John Nelson
About John K. Nelson
John K. Nelson (born 1962) is an Independent Board Member of Nuveen California Municipal Value Fund (NCA), serving as a Class II trustee with a term expiring at the 2026 annual meeting; he has served on the Nuveen fund complex boards since 2013 and currently chairs the Audit Committee . He previously held senior executive roles at ABN AMRO Bank N.V., including CEO of North America and Global Head of the Financial Markets Division, and served as a Senior External Advisor to Deloitte Consulting’s Financial Services practice; he holds a BA in Economics and an MBA in Finance from Fordham University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| ABN AMRO Bank N.V. / LaSalle Bank Corporation | CEO, North America; Global Head, Financial Markets Division; various executive leadership roles | 1996–2008 | Led global markets divisions across FX, commodities, fixed income, EM and derivatives; served on central bank committees (Bank of Canada, ECB, Bank of England); member of the Federal Reserve FX Committee |
| Deloitte Consulting LLP | Senior External Advisor, Financial Services practice | 2012–2014 | Advisory support to financial services engagements |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Core12 LLC (private branding/marketing firm) | Director | 2008–2023 | Board oversight; private company directorship |
| Fordham University | President’s Council Member | 2010–2019 | University advisory body |
| Curran Center for Catholic American Studies | Director | 2009–2018 | Academic governance |
| Marian University | Trustee; Chairman of the Board | 2011–2013 | Board leadership |
Board Governance
- Independence: All current NCA trustees (including Nelson) are “Independent Board Members” (not “interested persons” under the 1940 Act and with no employment history at TIAA/Nuveen or affiliates) .
- Lead Independent Director: Robert L. Young is the Independent Chair of the Board .
- Attendance: Each Board Member attended 75% or more of Board and committee meetings in the last fiscal year .
- Committee assignments (NCA/nuveen fund complex):
- Executive Committee: Member .
- Dividend Committee: Member .
- Audit Committee: Chair; designated “audit committee financial expert” .
- Compliance, Risk Management & Regulatory Oversight Committee: Not a member .
- Nominating & Governance Committee: Member .
- Investment Committee: Member .
- Closed-End Funds Committee: Member .
| Committee | Role | Key Oversight Responsibilities |
|---|---|---|
| Audit | Chair; Financial Expert | Oversees accounting/financial reporting, audits, auditor independence, fund valuation policy, valuation designee oversight |
| Executive | Member | Authorized to exercise Board powers between regular meetings |
| Dividend | Member | Declares distributions subject to Board ratification |
| Nominating & Governance | Member | Board nominations, performance/process evaluation, governance guidelines, Board compensation recommendations |
| Investment | Member | Performance oversight, investment risk review, leverage/hedging review |
| Closed-End Funds | Member | Premium/discount monitoring, leverage usage, repurchases/issuances, market trends workshops |
| Board/Committee Meetings (FY ended Aug 31, 2025) | Count |
|---|---|
| Regular Board Meetings (NCA) | 6 |
| Special Board Meetings (NCA) | 9 |
| Executive Committee | 3 |
| Dividend Committee | 8 |
| Compliance Committee | 4 |
| Audit Committee | 13 |
| Nominating & Governance Committee | 6 |
| Investment Committee | 3 |
| Closed-End Funds Committee | 4 |
Fixed Compensation
- Structure effective Jan 1, 2025 (Independent Board Members):
- Board retainer: $350,000 .
- Committee membership retainers: Audit $35,000; Compliance $35,000; Investment $30,000; Dividend $25,000; Nominating & Governance $25,000; Closed-End Funds $25,000 .
- Chair fees: Board Chair $150,000; Audit Chair $35,000; Compliance Chair $35,000; Investment Chair $30,000; Dividend/Nominating/Closed-End Chairs $25,000 .
- Ad hoc meetings: $1,000 or $2,500 depending on length/immediacy; special assignment committee fees (Chair from $1,250 quarterly; members from $5,000 quarterly) .
