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Margaret Wolff

About Margaret L. Wolff

Independent Board Member of Nuveen California Quality Municipal Income Fund (NAC) since 2016; year of birth 1955. Former Of Counsel in Skadden’s Mergers & Acquisitions Group; governance and fiduciary advisory expertise. Education: BA, Mount Holyoke College; JD, Case Western Reserve University School of Law. Classified as “Independent Board Member” (not an “interested person” of the Funds, Adviser, TIAA/Nuveen, or affiliates) .

Past Roles

OrganizationRoleTenureCommittees/Impact
Skadden, Arps, Slate, Meagher & Flom LLPOf Counsel, Mergers & Acquisitions Group2005–2014Advised boards and senior management on corporate, securities, governance, fiduciary, and strategic matters .
Mount Holyoke CollegeTrustee; Vice ChairTrustee 2005–2015; Vice Chair 2011–2015Institutional governance leadership .
Travelers Canada (subsidiaries of The Travelers Companies, Inc.)Director (Travelers Insurance Company of Canada; The Dominion of Canada General Insurance Company)2013–2017Oversight of insurance operations; board service in Canadian operating entities .

External Roles

OrganizationRoleTenureFocus/Impact
New York-Presbyterian HospitalTrusteeSince 2005Non-profit health system governance .
The John A. Hartford FoundationTrustee; Former ChairTrustee since 2004; Chair 2015–2022Philanthropy focused on improving care of older adults .

Board Governance

  • Election status: Nominee elected by Preferred Shareholders for annual term; Class I nominee for California Value to 2028; continuing Independent Board Member across the Fund Complex .
  • Independence: All Board Members, including Ms. Wolff, are “Independent Board Members” under the 1940 Act; no employment/directorship with TIAA/Nuveen or affiliates .
  • Committee leadership: Chair, Compliance, Risk Management and Regulatory Oversight Committee .
  • Committee memberships: Audit; Nominating & Governance; Investment; Closed‑End Funds Committee .
  • Attendance: Each Board Member attended at least 75% of Board and applicable committee meetings in the last fiscal year .
  • Independent governance structure: Independent Chair of the Board (Robert L. Young) with unitary board and seven standing committees; strong emphasis on risk oversight and valuation governance .

Committee Assignments and Meeting Activity (Last Fiscal Year)

CommitteeRole# Meetings (NAC last FY)
Compliance, Risk Management and Regulatory OversightChair4
AuditMember13
Nominating & GovernanceMember6
InvestmentMember3
Closed‑End FundsMember4
ExecutiveNot listed for Wolff3 (committee comprised of Young, Kenny, Nelson, Toth)
DividendNot listed for Wolff8 (committee comprised of Thornton (Chair), Lancellotta, Kenny, Nelson, Starr)

Fixed Compensation

  • Compensation framework (effective Jan 1, 2025): Annual retainer $350,000; committee membership retainers—Audit and Compliance $35,000 each; Investment $30,000; Dividend, Nominating & Governance, Closed‑End $25,000; Chair premiums—Board Chair $150,000; Audit and Compliance Chairs $35,000; Investment Chair/Co-Chair $30,000; Dividend, Nominating & Governance, Closed‑End Chairs $25,000; ad‑hoc meeting fees $1,000–$2,500; special assignment committee fees per quarter: Chair/Co‑Chair from $1,250; Members from $5,000 .
  • Funds do not have retirement/pension plans; officers are not compensated by the Funds .

Actual Director Fees (Last Fiscal Year)

FundAggregate Compensation to Ms. Wolff ($)Deferred Fees to Ms. Wolff ($)
Arizona Quality (NAZ)692 208
California AMT‑Free (NKX)3,039 912
California Municipal Value (NCA)926 278
California Quality (NAC)8,910 2,673
Massachusetts Quality (NMT)570 171
Total from Nuveen Funds535,644 — (per‑fund deferrals disclosed)

Performance Compensation

  • No bonus, stock awards, or option awards disclosed for Independent Board Members; compensation is cash retainers/fees with optional deferral .
  • Deferred Compensation Plan: Independent Board Members may elect to defer all or a portion of fees; credited to a book reserve account and valued as if invested in designated Nuveen funds; distributions available as lump sum or over 2–20 years; no cross‑fund liability for payouts .

