Terence J. Toth
About Terence J. Toth
Independent Board Member of Nuveen Real Estate Income Fund (JRS); year of birth 1959; serving since 2008; oversees 218 portfolios across the Nuveen fund complex. Former CEO & President of Northern Trust Global Investments, with deep expertise in quantitative management and securities lending; BS from University of Illinois, MBA from NYU, and 2005 CEO Perspectives Program at Northwestern University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Promus Capital | Co-Founding Partner | 2008–2017 | Investment advisory leadership |
| Quality Control Corporation | Director | 2012–2021 | Manufacturing oversight |
| Fulcrum IT Service LLC | Director | 2010–2019 | Gov’t IT services oversight |
| LogicMark LLC | Director | 2012–2016 | Health services oversight |
| Legal & General Investment Mgmt America, Inc. | Director | 2008–2013 | Asset management governance |
| Northern Trust Global Investments | CEO & President | 2004–2007 | Led investment platform; governance |
| Northern Trust | EVP, Quantitative Mgmt & Securities Lending | 2000–2004 | Quant and securities lending leadership |
| Bankers Trust | Managing Director & Head of Global Securities Lending | 1986–1994 | Built and led global lending practice |
| Northern Trust | Head of Government Trading & Cash Collateral Investment | 1982–1986 | Trading and collateral operations |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Kehrein Center for the Arts | Chair & Board Member | 2021–2024 | Board leadership |
| Catalyst Schools of Chicago | Board Member | Since 2008 | Education-focused governance |
| Mather Foundation | Board Member; Investment Committee Chair | Since 2012; Chair 2017–2022 | Oversight of investment committee |
| Chicago Fellowship Board | Member | 2005–2016 | Community leadership |
| Northern Trust Mutual Funds Board | Director | 2005–2007 | Fund governance |
| Northern Trust Global Investments Board | Director | 2004–2007 | Investment platform governance |
| Northern Trust Japan Board | Director | 2004–2007 | Asia governance |
| Northern Trust Securities Inc. Board | Director | 2003–2007 | Broker-dealer oversight |
| Northern Trust Hong Kong Board | Director | 1997–2004 | APAC governance |
Board Governance
- Independence: All nominees and Board Members, including Toth, are “Independent Board Members” (not “interested persons” under the 1940 Act; never employees/directors of TIAA or Nuveen) .
- Term and elections (JRS group): Toth is a current and continuing Class II Board Member with term expiring at the 2026 annual meeting; last elected May 8, 2023 for Class II across relevant funds including Real Estate Income (JRS) .
- Committees (member unless noted): Executive Committee; Compliance, Risk Management & Regulatory Oversight Committee (member; Chair is Wolff); Investment Committee (member; Co-Chairs Boateng & Lancellotta); Nominating & Governance Committee (member; Chair is Young). Toth is not a member of the Audit Committee, Dividend Committee, or Closed-End Fund Committee .
- Attendance: Each Board Member attended at least 75% of Board and applicable committee meetings in the last fiscal year .
- Portfolios overseen: 218 .
- Independent Chair of the Nuveen Funds Board: Robert L. Young (not Toth) .
Fixed Compensation
| Component | 2024 | 2025 |
|---|---|---|
| Annual Board retainer (Independent Board Members) | $350,000 | $350,000 |
| Audit Committee membership retainer | $30,000 | $35,000 |
| Compliance Committee membership retainer | $30,000 | $35,000 |
| Investment Committee membership retainer | $20,000 | $30,000 |
| Dividend Committee membership retainer | $20,000 | $25,000 |
| Nominating & Governance membership retainer | $20,000 | $25,000 |
| Closed-End Funds Committee membership retainer | $20,000 | $25,000 |
| Chair adders (if applicable; Toth is not a chair) | $20,000–$140,000 depending on committee/Board | $25,000–$150,000 depending on committee/Board |
| Ad hoc meeting fees | $1,000 or $2,500 per meeting depending on length/immediacy | $1,000 or $2,500 per meeting depending on length/immediacy |
| Paid Amounts (last fiscal year) | JRS (Real Estate Income) | Total from Fund Complex |
|---|---|---|
| Aggregate compensation paid to Toth | $1,177 | $575,750 |
| Deferred fees (book value incl. assumed returns) for JRS | $387 | N/A |
- Allocation mechanics: Annual retainers, fees and expenses are allocated among funds in the Nuveen complex; some fees allocated only to funds discussed at a given meeting .
- Legacy structure (pre-2024): Prior to Jan 1, 2024 compensation was primarily per-meeting with retainer of $210,000 and committee-specific per-meeting fees .
Performance Compensation
- No performance-based bonuses, stock awards, option awards, or pay linked to financial/ESG metrics are disclosed for Independent Board Members; compensation consists of retainers and meeting fees, with optional deferred compensation tracked to fund NAVs; funds have no retirement or pension plans .
Other Directorships & Interlocks
| Company | Role | Status | Potential Interlock/Conflict |
|---|---|---|---|
| Public company directorships (past 5 years) | None disclosed for Toth | N/A | None disclosed |
| Companies advised by affiliates (ownership table) | Toth not listed | N/A | None disclosed |
Expertise & Qualifications
- Senior leadership in asset management and securities lending (Northern Trust Global Investments CEO/President; EVP Quant & Securities Lending) .
- Broad board governance across global entities and investment funds; 218 portfolios overseen .
- Education: BS University of Illinois; MBA NYU; Northwestern CEO Perspectives (2005) .
- Tenure: Joined Nuveen Funds Board in 2008 .
Equity Ownership
| Metric | Value |
|---|---|
| JRS common shares outstanding (as of Feb 18, 2025) | 28,892,471 |
| Toth’s JRS dollar range of equity securities | $0 |
| Toth’s JRS shares owned | 0 |
| Aggregate range across all Nuveen registered investment companies overseen | Over $100,000 |
| Ownership as % of JRS outstanding | <1% (individual holdings for each fund are <1%) |
Governance Assessment
- Strengths: Long-tenured independent director with deep investment and risk oversight experience; member of Executive, Compliance, Investment, and Nominating & Governance Committees; attendance ≥75% indicates engagement .
- Alignment: No direct JRS ownership ($0), but aggregate holdings across the Nuveen fund family exceed $100,000; optional deferred compensation creates fund-linked exposure (albeit small for JRS) .
- Compensation structure signal: Shift from meeting-based fees (pre-2024) to higher fixed retainers and increased committee retainers in 2025 raises guaranteed cash compensation, potentially reducing variability tied to workload; allocation across funds remains equitable .
- Conflicts/related party: No related-party securities ownership disclosures for Toth in companies advised by Nuveen-affiliated advisers; independence affirmed (never employed by TIAA/Nuveen) .
- Red flags: None evident regarding pledging/loans, option repricing, or related-party transactions for Toth; note that he is not on the Audit Committee, but overall committee coverage (investment, compliance, nominations) is strong .