Amy Lancellotta
About Amy B. R. Lancellotta
Independent director of the Nuveen Municipal Income fund complex since 2021; former Managing Director of the Independent Directors Council (IDC) at the Investment Company Institute (ICI) from 2006–2019 after prior roles at ICI since 1989 and earlier associate positions at Washington, D.C. law firms. Education: B.A., Pennsylvania State University (1981); J.D., George Washington University Law School (1984). Born 1959; oversees 217 portfolios across the Nuveen fund complex; for Municipal Income (NIM), she serves as a Class I director, last elected August 9, 2023, with term expiring at the 2026 annual meeting. She also serves as President (since 2023) and director (since 2020) of the Jewish Coalition Against Domestic Abuse (JCADA).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Independent Directors Council (Investment Company Institute) | Managing Director | 2006–2019 | Led IDC’s education, communication, governance and policy initiatives supporting independent fund directors; advised on fund governance and director roles. |
| Investment Company Institute (ICI) | Various positions | 1989–2006 | Regulatory/legislative and industry-facing initiatives for registered funds. |
| Washington, D.C. law firms | Associate | Pre-1989 | Legal practice prior to ICI career. |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Jewish Coalition Against Domestic Abuse (JCADA) | President; Director | President since 2023; Director since 2020 | Non-profit board leadership focused on ending power-based violence. |
Board Governance
| Area | Details | Evidence |
|---|---|---|
| Independence | Classified as “Independent Board Member” (not an “interested person” under 1940 Act); Audit Committee composed entirely of independent members. | |
| Board Class/Term (NIM) | Class I; last elected August 9, 2023; term to 2026 annual meeting. | |
| Committee Memberships (2025) | Audit Committee (member); Nominating & Governance Committee (member); Dividend Committee (member); Investment Committee (Co‑Chair). | Audit: ; Nom/Gov: ; Dividend: ; Investment (Co‑Chair): |
| Attendance | Each director attended at least 75% of Board and applicable committee meetings in the last fiscal year (individual percentages not disclosed). | |
| Audit Committee Financial Expert designation | Not designated; ACFE designees are Boateng, Nelson, Starr, Young. |
Fixed Compensation
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Structure (effective January 1, 2025) for Independent Board Members:
- Annual retainer: $350,000; Committee membership annual retainers: Audit $35,000; Compliance $35,000; Investment $30,000; Dividend $25,000; Nominating & Governance $25,000; Closed‑End Funds $25,000. Chair/Co‑Chair retainers: Board Chair $150,000; Audit/Compliance $35,000; Investment $30,000; Dividend/Nominating/Closed‑End $25,000. Ad hoc meeting fees $1,000–$2,500 depending on length/immediacy. |
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Prior structure (2024): Annual retainer $350,000; committee membership fees generally lower (e.g., Audit/Compliance $30,000; Investment $20,000; Dividend/Nominating/Closed‑End $20,000); Board Chair/committee chair retainers also lower (e.g., Board Chair $140,000). |
| Component (applies to Lancellotta given 2025 committee roles) | Amount | Source |
|---|---|---|
| Base Director Retainer | $350,000 | |
| Audit Committee Member Retainer | $35,000 | |
| Investment Committee Member Retainer | $30,000 | |
| Investment Committee Co‑Chair Retainer | $30,000 | Co‑Chair role: ; Chair retainer: |
| Nominating & Governance Committee Member Retainer | $25,000 | |
| Dividend Committee Member Retainer | $25,000 | |
| Ad hoc meeting fees (as incurred) | $1,000–$2,500 |
- Actual aggregate compensation paid from Nuveen Funds (latest disclosed table): $469,250 to Lancellotta (allocation across multiple funds’ fiscal periods; includes any deferrals). |
Performance Compensation
| Pay Element | Disclosed? | Notes |
|---|---|---|
| Annual/Long‑term cash bonus | No | Director pay is structured as retainer and meeting/committee fees; no performance bonus disclosed. |
| Stock awards (RSUs/PSUs) | No | No equity award program for directors disclosed. |
| Stock options | No | No option grants disclosed. |
| Performance metrics (TSR, revenue, EBITDA, ESG) | None disclosed | Director pay is not tied to performance metrics. |
| Deferred compensation | Yes | Directors may defer fees into a notional account tracked to eligible Nuveen funds. |
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None disclosed in the past five years (her profile lists only JCADA in “Other Directorships”). |
| Private/non‑profit boards | JCADA (President since 2023; Director since 2020). |
| Interlocks/Conflicts | No interlocks or related‑party security holdings disclosed for Lancellotta in the affiliate‑advised companies table (Kenny appears; Lancellotta does not). |
Expertise & Qualifications
- Fund governance leader: Former Managing Director of IDC (ICI) with 30+ years in fund regulatory and governance matters.
- Legal training: J.D. (1984) and prior law firm experience; seasoned on regulatory/legislative interface.
- Board scale: Oversees 217 portfolios in the Nuveen complex, indicating breadth of fund oversight exposure.
- Non‑profit leadership: President of JCADA, demonstrating external governance leadership.
Equity Ownership
| Measure | NIM (Municipal Income) | All Nuveen Funds Overseen | Notes |
|---|---|---|---|
| Dollar range of equity securities (as of May 31, 2025) | $0 | Over $100,000 | Proxy ranges; top‑coded category prevents precise amount. |
| Shares owned (as of May 31, 2025) | 0 | N/A | Fund‑level share table shows 0 in NIM; aggregate shares not provided. |
| Ownership as % of outstanding | <1% (all directors individually) | N/A | Each director’s holdings per fund <1%; group <1% per fund. |
| Deferred compensation credited to NIM (payable balance; latest FY set) | $94 | N/A | Illustrative of deferred fees notionally invested; figures include investment return. |
| Ownership guideline | Expected to invest at least one year of compensation in funds within the complex (direct or deferred). | N/A | Compliance not determinable from range disclosure. |
Governance Assessment
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Strengths
- Independence and experience: Classified independent; extensive fund governance background via IDC; serves on Audit, Dividend, and Nominating & Governance, and Co‑Chairs Investment Committee—indicating high engagement and influence.
- Engagement: The Board reports ≥75% attendance for each director in the last fiscal year; Lancellotta’s committee load and Co‑Chair role support active oversight, especially of performance and risk.
- No apparent conflicts: No related‑party security holdings or transactions disclosed for Lancellotta; not listed in the affiliate‑advised companies ownership table.
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Watch items
- Pay structure inflation: 2025 increases to committee membership and chair retainers (e.g., Audit/Compliance member retainer +$5k; Investment member +$10k; several chair retainers +$5k to +$10k) elevate fixed cash pay; monitor alignment with workload and fund performance.
- Direct fund alignment: NIM‑specific holdings disclosed as $0 and 0 shares; although aggregate complex exposure is “Over $100,000” and deferrals create notional alignment, the absence of NIM‑specific ownership may be viewed as a modest alignment gap for that fund.
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Overall view: Lancellotta brings deep governance and regulatory expertise and meaningful committee leadership (Investment Co‑Chair). Independence, broad oversight experience, and consistent attendance support board effectiveness; compensation changes and limited NIM‑specific ownership warrant ongoing monitoring for alignment optics.