Margaret Wolff
About Margaret L. Wolff
Independent trustee of Nuveen Credit Strategies Income Fund (JQC); born 1955; serving across the Nuveen Fund Complex since 2016; nominated for election by holders of JQC Preferred Shares in 2025 . Former Skadden M&A attorney (Of Counsel, 2005–2014) with deep governance and fiduciary advisory experience; BA Mt. Holyoke and JD Case Western Reserve University School of Law . All Nuveen fund Board Members, including Wolff, are “Independent Board Members” (not “interested persons”) under the 1940 Act and have not been employees or directors of TIAA/Nuveen or affiliates .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Skadden, Arps, Slate, Meagher & Flom LLP | Of Counsel, M&A Group | 2005–2014 | Advised boards and senior management on governance, fiduciary, securities, regulatory and strategic matters |
| Travelers Insurance Company of Canada; The Dominion of Canada General Insurance Company | Director | 2013–2017 | Oversight within Travelers Canada (part of The Travelers Companies, Inc.) |
| Mt. Holyoke College | Trustee; Vice Chair of Board | Trustee 2005–2015; Vice Chair 2011–2015 | Board leadership and governance oversight |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| NewYork-Presbyterian Hospital | Trustee | Since 2005 | Health system governance |
| The John A. Hartford Foundation | Trustee; former Chair | Trustee since 2004; Chair 2015–2022 | Philanthropy focused on improving care of older adults |
Board Governance
- Independence: Classified as an Independent Board Member under the 1940 Act; no employment/director ties to TIAA/Nuveen or affiliates .
- Committee assignments (Nuveen Fund Complex):
- Compliance, Risk Management and Regulatory Oversight Committee: Chair .
- Audit Committee: Member; Audit Committee comprises Independent Board Members and designated “financial experts” (Wolff is a member; designated experts noted) .
- Nominating & Governance Committee: Member .
- Investment Committee: Member .
- Closed-End Fund Committee: Member .
- Attendance: Each Board Member attended 75% or more of Board and applicable committee meetings in the last fiscal year .
- Meeting cadence (JQC last fiscal year): Regular Board (5), Special Board (8), Executive Committee (8), Dividend (8), Compliance (6), Audit (14), Nominating & Governance (5), Investment (4), Closed-End Fund (4) .
Fixed Compensation
- Structure (effective Jan 1, 2024; increases noted effective Jan 1, 2025):
- Annual Board retainer: $350,000 .
- Committee membership retainers (per committee):
- Audit: $30,000; increased to $35,000 in 2025 .
- Compliance, Risk Mgmt & Regulatory Oversight: $30,000; increased to $35,000 in 2025 .
- Investment: $20,000; increased to $30,000 in 2025 .
- Dividend, Nominating & Governance, Closed-End Funds: $20,000; increased to $25,000 in 2025 .
- Chair retainers:
- Board Chair/Co-Chair: $140,000; increased to $150,000 in 2025 .
- Audit and Compliance Chairs: $30,000; increased to $35,000 in 2025 .
- Investment Chair: $20,000; increased to $30,000 in 2025 .
- Dividend, Nominating & Governance, Closed-End Funds Chairs: $20,000; increased to $25,000 in 2025 .
- Ad hoc meeting fees: $1,000 or $2,500 depending on meeting length/immediacy; special assignment committees include quarterly fees (Chair from $1,250; members from $5,000) .
- No retirement/pension plans; optional Deferred Compensation Plan credited to a book reserve account tracking Nuveen fund shares .
- JQC-specific and total last fiscal year:
- JQC aggregate compensation to Wolff: $4,534 .
- Total compensation from funds in the Nuveen Fund Complex paid to Wolff: $535,644 .
Performance Compensation
| Component | Status |
|---|---|
| Annual bonus (target/actual) | Not disclosed/applicable for Independent Directors; compensation is retainers/meeting fees |
| Stock awards (RSUs/PSUs), Options | Not disclosed/applicable; no equity grants to directors in proxy |
| Performance metrics tied to pay (e.g., revenue/EBITDA/TSR/ESG) | None disclosed; director pay not performance-conditioned |
| Clawbacks, severance, CoC terms | Not applicable to Independent Directors in proxy |
Other Directorships & Interlocks
| Company/Organization | Type | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Travelers Canada (entities within The Travelers Companies, Inc.) | Public company (Canada) | Director (2013–2017) | No Nuveen/TIAA linkage disclosed; no related-party transactions disclosed in proxy |
| NewYork-Presbyterian Hospital | Non-profit | Trustee (since 2005) | No fund conflict disclosed |
| The John A. Hartford Foundation | Non-profit | Trustee; former Chair | No fund conflict disclosed |
| Mt. Holyoke College | Academic | Trustee; Vice Chair | No fund conflict disclosed |
Expertise & Qualifications
- Governance/M&A legal expertise with >30 years advising boards on fiduciary, securities, regulatory and strategic matters .
- Education: BA Mt. Holyoke; JD Case Western Reserve University School of Law .
- Fund governance experience across 200+ portfolios overseen in the Nuveen Fund Complex .
Equity Ownership
| Measure | JQC (Credit Strategies) | Fund Complex Aggregate |
|---|---|---|
| Beneficial ownership dollar range | $0 | Over $100,000 |
| Shares owned | 0 | Aggregate holdings across registered investment companies; amounts in appendix; identity-of-interest guideline in place |
| Deferred compensation credited (JQC) | $1,970 (deferred fees payable including assumed investment return) | Deferred plan available; distributions in lump sum or 2–20 years |
| Ownership guideline | Governance principle expects each Board Member to invest at least one year of compensation in funds in the Fund Complex, directly or on a deferred basis | Same |
Insider Trades
| Item | Disclosure |
|---|---|
| Section 16(a) compliance | The Funds state Board Members/officers, Adviser, and affiliates complied with applicable Section 16(a) filing requirements during the last fiscal year |
| Form 4 transactions | Not detailed in proxy; no exceptions noted in delinquency section |
Governance Assessment
- Strengths: Clear independence under the 1940 Act; chairs the Compliance Committee overseeing risk, leverage, derivatives, liquidity, and regulatory compliance; sits on Audit, Nominating & Governance, Investment, and Closed-End Funds committees; attended ≥75% of meetings; robust committee cadence at JQC (e.g., 14 Audit and 6 Compliance meetings last year) indicating active oversight .
- Alignment signals: Board guideline expects investment equal to one year of compensation across the Fund Complex; Wolff’s aggregate holdings across registered investment companies are “Over $100,000” and she uses the Deferred Compensation Plan (including $1,970 attributed to JQC), which partially aligns interests with shareholders at the complex level .
- Red flags: $0 beneficial ownership and 0 shares in JQC specifically, which may be perceived as lower “skin-in-the-game” alignment at the fund level, though the complex-level guideline mitigates some concern .
- Conflicts/related-party: No related-party transactions or advisor-affiliate holdings disclosed for Wolff; delinquent filing section indicates compliance with reporting obligations, reducing governance risk signals .
Appendix: JQC Meeting Intensity (Last Fiscal Year)
| Meeting Type | Count |
|---|---|
| Regular Board Meeting | 5 |
| Special Board Meeting | 8 |
| Executive Committee Meeting | 8 |
| Dividend Committee Meeting | 8 |
| Compliance Committee Meeting | 6 |
| Audit Committee Meeting | 14 |
| Nominating & Governance Committee Meeting | 5 |
| Investment Committee Meeting | 4 |
| Closed-End Fund Committee Meeting | 4 |