Thomas J. Kenny
About Thomas J. Kenny
Independent Board Member of Nuveen Quality Municipal Income Fund (NAD); born 1963; service in Nuveen fund complex since 2011 and appointed to NAD’s Board effective January 1, 2024; CFA charterholder . Former Advisory Director, Partner, Managing Director and Co-Head of Global Cash and Fixed Income Portfolio Management at Goldman Sachs Asset Management (1999–2011) . Education: B.A. University of California, Santa Barbara; M.S. Golden Gate University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Goldman Sachs Asset Management | Co-Head, Global Cash & Fixed Income PM; Managing Director; Partner; Advisory Director | 1999–2011 | Led fixed income/cash PM globally; senior leadership |
| College Retirement Equities Fund (CREF) | Trustee; Chairman | 2011–2023; Chairman 2017–2023 | Oversight of large retirement investment complex |
| TIAA Separate Account VA-1 | Manager; Chairman | 2011–2023; Chairman 2017–2023 | Management committee leadership for annuity sub-account |
| Sansum Clinic | Director; Finance Committee Chair | 2016–2022 | Finance leadership at nonprofit healthcare system |
| Cottage Health System | Investment Committee Member | 2012–2020 | Investment oversight |
| Crane Country Day School | Board Member; President of the Board | 2009–2019; President 2014–2018 | Governance leadership |
| UCSB Arts & Lectures Advisory Council | Member | 2011–2020 | Advisory role |
External Roles
| Company | Role | Start Year | Committees/Positions |
|---|---|---|---|
| Aflac Incorporated | Director; Chair of Finance & Investment Committee | Director since 2015; Chair since 2018 | Finance & investment oversight at public insurer |
| ParentSquare | Director | 2021–2022 | Board role at edtech platform (private) |
| B’Box | Advisory Board Member | 2017–2019 | Advisory role (private) |
Board Governance
- Independence: All directors (including Kenny) are “Independent Board Members” under the 1940 Act and independent of TIAA/Nuveen affiliates .
- Tenure and class: For NAD (Quality Income), Kenny is standing as a Class I nominee with term expiring at the 2028 annual meeting if elected .
- Committee assignments:
- Executive Committee (member)
- Dividend Committee (member)
- Compliance, Risk Management & Regulatory Oversight Committee (member)
- Nominating & Governance Committee (member)
- Investment Committee (member)
- Closed-End Fund Committee (member)
- Audit Committee: Kenny is not listed; the Audit Committee members are Nelson (Chair), Boateng, Lancellotta, Starr, Thornton, Wolff, Young
- Attendance: Each Board Member attended at least 75% of Board and committee meetings in the last fiscal year .
- Meeting cadence (NAD last fiscal year): Regular Board 4; Special Board 8; Executive 4; Dividend 10; Compliance 6; Audit 14; Nominating & Governance 5; Investment 4; Closed-End Fund 4 .
- Board leadership: Independent Chair is Robert L. Young .
Fixed Compensation
- Structure evolution (Independent Board Members):
- 2023: $210,000 annual retainer; per-meeting fees (Board $7,250/day; special $4,000; Audit/Closed-End/Investment $2,500; Compliance/Risk $5,000; Dividend $1,250; other committees $500); Chair of Board $140,000; key committee chairs $20,000 .
- 2024 (pre-2025): $350,000 annual retainer; membership retainers: Audit $30,000; Compliance/Risk $30,000; Investment $20,000; Dividend/Nominating/Closed-End $20,000; Board Chair $140,000; committee chairs $20,000–$30,000; ad hoc meeting fees $1,000 or $2,500 .
- 2025 (effective Jan 1, 2025): $350,000 annual retainer; membership retainers: Audit $35,000; Compliance/Risk $35,000; Investment $30,000; Dividend/Nominating/Closed-End $25,000; Board Chair $150,000; committee chairs $25,000–$35,000; ad hoc fees as above .
| Compensation Component | 2023 | 2024 | 2025 |
|---|---|---|---|
| Annual retainer (cash) | $210,000 | $350,000 | $350,000 |
| Audit Committee membership | $2,500/meeting | $30,000 annual | $35,000 annual |
| Compliance/Risk membership | $5,000/meeting | $30,000 annual | $35,000 annual |
| Investment Committee membership | $2,500/meeting | $20,000 annual | $30,000 annual |
| Dividend/Nominating/Closed-End membership | $1,250/$500 per meeting | $20,000 annual | $25,000 annual |
| Board Chair additional retainer | $140,000 | $140,000 | $150,000 |
| Committee Chair additional | $20,000 | $20,000–$30,000 | $25,000–$35,000 |
- NAD-specific compensation (fiscal year ended Oct 31, 2024): Kenny received $11,976 from NAD; total compensation across Nuveen Funds complex was $610,000 .
- Deferred compensation: Kenny deferred $2,994 attributable to NAD for FY2024 under the Director Deferred Compensation Plan .
- Notes: Directors may elect to defer fees into notional investments in Nuveen funds; distributions can be lump sum or over 2–20 years; no retirement/pension plan for directors .
