Amy Lancellotta
About Amy B. R. Lancellotta
Independent Board Member (Class II; term expires at the 2026 annual meeting) of Nuveen California Municipal Value Fund (NCA); joined the Nuveen fund complex boards in 2021. Former Managing Director of the Independent Directors Council (IDC) at the Investment Company Institute (ICI) (2006–2019) with prior roles at ICI (1989–2006); earlier an associate at two Washington, D.C. law firms. Year of birth: 1959; Education: B.A., Penn State (1981); J.D., George Washington University Law School (1984). Recognized as independent (not an “interested person” and never an employee or director of TIAA/Nuveen or affiliates) and oversees 220 portfolios in the Nuveen/TIAA fund complex .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Independent Directors Council (IDC), part of ICI | Managing Director | 2006–2019 | Led education, governance and policy initiatives supporting fund independent directors; advised IDC/ICI and the industry on fund governance matters . |
| Investment Company Institute (ICI) | Various positions | 1989–2006 | Advised on regulatory, legislative and securities industry initiatives affecting funds/shareholders . |
| Washington, D.C. law firms (names not disclosed) | Associate | Pre-1989 | Legal practice prior to joining ICI . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Jewish Coalition Against Domestic Abuse (JCADA) | President; Director | President since 2023; Director since 2020 | Non-profit governance leadership . |
Board Governance
- Status and tenure: Independent Board Member; Class II; term to 2026 annual meeting; service since 2021 .
- Committee assignments (current):
- Investment Committee – Co-Chair .
- Audit Committee – Member .
- Dividend Committee – Member .
- Nominating & Governance Committee – Member .
- Not on Executive Committee; not on Compliance, Risk Management & Regulatory Oversight Committee; not on Closed-End Fund Committee .
- Attendance: Each Board Member attended ≥75% of Board and applicable committee meetings in the last fiscal year .
- Meeting cadence (NCA/“California Value”) last fiscal year: Regular Board 6; Special Board 9; Executive 3; Dividend 8; Compliance 4; Audit 13; Nominating & Governance 6; Investment 3; Closed-End Funds 4 .
- Board leadership: Independent Chair (Robert L. Young) presides; unitary board structure across the fund complex .
Fixed Compensation
| Component (effective Jan 1, 2025) | Amount (USD) | Applicability to Lancellotta |
|---|---|---|
| Annual Independent Board retainer | 350,000 | Applies to all Independent Board Members . |
| Committee membership – Audit | 35,000 | Member . |
| Committee membership – Investment | 30,000 | Member and Co-Chair . |
| Committee membership – Dividend | 25,000 | Member . |
| Committee membership – Nominating & Governance | 25,000 | Member . |
| Committee Chair/Co‑Chair – Investment | 30,000 | Co‑Chair . |
| Ad hoc meeting fees | 1,000–2,500 per meeting | As incurred . |
| Special assignment committees | Chair: ≥1,250/qtr; Member: ≥5,000/qtr | As applicable . |
| Reported Compensation (last fiscal year) | USD |
|---|---|
| Aggregate compensation from Nuveen Funds paid to Lancellotta | 469,250 |
| Compensation from NCA (California Value) | 873 |
- Deferred Compensation Plan available; amounts are notionally invested in selected Nuveen funds and paid later per elected schedule .
- Deferred fees currently payable (illustrative by fund): NCA (California Value): $184; California AMT‑Free: $604; California Quality: $1,777; Arizona Quality: $138; Massachusetts Quality: $139 .
Year-over-year change: Committee retainers increased effective January 1, 2025 (e.g., Audit from $30k to $35k; Investment membership from $20k to $30k; Dividend/Nominating/Closed-End from $20k to $25k; Chair retainers modestly increased) .
Performance Compensation
- No performance-based or equity-linked director compensation is described; compensation consists of cash retainers/fees with optional deferral; the Funds have no retirement or pension plans for directors .
- No stock/option awards, performance metrics, or incentive targets are disclosed for directors .
Other Directorships & Interlocks
| Type | Company/Organization | Role | Notes |
|---|---|---|---|
| Public company | None disclosed | — | No public company directorships disclosed for Lancellotta . |
| Non-profit | JCADA | President; Director | See External Roles . |
- Interlocks: None disclosed for Lancellotta (no overlaps with NCA competitors/suppliers/customers noted) .
Expertise & Qualifications
- 30+ years in fund governance, regulation and director education via IDC/ICI; legal training (J.D.); policy leadership on fund governance; recognized resource to independent directors .
- Education: B.A., Pennsylvania State University (1981); J.D., George Washington University Law School (1984) .
Equity Ownership
| Measure | NCA (California Value) | Across Nuveen/TIAA Fund Complex |
|---|---|---|
| Beneficial shares owned | 0 shares | Aggregate dollar range “Over $100,000” invested across registered investment companies overseen . |
| Ownership as % of outstanding | <1% (each Board Member individually) | Not applicable (aggregate range only) . |
| Ownership guidelines | Board expects each Board Member to invest at least one year of compensation in Nuveen funds (direct or deferred) . | Individual compliance status not specifically disclosed . |
- Hedging/pledging: Not disclosed.
- Related holdings in adviser‑affiliated private vehicles: Table shows such positions for another director (Thomas J. Kenny); none are listed for Lancellotta .
Governance Assessment
-
Strengths:
- Independent director with deep fund governance/regulatory expertise from IDC/ICI; strong fit for oversight of an investment company .
- High engagement: on four key committees; Co‑Chair of Investment Committee; Audit member; attendance ≥75% along with heavy meeting cadence (Audit met 13x; Board 15x incl. special) .
- Board structure includes an independent Chair and a robust committee framework, supporting oversight integrity .
-
Potential investor‑relevant considerations:
- Alignment at the fund level: zero direct ownership in NCA, though aggregate holdings across the fund complex exceed $100,000; policy expects at least one year’s compensation invested across Nuveen funds, but individual compliance vs. the threshold is not disclosed .
- No related‑party transactions, Section 16(a) delinquencies, or conflicts are disclosed for Lancellotta; the Board affirms independence from TIAA/Nuveen for all Board Members .
-
RED FLAGS: None disclosed specific to Lancellotta (no attendance issues, no related‑party exposure, no repricing/option awards or tax gross‑ups; director pay structure is standard retainer/committee model) .
Appendix: Committee Membership Snapshot (Lancellotta)
- Investment Committee – Co‑Chair .
- Audit Committee – Member .
- Dividend Committee – Member .
- Nominating & Governance Committee – Member .
All citations: .