Brian Lawrence
About Brian Lawrence
Brian H. Lawrence (born 1982) serves as Vice President and Assistant Secretary of Nuveen Mortgage & Income Fund (JLS) with an indefinite term and length of service since 2023; he is Vice President and Associate General Counsel at Nuveen, and Vice President, Associate General Counsel and Assistant Secretary at Teachers Advisors, LLC and TIAA-CREF Investment Management, LLC; previously, he was Corporate Counsel at Franklin Templeton from 2018 to 2022 . Officers of the Funds serve without compensation from the Funds (compensation is paid by the Adviser), and the proxy does not link officer pay to fund TSR, revenue, EBITDA, or other performance metrics, limiting visibility into pay-for-performance alignment for this role .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Nuveen | Vice President; Associate General Counsel | 2023–present | Legal, governance and fund administration support |
| Teachers Advisors, LLC; TIAA-CREF Investment Management, LLC | Vice President, Associate General Counsel and Assistant Secretary | 2023–present | Legal oversight and documentation across adviser affiliates |
| Franklin Templeton | Corporate Counsel | 2018–2022 | Corporate legal counsel supporting investment management operations |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Not disclosed in fund filings | — | — | Officer listings for the Funds do not disclose external directorships or board roles for Mr. Lawrence . |
Fixed Compensation
Officers receive no compensation from the Funds; compensation is paid by the Adviser (Nuveen Fund Advisors, LLC/TIAA affiliates). The proxy does not disclose officer base salary, bonus targets, or cash compensation detail.
| Component | Value | Source |
|---|---|---|
| Base salary | Not disclosed; officers serve without compensation from the Funds | |
| Target bonus % | Not disclosed | |
| Actual bonus paid | Not disclosed | |
| Cash retainer from Fund | None (officers are not paid by the Funds) |
Performance Compensation
No officer performance incentive details (RSUs/PSUs, options, performance metrics, weighting, payout curves) are disclosed in fund filings; CCO compensation is paid by the Adviser, with the Funds reimbursing a portion of the Adviser’s cost of the CCO’s incentive compensation (not applicable to Mr. Lawrence unless he serves as CCO, which is not indicated).
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Not disclosed for Mr. Lawrence | — | — | — | — | — |
Equity Ownership & Alignment
Ownership disclosures for officers are reported at the group level in the proxy appendices.
| Item | Value | Date/Context | Source |
|---|---|---|---|
| JLS common shares outstanding | 5,476,626 | Record date Feb 18, 2025 | |
| Board Members and executive officers as a group beneficially own <1% of each Fund | <1% | As of Feb 18, 2025 | |
| Board Members/Nominees and officers as a group – JLS shares | 499 | As of Dec 31, 2024 | |
| Individual officer (Mr. Lawrence) holdings | Not enumerated | As of Dec 31, 2024 |
Additional alignment policies apply to Board Members (not officers): Board Members are expected to invest at least the equivalent of one year of compensation in funds within the complex, but this governance principle is not stated for Fund officers .
Pledging/Hedging: No personal pledging or hedging disclosures for officers are provided in the proxy; risk oversight of leverage, liquidity, and hedging occurs at the fund level via the Compliance and Investment Committees, not as personal policies for officers .
Employment Terms
| Term | Detail | Source |
|---|---|---|
| Position | Vice President and Assistant Secretary | |
| Term of office | Indefinite; officers elected by the Board on an annual basis to serve until successors are elected and qualified | |
| Length of time served | Since 2023 | |
| Employer/payor | Adviser (Nuveen/TIAA affiliates); officers serve without compensation from the Funds | |
| Employment contract | Not disclosed in fund proxy | |
| Severance | Not disclosed | |
| Change-of-control (trigger/multiples/accelerated vesting) | Not disclosed | |
| Clawback provisions | Not disclosed for officers | |
| Non-compete/non-solicit | Not disclosed | |
| Deferred compensation | Board Members may elect deferred compensation; applicable to Independent Board Members, not officers |
Investment Implications
- Limited pay-for-performance transparency: Officer compensation is paid by the Adviser and not disclosed in fund proxies, resulting in low visibility into Mr. Lawrence’s cash/equity mix, performance metrics, or vesting schedules—reducing direct linkage to JLS TSR or fund-level KPIs .
- Ownership alignment appears minimal at the officer level: The group of Board Members and officers collectively owned 499 JLS shares as of 12/31/2024 and under 1% of outstanding shares as of 2/18/2025; individual officer holdings (including Mr. Lawrence) are not enumerated—suggesting negligible direct ownership-based alignment or selling pressure signals for trading .
- Role-based retention risk appears low-to-moderate: The position is an indefinite-term, annually elected officer role with compensation through the Adviser; no severance, change-of-control, or restrictive covenant disclosures are provided, which limits assessment of retention incentives or exit economics .
- Governance and risk oversight reside at Board/committee level, not via officer incentives: Fund-level oversight of leverage, hedging, performance benchmarking, discounts/premiums and distribution policy is performed by Independent Board committees, indicating that fund outcomes are primarily governed by committee processes rather than individual officer pay levers—reducing the use of Mr. Lawrence’s compensation as a predictive trading indicator .