Margaret L. Wolff
About Margaret L. Wolff
Independent trustee of Nuveen Preferred & Income Opportunities Fund (JPC); year of birth 1955; joined the Nuveen Funds boards in 2016. Former Skadden, Arps, Slate, Meagher & Flom LLP M&A lawyer (Of Counsel 2005–2014; retired 2014) with deep governance and fiduciary advisory experience; BA Mt. Holyoke College; JD Case Western Reserve University School of Law . All Nuveen Funds trustees are independent under the 1940 Act and not affiliated with TIAA/Nuveen .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Skadden, Arps, Slate, Meagher & Flom LLP | Of Counsel, M&A Group | 2005–2014 | Advised boards/senior management on corporate, securities, governance, fiduciary and strategic matters; retired 2014 |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| New York-Presbyterian Hospital | Trustee | Since 2005 | Board-level oversight in major non-profit healthcare system |
| The John A. Hartford Foundation | Trustee; former Chair | Trustee since 2004; Chair 2015–2022 | Philanthropy focused on care for older adults; chaired board 2015–2022 |
| Travelers Insurance Company of Canada; The Dominion of Canada General Insurance Company | Director | 2013–2017 | Part of Travelers Canada (The Travelers Companies, Inc.) |
| Mount Holyoke College | Trustee; former Vice Chair | Trustee 2005–2015; Vice Chair 2011–2015 | Higher education governance role |
Board Governance
| Item | Detail |
|---|---|
| Independence | All trustees are “Independent Board Members” under the 1940 Act; have never been employees/directors of TIAA or Nuveen |
| Election/Term (JPC) | Elected by holders of Preferred Shares; nominees for annual term expiring at the next annual meeting (with Moschner) |
| Years of Service | Joined Fund Complex board in 2016 |
| Attendance | Each Board Member attended ≥75% of Board and committee meetings in the last fiscal year |
| Committee | Role | Meeting Count (JPC last fiscal year) |
|---|---|---|
| Compliance, Risk Management & Regulatory Oversight | Chair | 6 |
| Audit Committee | Member (not designated “financial expert”) | 14 |
| Nominating & Governance | Member | 5 |
| Investment Committee | Member | 4 |
| Closed-End Fund Committee | Member | 4 |
| Dividend Committee | Not a member | 8 |
| Executive Committee | Not a member | 8 |
Note: Audit “financial experts” designated are Moschner, Nelson, Starr, Young; Wolff is a committee member but not listed as a financial expert .
Fixed Compensation
| Component | Amount (2024 policy) | Amount (2025 adjustment) | Notes |
|---|---|---|---|
| Annual trustee retainer | $350,000 | $350,000 | Effective 1/1/2024 |
| Audit Committee membership retainer | $30,000 | $35,000 | Effective 1/1/2025 increase |
| Compliance Committee membership retainer | $30,000 | $35,000 | Effective 1/1/2025 increase |
| Investment Committee membership retainer | $20,000 | $30,000 | Effective 1/1/2025 increase |
| Dividend, Nominating & Governance, Closed-End membership retainer | $20,000 | $25,000 | Effective 1/1/2025 increase |
| Board Chair retainer | $140,000 | $150,000 | Not applicable to Wolff (Young is Chair) |
| Committee Chair retainer (Audit; Compliance) | $30,000 | $35,000 | Wolff chairs Compliance |
| Ad hoc meeting fees | $1,000 or $2,500 | $1,000 or $2,500 | Based on length/immediacy |
| Special assignment committees (chair/member) | $1,250 (chair quarterly start); $5,000 (member quarterly start) | Same | As applicable |
| JPC aggregate compensation paid to Wolff (last fiscal year) | $10,733 | — | JPC-specific aggregate |
| Total compensation from Fund Complex paid to Wolff (last fiscal year) | $535,644 | — | Aggregate across funds |
| Deferred compensation (JPC) | $4,275 | — | Deferred fees credited as if invested; per Participating Funds table |
| Retirement/pension | None | None | Funds do not have retirement or pension plans |
Performance Compensation
| Metric Category | Disclosure | Detail |
|---|---|---|