- Deferred compensation plan available; value tracked to eligible Nuveen funds; elections optional .
| Compensation Element | Amount |
|---|---|
| Annual Board Retainer | $350,000 |
| Audit Committee Member Retainer | $35,000 |
| Audit Committee Chair Fee (Nelson) | $35,000 |
| Nominating & Governance Committee Member Retainer | $25,000 |
| Investment Committee Member Retainer | $30,000 |
| Dividend Committee Member Retainer | $25,000 |
| Closed-End Funds Committee Member Retainer | $25,000 |
| Ad Hoc Meeting Fee | $1,000–$2,500 |
| Aggregate Compensation (Last Fiscal Year) | Amount |
|---|---|
| NCA (California Value) paid to Nelson | $851 |
| Total compensation from Nuveen funds paid to Nelson | $483,250 |
| Deferred fees elected by Nelson (fund-level) | None shown (— entries) |
- Year-over-year changes: Effective Jan 1, 2025, committee member retainers increased (e.g., Audit/Compliance +$5k; Investment +$10k; Dividend/Nominating/Closed-End +$5k), and Chair fees increased (e.g., Board Chair +$10k); ad hoc/special assignment fee framework maintained .
Performance Compensation
| Performance-Linked Component | Disclosure |
|---|---|
| Bonuses tied to targets (e.g., revenue, TSR, ESG) | Not disclosed for independent directors; compensation composed of retainers/fees |
| Options/PSUs/RSUs for directors | Not disclosed; director equity compensation not described; deferred fee plan tracks to fund shares |
Other Directorships & Interlocks
| Company/Institution | Type | Role | Overlap/Interlocks |
|---|---|---|---|
| Core12 LLC | Private | Director (2008–2023) | No disclosed overlap with NCA service providers |
| Fordham University | Academic | President’s Council (2010–2019) | None disclosed |
| Curran Center for Catholic American Studies | Academic | Director (2009–2018) | None disclosed |
| Marian University | Academic | Trustee/Chair (2011–2013) | None disclosed |
- The proxy’s table of Board Members owning securities in companies advised by entities under common control with the Adviser lists holdings for Thomas J. Kenny; no such holdings are disclosed for Nelson .
Expertise & Qualifications
- Financial markets and banking veteran; former ABN AMRO North America CEO and Global Head of Financial Markets .
- Audit Committee financial expert designation; deep oversight of valuation and financial reporting .
- Governance experience across private, academic institutions; prior advisory role with Deloitte Consulting .
Equity Ownership
- Board investment principle: each Board Member is expected to invest at least the equivalent of one year of compensation in funds in the fund complex (directly or deferred) .
- NCA beneficial ownership: Nelson owned 0 shares of NCA as of Oct 22, 2025; his individual holdings in each listed Nuveen fund were less than 1% of outstanding shares; the Board Members and officers as a group owned less than 1% of each fund .
| Ownership Metric | NCA (California Value) |
|---|---|
| Shares beneficially owned (Nelson) | 0 |
| Percent of class (Nelson) | 0.00% (individual holdings less than 1%; Nelson 0 shares) |
| Aggregate dollar range in all registered investment companies overseen | Over $100,000 (Nelson) |
| Pledging/Hedging | Not disclosed in proxy |
Governance Assessment
- Strengths: Independent Board Member; chairs Audit Committee with “financial expert” designation; broad capital markets experience; attendance at or above 75% threshold; robust committee engagement across Executive, Dividend, Nominating, Investment, Closed-End .
- Alignment: Board principle expects material personal investment in Nuveen funds; Nelson’s aggregate range across the complex is “Over $100,000” though NCA-specific ownership is 0; proxy does not assess member-by-member compliance against the “one year of compensation” benchmark .
- Conflicts/Related-party: No related-party transactions or common-control private company holdings disclosed for Nelson; independence affirmed for all trustees .
- Oversight intensity: Audit Committee met 13 times; Board held 6 regular and 9 special meetings; indicates an active oversight posture in the last fiscal year .
- Compliance signal: Funds report that trustees/officers/adviser complied with applicable Section 16(a) filing requirements in the last fiscal year .
RED FLAGS
- NCA-specific share ownership is 0, which can be perceived as weaker alignment at the fund level even as the board’s investment principle references complex-level investment; no pledging/hedging disclosures specific to Nelson are provided .