Terence Toth
About Terence J. Toth
Independent Board Member of Nuveen Credit Strategies Income Fund (JQC); Class II trustee last elected May 8, 2023 with a term expiring at the 2026 annual meeting. Year of birth: 1959. Tenure in the Nuveen fund complex since 2008. Background includes CEO and President of Northern Trust Global Investments, quantitative management and securities lending leadership, and co-founding Promus Capital; education: B.S. (University of Illinois), MBA (NYU), and CEO Perspectives Program (Northwestern, 2005) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Northern Trust Global Investments | CEO & President | 2004–2007 | Led investment platform; prior EVP, Quantitative Management & Securities Lending (2000–2004) |
| Northern Trust Company | Various positions; Head of Government Trading & Cash Collateral Investment | 1982–1986; joined Northern Trust in 1994 | Built trading and collateral operations |
| Bankers Trust | Managing Director, Head of Global Securities Lending | 1986–1994 | Ran global securities lending program |
| Promus Capital | Co-Founding Partner | 2008–2017 | Co-founded investment advisory firm |
| Legal & General Investment Management America, Inc. | Director | 2008–2013 | Asset management oversight; potential industry interlock (ended) |
| LogicMark LLC | Director | 2012–2016 | Health services sector board role |
| Fulcrum IT Service LLC | Director | 2010–2019 | Government IT services oversight |
| Quality Control Corporation | Director | 2012–2021 | Manufacturing board role |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Kehrein Center for the Arts | Chair & Board Member | 2021–2024 (Chair); ongoing board tenure referenced | Philanthropy leadership |
| Catalyst Schools of Chicago | Board Member | Since 2008 | Education philanthropy |
| Mather Foundation | Board Member; Investment Committee Chair | Since 2012; Chair 2017–2022 | Philanthropy; investment oversight |
Board Governance
| Governance Dimension | Details |
|---|---|
| Independence | All Nuveen Funds trustees, including Toth, are “Independent Board Members” (not “interested persons” and have never been an employee/director of TIAA/Nuveen or affiliates) . |
| Board Structure | Unitary board across Nuveen Funds, chaired by Independent Chair Robert L. Young . |
| Committee Memberships (JQC) | Executive Committee – Member (Chair: Young) ; Compliance, Risk Management & Regulatory Oversight – Member (Chair: Wolff) ; Nominating & Governance – Member (Chair: Young) ; Investment Committee – Member (Co-Chairs: Boateng/Lancellotta) . Not a member of Audit or Closed-End Fund Committees; not on Dividend Committee . |
| Committee Chair Roles | None for Toth (chairs listed above) . |
| Attendance | Each Board Member attended ≥75% of Board and applicable committee meetings in the last fiscal year . |
| JQC Meeting Volume (FY last) | Regular Board: 5; Special Board: 8; Executive: 8; Dividend: 8; Compliance: 6; Audit: 14; Nominating & Governance: 5; Investment: 4; Closed-End: 4 . |
| Years of Service | Since 2008 across the Fund Complex; JQC Class II term runs to 2026 . |
Fixed Compensation
| Component | 2025 Amount | Notes |
|---|---|---|
| Annual Board Retainer | $350,000 | Effective Jan 1, 2024; remains in place . |
| Committee Membership Retainers | Audit: $35,000; Compliance: $35,000; Investment: $30,000; Dividend: $25,000; Nominating & Governance: $25,000; Closed-End Funds: $25,000 | Increased Jan 1, 2025 per committee . |
| Committee Chair Retainers | Audit/Compliance: $35,000; Investment: $30,000; Dividend/Nominating/Closed-End: $25,000 | Not applicable to Toth (not a chair) . |
| Board Chair Retainer | $150,000 | Paid to Independent Chair (Young), not Toth . |
| Ad Hoc/Special Assignment Fees | $1,000–$2,500 per ad hoc meeting; special assignment chairs quarterly from $1,250, members from $5,000 | As applicable . |
| Deferred Compensation Plan | Available; deferral credited to notional fund accounts; distributions lump sum or 2–20 years | Participation optional; fund-level . |