| Performance-linked bonus/metrics (e.g., revenue, EBITDA, TSR) | None disclosed | Independent trustees are paid fixed retainers/committee fees; no bonus, options, or PSU/RSU performance schedules disclosed |
| Equity awards (RSUs/PSUs), options | None disclosed | No equity grants to independent trustees; compensation is cash retainers/fees |
| Clawbacks, severance, CoC provisions | None disclosed | Not applicable to independent trustees of funds |
Other Directorships & Interlocks
| Company/Institution | Role | Tenure | Potential Interlock/Conflict |
|---|---|---|---|
| New York-Presbyterian Hospital | Trustee | Since 2005 | Non-profit; no issuer interlock indicated |
| The John A. Hartford Foundation | Trustee; former Chair | Trustee since 2004; Chair 2015–2022 | Non-profit; no issuer interlock indicated |
| Travelers Canada (subsidiaries) | Director | 2013–2017 | Prior role with insurance subsidiary; no current interlock at JPC disclosed |
| Mount Holyoke College | Trustee; former Vice Chair | 2005–2015; Vice Chair 2011–2015 | Academic institution |
Expertise & Qualifications
- 30+ years advising boards/senior management on corporate governance, fiduciary duties, and M&A strategy as a senior lawyer; JD (Case Western Reserve) and BA (Mt. Holyoke) .
- Governance leadership experience as chair of a major philanthropy’s board (2015–2022) and trusteeships in healthcare and academia .
- Serves as chair of the Compliance, Risk Management & Regulatory Oversight Committee, aligning with her legal/regulatory background .
Equity Ownership
| Item | JPC (Fund-level) | Fund Complex (aggregate) |
|---|---|---|
| Shares beneficially owned (as of 12/31/2024) | 0 shares | Dollar range “Over $100,000” across all registered investment companies overseen |
| Dollar range of holdings (JPC) | $0 | — |
| Ownership % of shares outstanding | <1% (each Board Member for each Fund) | — |
| Deferred comp balance indicator (JPC) | $4,275 deferred fees (treated as if invested) | — |
| Ownership guideline | Trustees are expected to invest at least one year of compensation in funds in the Fund Complex | Compliance status not explicitly disclosed |
Governance Assessment
- Strengths: Independent status; extensive governance/legal expertise; chairs Compliance committee; broad committee participation (Audit, Nominating & Governance, Investment, Closed-End); attendance ≥75% across Board/committees supports engagement .
- Alignment: Board principle expects one year of compensation invested across funds; Wolff’s aggregate fund holdings are “Over $100,000,” indicating some alignment, but JPC-specific holdings are $0 and no explicit compliance status is disclosed, which may be perceived as weaker alignment to JPC common shareholders .
- Financial oversight: Member of Audit Committee but not designated as “audit committee financial expert,” which may modestly temper perceived financial oversight depth relative to designated experts (Nelson, Moschner, Starr, Young) .
- Compensation trend: Shift from per-meeting fees (2023) to materially higher fixed retainers and increased committee/chair retainers in 2024–2025; overall complex-wide compensation for Wolff was $535,644 last fiscal year, with JPC allocating $10,733, underscoring increased guaranteed cash compensation versus at-risk pay (none) .
- Shareholder accountability: Wolff is elected by Preferred Shareholders annually (with Moschner), creating a clear accountability linkage to institutional preferred holders; this class-based election structure may differ from common shareholder expectations .
- Compliance signals: Section 16(a) filing compliance noted; no related-party transactions or conflicts disclosed for Wolff; Funds eliminated “control share” provisions in 2024 by-law amendments (broader governance context) .
RED FLAGS: JPC-specific zero share ownership by Wolff may be viewed as low direct alignment with JPC common shareholders despite aggregate complex holdings; increased guaranteed compensation without performance linkage; not designated as an audit committee financial expert .