Other Directorships & Interlocks

Company/InstitutionTypeRoleCurrent/Past
Travelers Canada (subsidiaries)Insurance (subsidiaries of The Travelers Companies, Inc.)DirectorPast (2013–2017)
New York‑Presbyterian HospitalNon‑profitTrusteeCurrent (since 2005)
The John A. Hartford FoundationPhilanthropyTrustee; Former ChairCurrent/Past (Trustee since 2004; Chair 2015–2022)
Mount Holyoke CollegeAcademicTrustee; Vice ChairPast (Trustee 2005–2015; Vice Chair 2011–2015)

No current public‑company board roles are disclosed for Ms. Wolff; past roles were at Canadian subsidiaries of a U.S. public company (Travelers) .

Expertise & Qualifications

  • 30+ years advising boards/senior management on governance, shareholder, fiduciary, and strategic issues (M&A and corporate law) .
  • Legal/regulatory acumen spanning U.S. and international corporate and securities matters; extensive non‑profit governance experience .
  • Independent oversight credentials via chairing risk/compliance and serving on audit and governance committees .

Equity Ownership

  • Beneficial Ownership in NAC (California Quality): 0 shares as of October 22, 2025; each Board Member’s holdings in each Fund were less than 1% of outstanding shares .
  • Aggregate dollar range of equity securities in all Nuveen funds overseen: Over $100,000 .
  • Board Member ownership guideline: Expected to invest at least one year of compensation (directly or deferred) in funds within the Fund Complex .

Ownership Alignment Snapshot

ItemValue
NAC Common Shares Outstanding (record date)147,023,383
Ms. Wolff NAC Shares Owned0
Ownership as % of NAC<1% (Board‑wide statement)
Aggregate Dollar Range in Fund ComplexOver $100,000
Ownership Guideline≥1 year of compensation invested (direct/deferred)

Section 16 Compliance and Insider Filings

  • The Funds report that Board Members complied with applicable Section 16(a)/Section 30(h) filing requirements in the last fiscal year; no delinquent filings noted .

Governance Assessment

  • Independence and structure: Strong independence (not an “interested person”); independent Board Chair; robust committee system covering audit, valuation, risk, compliance, governance, investment, and closed‑end fund market oversight .
  • Role clarity and workload: Ms. Wolff chairs the Compliance Committee and serves on Audit, Nominating & Governance, Investment, and Closed‑End Funds Committees; last fiscal year committee meetings indicate active oversight cadence (Audit 13; Compliance 4; Nominating & Governance 6; Investment 3; Closed‑End 4); ≥75% attendance .
  • Compensation alignment: Cash‑only director fees with optional deferral into Nuveen funds; no equity/options or bonus—reduces pay‑for‑performance misalignment risk typical in operating companies; aggregate total compensation across Nuveen funds $535,644; fund‑level fees disclosed for NAC ($8,910) .
  • Ownership expectations: Board guideline to hold ≥1 year of compensation (direct/deferred) promotes alignment; Ms. Wolff’s aggregate fund‑complex holdings “Over $100,000” and zero fund‑specific holdings in NAC are disclosed; percentages are <1% across funds .
  • Election and tenure: Preferred Shareholders elect Ms. Wolff annually for Funds with Preferred Shares; Class I term for California Value through 2028 provides continuity while maintaining annual accountability for preferred seats .

Potential Red Flags

  • Shares pledged/hedged: Not disclosed in the proxy .
  • Related‑party transactions: None specifically disclosed for Ms. Wolff; Board Members are independent of Adviser and TIAA/Nuveen .
  • Section 16 delinquency: None indicated; compliance affirmed .

Board and Committee Meeting Counts (Last Fiscal Year)

Meeting TypeNAC Count
Regular Board6
Special Board9
Executive Committee3
Dividend Committee8
Compliance Committee4
Audit Committee13
Nominating & Governance6
Investment Committee3
Closed‑End Funds Committee4