| Aggregate Compensation from JQC (last FY) | $5,128 | Toth’s compensation paid by JQC for last fiscal year . |
| Total Compensation from Fund Complex (last FY) | $575,750 | Toth’s total across Nuveen fund complex . |
Performance Compensation
| Element | Disclosure |
|---|---|
| Bonus/Target % | None disclosed for independent trustees; compensation structured as retainers and meeting/committee fees . |
| Stock/Option Awards | None disclosed; proxy shows cash retainers/fees and optional deferred compensation; no equity grants or options listed for trustees . |
| Performance Metrics (TSR/EBITDA/ESG) | None tied to director compensation disclosed . |
| Clawback/COC/Severance | Not applicable to independent trustees; no such provisions disclosed . |
Other Directorships & Interlocks
| Company | Capacity | Status | Potential Interlock/Conflict Note |
|---|---|---|---|
| Legal & General Investment Management America, Inc. | Director | 2008–2013 | Asset-management industry affiliation ended; Board affirms current independence from TIAA/Nuveen . |
| Quality Control Corporation | Director | 2012–2021 | Manufacturing; no disclosed transaction with JQC . |
| Fulcrum IT Service LLC | Director | 2010–2019 | Government IT; no disclosed transaction with JQC . |
| LogicMark LLC | Director | 2012–2016 | Health services; no disclosed transaction with JQC . |
Expertise & Qualifications
- Senior executive experience in asset management (Northern Trust Global Investments CEO/President) and quantitative/securities lending expertise .
- Board governance and risk/compliance committee service across complex (Executive, Compliance, Nominating & Governance, Investment) .
- Education: B.S. (University of Illinois), MBA (NYU), CEO Perspectives Program (Northwestern, 2005) .
Equity Ownership
| Fund | Dollar Range (as of 12/31/2024) | Shares Beneficially Owned (as of 12/31/2024) | Ownership % |
|---|---|---|---|
| Nuveen Credit Strategies Income Fund (JQC) | $0 | 0 | <1% (all trustees individually) |
| Nuveen Floating Rate Income Fund (JFR) | $10,001–$50,000 | 3,720 | |
| Nuveen Municipal Credit Opportunities Fund (NMCO) | $50,001–$100,000 | 7,925 | |
| Aggregate across Fund Complex | Over $100,000 | Group totals reported; individual fund holdings each <1% |
Additional alignment policy: each trustee is expected to invest at least the equivalent of one year of compensation across Nuveen funds (directly or on a deferred basis) .
Deferred fees elections (illustrative): No deferrals for JQC; deferrals elected in several other funds (e.g., Preferred & Income Opportunities $4,275; NASDAQ Dynamic Overwrite $1,417; S&P Buy-Write $1,678) .
Governance Assessment
- Effectiveness: Long-tenured independent trustee with multi-committee exposure (Executive, Compliance, Nominating & Governance, Investment). Executive Committee membership signals influence on interim decisions between regular board meetings .
- Independence and conflicts: Board affirms independence from TIAA/Nuveen; no related-party transactions or Section 16(a) delinquencies disclosed for trustees; Toth not listed among trustees holding securities in Nuveen-affiliated advised companies (contrast: Kenny listed) .
- Attendance/engagement: Met ≥75% threshold for Board/committee meetings; JQC’s heavy meeting cadence indicates robust oversight workload (14 Audit, 8 Executive, 6 Compliance in last fiscal year) .
- Ownership alignment: No JQC share ownership; meaningful holdings elsewhere in the complex; individual fund ownership <1% per policy; formal expectation of one-year compensation investment mitigates alignment concerns despite zero JQC position .
- Compensation signals: Shift in 2024–2025 toward higher fixed retainers and committee retainers; no performance-based or equity compensation—reduces pay-for-performance linkage risk but aligns with industry norms for independent trustees .
RED FLAGS: None disclosed specific to Toth. No pledging/hedging reported; no related-party transactions; no attendance issues; no equity award repricing; Section 16 compliance confirmed for the fund complex .