not liable for other funds’ obligations |
- Aggregate compensation paid to Nelson (last fiscal year, by fund):
- JGH: $1,226.
- Total compensation across Fund Complex: $483,250 (includes allocations across all Nuveen funds).
Performance Compensation
| Instrument/Metric | Grant/Terms | Vesting | Performance Metrics |
|---|---|---|---|
| Stock awards (RSUs/PSUs) | None disclosed for directors | n/a | n/a |
| Options | None disclosed for directors | n/a | n/a |
| Bonuses | None disclosed; director comp structured as fixed retainers and committee fees | n/a | n/a |
| Clawbacks/COC/severance | Not applicable to independent directors; no retirement/pension plans | n/a | n/a |
Compensation signals: A substantial increase in fixed cash retainers from $210,000 (2023) to $350,000 (2024) and higher committee member/chair retainers in 2025 indicate higher guaranteed compensation for directors, not tied to fund performance metrics.
Other Directorships & Interlocks
| Company/Institution | Public/Private | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Core12 LLC | Private | Director (2008–2023) | No disclosed conflict with Nuveen/TIAA-affiliated entities |
| Fordham University (President’s Council) | Non-profit | Member (2010–2019) | None disclosed |
| Curran Center for Catholic American Studies | Academic | Director (2009–2018) | None disclosed |
| Marian University | Academic | Trustee and Chairman (2011–2013) | None disclosed |
- No current public company directorships disclosed for Nelson in the past five years; reduces network interlocks with potential competitors, suppliers, or customers.
Expertise & Qualifications
- Financial markets leadership (FX, commodities, fixed income, derivatives, EM) and bank operating experience; former CEO and Global Head roles at ABN AMRO.
- Governance and audit expertise; Audit Committee Chair and SEC-defined “audit committee financial expert.”
- Academic credentials: BA Economics; MBA Finance (Fordham).
Equity Ownership
| Item | Value | As of | Source |
|---|---|---|---|
| JGH dollar range of equity securities (Nelson) | $0 | Dec 31, 2024 | |
| JGH shares owned (Nelson) | 0 shares | Dec 31, 2024 | |
| JGH common shares outstanding | 23,177,392 shares | Feb 18, 2025 | |
| Nelson ownership as % of JGH outstanding | 0.00% | Dec 31, 2024 / Feb 18, 2025 | |
| Aggregate range of equity securities across all registered investment companies overseen | Over $100,000 | Dec 31, 2024 | |
| Board member investment governance principle | Expected to invest ≥ one year of compensation in Fund Complex | Policy statement |
Note: Individual compliance with the investment guideline is not disclosed; Nelson’s aggregate holding range is “Over $100,000,” while his total fund complex compensation was $483,250 for the last fiscal year.
Governance Assessment
- Strengths: Long-tenured independent director with deep banking/markets experience; chairs Audit Committee and is an SEC-defined financial expert—supports robust oversight of valuation, audit independence, and financial risk disclosure. Attendance threshold met; engaged across key committees (Executive, Dividend, Nominating & Governance, Investment, Closed-End).
- Alignment: Policy expects directors to invest at least one year’s compensation across the fund complex; Nelson’s JGH-specific ownership is $0 and 0 shares; aggregate holdings across registered investment companies are disclosed only as a broad “Over $100,000” range—individual compliance not specified. Potential investor concern on direct JGH alignment given zero holdings.
- Conflicts/Related parties: No related-party transactions or affiliated company holdings disclosed for Nelson; Section 16(a) filings fully compliant in the last fiscal year—reduces governance risk.
- Compensation signals: Shift toward higher fixed retainers and elevated committee chair/member fees (2024–2025) increases guaranteed cash; absence of performance-linked pay or equity for directors is standard in fund governance but offers limited incentive alignment with fund performance.
Red Flags
- Zero JGH share ownership may be viewed as a weak signal on fund-specific alignment, despite aggregate holdings elsewhere in the complex.
- No disclosure of individual compliance with the “≥ one-year compensation” investment guideline for directors; transparency gap on alignment.
Positive Indicators
- Independent status and leadership as Audit Committee Chair/audit financial expert bolster investor confidence in controls and valuation oversight.
- Strong attendance and multi-committee engagement across core governance, investment oversight, dividend policy, and closed-end fund market dynamics.