Joanne T. Medero
About Joanne T. Medero
Independent director (born 1954), serving since 2021 across Nuveen closed-end funds including Nuveen Dynamic Municipal Opportunities Fund (NDMO). Former Managing Director at BlackRock’s Government Relations and Public Policy group (2009–2020) and Senior Advisor to the Vice Chairman (2018–2020); earlier Global General Counsel and Corporate Secretary at Barclays Global Investors, and General Counsel of the U.S. CFTC. Education: B.A., St. Lawrence University (1975); J.D., George Washington University Law School (1978). Member of the Board of Directors of the Baltic-American Freedom Foundation since 2019 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BlackRock, Inc. | Managing Director, Government Relations & Public Policy | 2009–2020 | Senior Advisor to the Vice Chairman (2018–2020); public policy and corporate governance focus |
| Barclays Global Investors (BGI) | Managing Director; Global General Counsel & Corporate Secretary | 1996–2006 | Legal leadership across global investment management |
| Barclays Group (IBIM) | Managing Director; Global Head of Government Relations & Public Policy | 2006–2009 | Directed legislative and regulatory advocacy |
| Orrick, Herrington & Sutcliffe LLP | Partner | 1993–1995 | Specialized in derivatives and financial markets regulation |
| U.S. Commodity Futures Trading Commission (CFTC) | General Counsel | 1989–1993 | Senior legal officer; member of CFTC Global Markets Advisory Committee (2006–2010) |
| White House Office of Presidential Personnel | Deputy Associate Director/Associate Director (Legal & Financial Affairs) | 1986–1989 | Executive branch personnel oversight |
| SIFMA Asset Management Group | Chair, Steering Committee | 2016–2018 | Industry policy leadership |
| Managed Funds Association | Chair, CTA/CPO & Futures Committee | 2010–2012 | Derivatives industry committee leadership |
| The Federalist Society | Chair, Corporations/Antitrust/Securities Practice Group | 2010–2022; 2000–2002 | Legal policy leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Baltic-American Freedom Foundation | Director | Since 2019 | Supports Baltic states education/professional exchanges |
Board Governance
- Independence: Classified as an Independent Board Member under the 1940 Act; never an employee or director of TIAA or Nuveen or affiliates .
- Board service/tenure: Joined the Nuveen closed-end fund boards in 2021; re-elected as Class II/III Board Member across multiple funds at the August 8, 2024 annual meetings .
- Committee memberships (recent): Member, Nominating & Governance Committee (2023–2025); member, Investment Committee (2025); previously member, Compliance, Risk Management & Regulatory Oversight Committee (2023). Not listed on Audit Committee or Dividend Committee in 2024–2025 .
- Board leadership: Independent Chair of the Board (Mr. Toth) noted historically; committee structure covers Executive, Dividend, Audit, Compliance, Investment, Nominating & Governance, Closed-End Funds .
- Attendance: Individual attendance rates not disclosed; meeting counts are in Appendix C (not excerpted in available chunks) .
Fixed Compensation
Compensation is structured as cash retainers/fees with optional deferred compensation; no equity grants to directors.
| Component | 2023 | 2024 | 2025 |
|---|---|---|---|
| Annual retainer (Independent Board Members) | $210,000 | $350,000 | $350,000 |
| Audit Committee membership retainer | Per-meeting $2,500 | $30,000 | $35,000 |
| Compliance, Risk Mgmt & Regulatory Oversight membership retainer | Per-meeting $5,000 | $30,000 | $35,000 |
| Investment Committee membership retainer | Per-meeting $2,500 | $20,000 | $30,000 |
| Dividend Committee membership retainer | Per-meeting $1,250 | $20,000 | $25,000 |
| Nominating & Governance membership retainer | Per-meeting $500 | $20,000 | $25,000 |
| Closed-End Funds Committee membership retainer | Per-meeting $2,500 | $20,000 | $25,000 |
| Board Chair additional retainer | $140,000 | $140,000 | $150,000 |
| Audit/Compliance Committee Chair retainer | $20,000 | $30,000 | $35,000 |
| Investment Committee Chair/Co-Chair retainer | $20,000 | $20,000 | $30,000 |
| Dividend/Nominating/Closed-End Chair retainer | $20,000 | $20,000 | $25,000 |
| Ad hoc Board/Committee meeting fee | $1,000–$2,500 (length/immediacy) | $1,000–$2,500 | $1,000–$2,500 |
| Special assignment committee fees | Chair/Co-Chair quarterly from $1,250; members quarterly from $5,000 | Chair/Co-Chair $1,250; members $5,000 | Chair/Co-Chair from $1,250; members from $5,000 |
| Site visits (service providers) | $5,000/day, when no Board meeting day | Not disclosed | Not disclosed |
2023 per-meeting fee details (pre-Jan 1, 2024):
- Regularly scheduled Board meetings: $7,250 per day; Special non-regular Board meetings: $4,000 per meeting; Other committee meetings: $500 per meeting; Executive Committee acting as pricing committee: $100 per meeting .