Performance Compensation
- Directors do not receive performance-based bonuses, stock awards, options, or COI-linked incentives; compensation is structured as cash retainers/fees with optional fee deferral .
| Metric | Disclosure |
|---|---|
| Target/actual bonus | None disclosed |
| Equity awards (RSUs/PSUs/options) | None disclosed |
| Performance metrics (TSR, EBITDA, ESG) | None disclosed |
| Clawback, severance, CIC provisions | None disclosed for directors |
Other Directorships & Interlocks
| Company | Sector | Role | Committee | Potential Interlock |
|---|---|---|---|---|
| Aflac Incorporated | Insurance | Director; Chair Finance & Investment | Finance & Investment (Chair) | Limited operational overlap; NAD invests in munis, Aflac is an insurer/investor; monitor for any transactions or holdings nexus |
Expertise & Qualifications
- Fixed income and cash management leadership (GSAM); senior governance experience across large investment complexes (CREF, VA-1); CFA; graduate degrees; extensive committee service at nonprofits and education institutions .
Equity Ownership
- Ownership guideline: Each Board Member is expected to invest at least one year of compensation in Nuveen funds in the complex .
- NAD holdings: Kenny reports $0 dollar range in NAD and 0 NAD shares beneficially owned as of May 31, 2025 .
- Fund complex holdings: Aggregate dollar range “Over $100,000” across registered investment companies overseen .
- Group holdings context: Directors/officers as a group own less than 1% of shares of each fund; individual beneficial holdings of each fund are <1% .
| Fund | Dollar Range Owned | Shares Owned |
|---|---|---|
| Nuveen Quality Municipal Income Fund (NAD) | $0 | 0 |
| Aggregate across Nuveen fund complex | Over $100,000 | N/A |
Related-Party Exposure
- Kenny’s beneficial interests (via Thomas Joseph Kenny 2021 Trust and KSHFO, LLC) in companies advised by entities under common control with the Funds’ adviser (Nuveen/TIAA):
| Owner/Vehicle | Company | Title of Class | Value | Percent of Class |
|---|---|---|---|---|
| Thomas Joseph Kenny 2021 Trust | Global Timber Resources LLC | None | $37,455 | 0.01% |
| KSHFO, LLC (Kenny owns 6.60%) | Global Timber Resources Investor Fund, LP | None | $567,738 | 6.01% |
| KSHFO, LLC | TIAA-CREF Global Agriculture II LLC | None | $717,269 | 0.05% |
| KSHFO, LLC | Global Agriculture II AIV (US) LLC | None | $681,911 | 0.17% |
- Context: These vehicles are advised by entities under common control with Nuveen (the Funds’ adviser), indicating potential related-party exposure to TIAA/Nuveen platforms; percentages reflect committed amounts, not current ownership percentages .
Governance Assessment
- Board effectiveness and engagement: Kenny serves on six standing committees (Executive, Dividend, Compliance/Risk, Nominating & Governance, Investment, Closed-End), supporting robust oversight of dividends, investment performance, compliance/risk, governance, and closed-end fund market dynamics . Attendance thresholds were met (≥75% of meetings), and NAD’s committee cadence reflects active oversight (e.g., 10 Dividend Committee meetings; 14 Audit Committee meetings) .
- Independence signal: Formally independent under the 1940 Act and exchange listing standards; not an “interested person” of Nuveen/TIAA . Independent Board Chair structure enhances oversight .
- Alignment and incentives: Compensation is cash-based with substantial committee retainers; optional deferral aligns director economic exposure to Nuveen funds, and Board guideline expects investment equal to one year’s compensation . Kenny’s NAD position shows no direct ownership as of May 31, 2025 (0 shares; $0 range), while aggregate complex exposure is “Over $100,000”—insufficient to confirm guideline compliance given total complex compensation ($610,000) without exact amounts; investors may view zero NAD holding as an alignment gap .
- Conflicts/Risk indicators:
- Related-party exposure via investments in Nuveen/TIAA-advised private vehicles (Global Timber Resources and Global Agriculture II structures) may warrant monitoring for any transactional overlap or preferential access; disclosure clarifies common control with the Adviser .
- No Section 16 delinquency issues reported; directors and officers complied in last fiscal year .
- Compensation structure trends: Shift from meeting-fee heavy 2023 schedule to higher fixed retainers and standardized committee membership retainers in 2024–2025, with increases in 2025 (Audit/Compliance from $30k to $35k; Investment from $20k to $30k; others from $20k to $25k), signaling emphasis on ongoing governance workload rather than per-meeting pay .
Appendix: NAD Meeting Cadence (Board and Committees)
| Meeting Type | Count (last fiscal year) |
|---|---|
| Regular Board | 4 |
| Special Board | 8 |
| Executive Committee | 4 |
| Dividend Committee | 10 |
| Compliance/Risk Committee | 6 |
| Audit Committee | 14 |
| Nominating & Governance | 5 |
| Investment Committee | 4 |
| Closed-End Fund Committee | 4 |