Loren M. Starr

About Loren M. Starr

Independent trustee of Nuveen Real Estate Income Fund (JRS) within the Nuveen closed-end fund complex; Class III Board Member with term expiring at the 2027 annual meeting. Former Vice Chair/Senior Managing Director (2020–2021) and long‑tenured Chief Financial Officer (2005–2020) of Invesco Ltd.; independent consultant/advisor since 2021. Year of birth: 1961. Education: B.A. and B.S., Columbia College; M.B.A., Columbia Business School; M.S., Carnegie Mellon University. Designated SEC “audit committee financial expert.” Independent under the 1940 Act and NYSE/NASDAQ listing standards (not an “interested person” and no employment ties to TIAA/Nuveen). Length of service in the broader Fund Complex “since 2022,” with Nuveen closed-end fund board appointments effective 2024 (except he serves as a consultant to Multi‑Market Income).

Past Roles

External Roles

Board Governance

• Classification and tenure: Class III Board Member for JRS; term through 2027 (last elected April 12, 2024). Independent trustee (not an “interested person”).
• Committee assignments (JRS and most funds):
  • Audit Committee – Member; designated “audit committee financial expert.” Chair is John K. Nelson.
  • Dividend Committee – Member. Chair is Matthew Thornton.
  • Nominating & Governance Committee – Member. Chair is Robert L. Young.
  • Investment Committee – Member. Co‑Chairs are Joseph A. Boateng and Amy B.R. Lancellotta.
  • Closed‑End Fund Committee – Member. Chair is Albin F. Moschner.
• Attendance: Each Board Member attended 75% or more of Board and committee meetings during the last fiscal year.

Fixed Compensation

• Structure and recent changes (Fund Complex-wide for independent trustees):
  • 2023: $210,000 annual retainer plus per‑meeting fees (e.g., $7,250 regular Board day; $4,000 special Board; $2,500 Audit/Closed‑End/Investment; $5,000 Compliance; other tiers), plus chair retainers ($140,000 Board Chair; $20,000 for several committee chairs).
  • 2024: Shift to higher fixed retainers: $350,000 annual trustee retainer; annual committee membership retainers (Audit $30k; Compliance $30k; Investment $20k; Dividend/Nominating/Closed‑End $20k); chair retainers $140k (Board), $30k (Audit/Compliance), $20k (Investment; Dividend/Nominating/Closed‑End). Ad hoc meeting fees $1,000–$2,500; special assignment committee stipends.
  • 2025: Increases to committee and chair retainers (e.g., Audit/Compliance membership to $35k; Investment to $30k; Dividend/Nominating/Closed‑End to $25k; Board Chair to $150k; corresponding chair increases).

• Fund‑level compensation paid (last fiscal year):
  • JRS (Real Estate Income) paid Starr $707.
  • Total compensation from funds in the Fund Complex paid to Starr: $479,750 (includes any deferred amounts).

• Deferred compensation: Starr elected to defer a portion of fees; JRS deferred balance credited: $244 (book reserve notionally invested in eligible Nuveen funds).

Performance Compensation

The funds do not have retirement or pension plans for trustees; a Deferred Compensation Plan is available (book‑entry, notionally invested) with lump‑sum or installment distributions.

Other Directorships & Interlocks

• Public company: AMG – Director (since 2023) and Audit Committee Chair (since 2024).
• Prior board service: CREF and TIAA Separate Account VA‑1 (2022–2023).
• Non‑profit boards (prior): GLISI (Chair/Director), GCEE (Chair/Trustee).
• Related‑party/affiliated holdings: Appendix A identifies directors holding securities in companies advised by affiliates; Starr is not listed in that table (contrast: holdings disclosed for another trustee).

Expertise & Qualifications

• Deep public company finance background: 15 years as CFO, Invesco Ltd.
• SEC-designated “audit committee financial expert.”
• Advanced education in finance/economics/quantitative disciplines (Columbia BA/BS, Columbia MBA, Carnegie Mellon MS).
• Broad committee participation across Audit, Investment, Nominating & Governance, Dividend, and Closed‑End Fund oversight.

Equity Ownership

Governance principle: each Board Member is expected to invest at least the equivalent of one year of compensation in funds within the Fund Complex (identity‑of‑interests principle).

Governance Assessment

• Strengths

  • Independent; extensive finance leadership as former Invesco CFO; designated audit committee financial expert – suitable for Audit oversight.
  • High engagement: serves on key committees (Audit, Investment, Nominating & Governance, Dividend, Closed‑End); complex-wide committee structure supports oversight of valuation, risk, leverage, and discount management pertinent to closed‑end funds.
  • Attendance threshold met (≥75% of Board and committee meetings).

• Watch items / potential concerns

  • Direct “skin in the game” at JRS is $0 (no fund‑level shares), though he reports >$100k invested across the family of investment companies and the Board expects trustees to invest at least one year’s compensation within the complex (alignment more at complex level than fund‑specific).
  • Compensation structure shifted in 2024 from meeting‑based fees to higher fixed retainers (and further 2025 increases to committee retainers), increasing guaranteed cash compensation; investors may monitor time‑on‑task and outcomes (e.g., discount control) to assess pay‑for‑contribution in a closed‑end context.
  • Serves as a consultant (not trustee) to Multi‑Market Income and compensated under a consulting agreement for that fund – not directly tied to JRS but an additional role to monitor for time and potential perceived conflicts.

• Other risks

  • No delinquent Section 16(a) reports identified for trustees/officers.
  • No related‑party transactions or affiliate‑advised company holdings disclosed for Starr in the appendices (one peer trustee had such holdings disclosed).

Appendix: Committee Map (JRS)

All facts and figures cited above are sourced from Nuveen Real Estate Income Fund (JRS) and affiliated Nuveen Funds’ 2025 Joint DEF 14A Proxy Statement dated March 4, 2025.