Deferred compensation option (no retirement/pension): Directors may elect to defer fees; value tracks selected Nuveen funds; distributions can be lump sum or over 2–20 years .
Performance Compensation
| Performance-linked metrics | 2023 | 2024 | 2025 |
|---|---|---|---|
| Metrics tied to director pay (e.g., TSR, revenue, ESG) | None disclosed; director compensation is retainer/fees; optional deferred fee plan only | None disclosed; director compensation is retainer/fees; optional deferred fee plan only | None disclosed; director compensation is retainer/fees; optional deferred fee plan only |
Other Directorships & Interlocks
| Company/Organization | Type | Role | Tenure | Potential Interlock/Conflict |
|---|---|---|---|---|
| Baltic-American Freedom Foundation | Non-profit | Director | Since 2019 | None with Nuveen/TIAA; educational non-profit |
| Public company boards (last 5 years) | — | — | — | None disclosed |
Related-party exposure: Table of board members owning securities in companies advised by entities under common control shows holdings for another director (Kenny); none disclosed for Medero .
Expertise & Qualifications
- Deep regulatory/legal expertise: Former CFTC General Counsel and derivatives regulatory practitioner; policy leadership at SIFMA AMG and Managed Funds Association .
- Corporate governance and public policy: Senior roles at BlackRock and Barclays; chaired legal practice group at The Federalist Society .
- Education: B.A. (1975) and J.D. (1978) .
- Investment fund oversight experience: Director across a broad Nuveen fund complex since 2021 .
Equity Ownership
| Metric | 2023 | 2024 |
|---|---|---|
| NDMO dollar range beneficially owned | Not itemized; group data indicates each Board Member’s holdings <1% of each fund | $0 for “Dynamic Municipal” (NDMO) and $0 across listed funds |
| Percent of class (NDMO) | <1% for each Board Member individually | Not stated; dollar range $0 |
| Fund complex ownership (group) | Board Members and officers as a group: <1% of outstanding shares of each fund | Not stated in excerpt; individual dollar ranges shown |
Shares pledged/hedged: No pledging/hedging disclosures for Medero in available materials .
Governance Assessment
- Strengths: Independent status under 1940 Act; extensive regulatory/legal background (CFTC GC; BlackRock/Barclays policy roles) aligns with complex compliance and valuation oversight needs; active on Nominating & Governance and Investment Committees; prior service on Compliance Committee supports risk oversight .
- Compensation structure: Cash retainers plus committee retainers; no equity grants; optional deferred compensation plan that tracks Nuveen fund shares can provide alignment without direct equity awards .
- Ownership alignment: 2024 dollar range shows $0 holdings in NDMO and other listed funds; group holdings <1% suggests limited personal capital at risk—common in fund boards but a potential alignment consideration for some investors .
- Conflicts/related-party: No Medero-specific related-party transactions disclosed; independence from adviser/parent affirmed; no public company interlocks disclosed .
- Attendance/engagement: Committee meeting counts disclosed in appendices; individual attendance rates not provided; continued re-nomination/election in 2024 indicates board confidence .
RED FLAGS
- $0 reported dollar-range holdings in NDMO and other Nuveen funds (potential alignment concern; mitigated partially by optional deferred fee plan) .
- No disclosed performance-based pay metrics for directors (pay not explicitly linked to fund outcomes beyond optional deferral mechanics) .
Notes:
- Aggregate compensation (Nuveen funds, all roles) for Medero: $366,323 (FY 2023), $431,445 (FY 2024), $461,987 (FY 2025), reflecting increased retainer structure and committee assignments .