Thomas Kenny

About Thomas J. Kenny

Independent Director of Nuveen New York Quality Municipal Income Fund (NAN); year of birth 1963; joined the Nuveen funds Boards in 2024 and is nominated as a Class I Board Member with a term expiring at the 2028 annual meeting if elected . Former Co-Head of Goldman Sachs Asset Management’s Global Cash & Fixed Income Portfolio Management team; current Director and Chair of the Finance & Investment Committee at Aflac; CFA charterholder with a B.A. from UC Santa Barbara and an M.S. from Golden Gate University . The Board classifies him as an Independent Board Member (not an “interested person” of the Funds, TIAA, Nuveen, or affiliates) .

Past Roles

External Roles

Board Governance

• Independence: The Board affirms Kenny is an Independent Board Member (not an “interested person” of the Funds, TIAA/Nuveen or affiliates) .
• Board Class/Term: Class I nominee for NAN; if elected at Aug 14, 2025, term runs to the 2028 annual meeting .
• Committee Memberships (current):
  • Executive Committee (members: Young–Chair, Kenny, Nelson, Toth)
  • Dividend Committee (Thornton–Chair; members include Kenny)
  • Compliance, Risk Management & Regulatory Oversight Committee (Wolff–Chair; members include Kenny)
  • Nominating & Governance Committee (Young–Chair; members include Kenny)
  • Investment Committee (Boateng & Lancellotta–Co-Chairs; members include Kenny)
  • Closed-End Fund Committee (Moschner–Chair; members include Kenny)
  • Not a member of the Audit Committee (members listed exclude Kenny)
• Attendance: Each Board Member attended at least 75% of Board and committee meetings during the last fiscal year .

Fixed Compensation

• Structure changes:
  • Pre‑2025: $350,000 annual retainer; committee retainers of $30,000 (Audit, Compliance), $20,000 (Investment, Dividend, Nominating, Closed‑End); Board Chair $140,000; committee chair retainers $30,000 (Audit/Compliance) and $20,000 (others); ad hoc meeting fees $1,000–$2,500; special assignment committee fees .
  • Effective Jan 1, 2025: $350,000 annual retainer maintained; committee retainers increased to $35,000 (Audit, Compliance), $30,000 (Investment), $25,000 (Dividend, Nominating, Closed‑End); Board Chair increased to $150,000; chair retainers increased accordingly; ad hoc meeting fees $1,000–$2,500; special assignment committee fees retained .

Notes:

• Funds do not have retirement/pension plans; independent directors may elect to defer compensation; distributions per the Deferred Compensation Plan .
• Compensation is funded pro‑rata across funds; officers receive no compensation from the Funds .

Performance Compensation

• No performance‑based bonus, option, PSU/RSU awards or CO‑C severance terms are disclosed for independent directors; compensation framework comprises cash retainers, committee/chair retainers, ad hoc/special assignment fees, and optional deferred compensation elections .

Other Directorships & Interlocks

• No related party transactions or interlocks with NAN competitors/suppliers/customers are disclosed beyond investments in entities under common control with the Adviser (see next section) .

Expertise & Qualifications

• Fixed income and cash management: Co‑led GSAM Global Cash & Fixed Income PM team (portfolio construction, risk and liquidity oversight) .
• Governance and finance oversight: Chair of Aflac’s Finance & Investment Committee; prior chair roles at CREF and VA‑1 .
• Professional credentials: CFA; B.A. (UC Santa Barbara); M.S. (Golden Gate University) .

Equity Ownership

• Stock ownership guideline: Board Members are expected to invest at least the equivalent of one year of compensation in funds within the Fund Complex .
• Beneficial ownership in NAN and across Funds:

• As of June 20, 2025, each Board Member’s individual beneficial shareholdings constituted less than 1% of the outstanding shares of each Fund; Board Members and officers as a group held less than 1% of each Fund .

Related‑Party Exposure and Potential Conflicts

• Disclosed holdings in companies advised by entities under common control with the Funds’ investment adviser (Nuveen/TIAA):

• Context: These issuers’ advisers are under common control with the Funds’ Adviser; amounts reflect values as of Dec 31, 2024 . This creates a potential perceived conflict (common‑control relationships), though Kenny is explicitly classified as independent and not an employee/director of TIAA/Nuveen .

Governance Assessment

Strengths

• Independence affirmed; not affiliated with TIAA/Nuveen; extensive fixed income and governance experience; current leadership role chairing Aflac’s finance committee .
• High engagement: membership on six key committees including Executive, Compliance, Investment, Dividend, Nominating & Governance, and Closed‑End Fund Committee; Board‑wide attendance ≥75% in the last fiscal year .
• Transparent compensation framework; increased committee/chair retainers in 2025 signal Board prioritization of oversight resourcing .

Alignment and Red Flags

• NAN‑specific ownership is $0 (0 shares), while aggregate fund complex holdings are “Over $100,000”; the guideline expects investment equal to one year’s compensation, but disclosure is not granular enough to confirm compliance—potential alignment shortfall risk if aggregate holdings are materially below one year’s comp ($610,000 in latest period) .
• Investments in entities under common control with the Adviser may raise perceived conflict risks; values disclosed and ownership interests are relatively small, but require ongoing monitoring by the Compliance Committee (of which Kenny is a member) .
• No stock/option awards or performance metrics are disclosed for directors, limiting direct pay‑for‑performance alignment; compensation is cash retainer/fee‑based with an optional deferred component .

Overall signal

• Governance effectiveness appears strong due to committee breadth and independence; the main watch items are fund ownership alignment against guidelines and related‑party exposures via common‑control investments, which are disclosed and should be covered by established compliance oversight .