Loren M. Starr
About Loren M. Starr
Independent Board Member of Nuveen Multi-Asset Income Fund (NMAI), born 1961, serving in the Nuveen fund complex since 2022; appointed to NMAI’s Board effective January 1, 2024 as a Class III Trustee with a term expiring at the 2027 annual meeting if elected . Former CFO and Senior Managing Director of Invesco Ltd. (2005–2020), later Vice Chair and Senior Managing Director (2020–2021), now an independent consultant/advisor (since 2021) with deep financial oversight credentials; designated an “audit committee financial expert” by the Board . All Nuveen fund Board Members/nominees, including Starr, are deemed Independent Board Members (not “interested persons” under the 1940 Act) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Invesco Ltd. | Chief Financial Officer, Senior Managing Director | 2005–2020 | Led global finance; public company CFO experience |
| Invesco Ltd. | Vice Chair, Senior Managing Director | 2020–2021 | Senior executive oversight and strategy |
| Self-employed | Independent Consultant/Advisor | 2021–present | Advisory roles leveraging financial expertise |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| AMG | Director; Chair of Audit Committee | Director since 2023; Audit Chair since 2024 | External audit leadership and oversight |
| College Retirement Equities Fund (CREF) | Trustee | 2022–2023 | Retirement assets governance |
| TIAA Separate Account VA-1 | Management Committee Member | 2022–2023 | Insurance-linked investment governance |
Board Governance
- Independence: Board confirms all nominees and continuing Board Members, including Starr, are Independent Board Members (not “interested persons”) .
- Unitary board: Governance is overseen by a unitary Board across the Nuveen fund complex to enhance consistency and oversight leverage .
- Attendance: During the last fiscal year, each Board Member attended 75%+ of Board and applicable committee meetings (Starr included) .
- Committee memberships (NMAI):
- Audit Committee (member; designated audit committee financial expert)
- Dividend Committee (member)
- Nominating & Governance Committee (member)
- Investment Committee (member)
- Closed-End Fund Committee (member)
| NMAI Meetings Held (last fiscal year) | Count |
|---|---|
| Regular Board Meetings | 5 |
| Special Board Meetings | 9 |
| Executive Committee | 5 |
| Dividend Committee | 10 |
| Compliance, Risk Management & Regulatory Oversight Committee | 5 |
| Audit Committee | 14 |
| Nominating & Governance Committee | 5 |
| Investment Committee | 4 |
| Closed-End Fund Committee | 4 |
Fixed Compensation
- Cash-based structure (effective Jan 1, 2024 and updated Jan 1, 2025):
- Board annual retainer: $350,000 (since 2024)
- Committee membership annual retainers (2024 → 2025):
- Audit: $30,000 → $35,000
- Compliance: $30,000 → $35,000
- Investment: $20,000 → $30,000
- Dividend: $20,000 → $25,000
- Nominating & Governance: $20,000 → $25,000
- Closed-End Funds: $20,000 → $25,000
- Chair retainers (selected): Board Chair $140,000 → $150,000; Audit/Compliance Chairs $30,000 → $35,000; Investment Chair $20,000 → $30,000; Dividend/Nominating/Closed-End Chairs $20,000 → $25,000 .
- Ad hoc/special assignment fees: $1,000 or $2,500 per ad hoc meeting; special assignment quarterly fees for chairs start at $1,250 and members at $5,000 .
- Deferred Compensation Plan available; amounts tracked as if invested in Nuveen funds .
| Compensation (FY last year) | Amount |
|---|---|
| NMAI – Aggregate Compensation to Loren M. Starr | $1,220 |
| Total Compensation from funds in complex paid to Loren M. Starr | $479,750 |
| NMAI – Deferred Fees (assumed invested) for Loren M. Starr | $420 |
Performance Compensation
- No performance-based metrics, stock awards, or option awards are disclosed for Independent Board Members; the program is cash retainers plus committee/chair retainers, with optional deferred compensation .
| Performance-linked element | Disclosure |
|---|---|
| Bonus/Target bonus | Not disclosed/applicable to Independent Board Members |
| Stock awards (RSUs/PSUs) | Not disclosed/applicable |
| Option awards | Not disclosed/applicable |
| Compensation performance metrics (e.g., TSR, EBITDA) | Not disclosed/applicable |
| Clawbacks/Change-of-control terms | Not disclosed for directors |
Other Directorships & Interlocks
| Company | Sector | Role | Committee/Notes |
|---|---|---|---|
| AMG | Asset management | Director | Chair of Audit Committee |
| CREF | Retirement/Investment | Trustee (prior) | Board governance (prior) |
| TIAA Separate Account VA-1 | Insurance/Investment | Management Committee (prior) | Product governance (prior) |
- Related-party exposure: The appendix lists certain Board Member holdings in companies advised by affiliates under common control; no entries for Starr, indicating no such related holdings disclosed for him .
Expertise & Qualifications
- Designated “audit committee financial expert” by the Board (SEC definition), signaling depth in financial reporting/controls .
- Degrees: B.A. and B.S. from Columbia College; M.B.A. from Columbia Business School; M.S. from Carnegie Mellon University .
- Senior public company finance leadership (Invesco CFO and Vice Chair), plus external audit leadership (AMG Audit Chair) .
Equity Ownership
- Board principle: each Board Member is expected to invest at least the equivalent of one year of compensation in funds within the Nuveen fund complex, on either a direct or deferred basis .
| Ownership (as of Dec 31, 2024 unless noted) | Value/Count |
|---|---|
| NMAI dollar range (Loren M. Starr) | $0 |
| NMAI shares owned (Loren M. Starr) | 0 |
| Aggregate range across all registered investment companies overseen (family of funds) | Over $100,000 |
| Ownership as % of NMAI outstanding shares | <1% for each Board Member (including Starr) |
Note: The proxy discloses a range (“Over $100,000”) for aggregate complex holdings; exact amounts are not provided, so formal compliance with the one-year compensation guideline cannot be independently verified from the disclosed ranges .
Governance Assessment
-
Strengths:
- Independence affirmed; no affiliation with TIAA/Nuveen or their affiliates; not an “interested person” under the 1940 Act .
- Significant financial oversight credentials (public company CFO; audit committee financial expert; external Audit Chair at AMG) supporting robust Audit Committee effectiveness .
- Active committee participation across Audit, Dividend, Nominating & Governance, Investment, and Closed-End Fund Committees; Board-level attendance at or above 75% threshold, indicating engagement .
-
Alignment and incentives:
- Compensation structure is transparent, cash-retainer driven with committee/chair retainers; optional deferred compensation creates indirect exposure to fund performance .
- Board principle expects one year of compensation invested in the complex; Starr’s disclosed aggregate complex holdings exceed $100,000, but exact compliance cannot be confirmed due to range disclosure; NMAI-specific holdings are $0 and 0 shares, which could be perceived as weaker NMAI-specific alignment despite broader complex participation .
-
Conflicts/Red Flags:
- No related-party transactions or affiliate-advised company holdings disclosed for Starr in the proxy’s conflict appendix; Section 16(a) compliance affirmed for Board Members in the last fiscal year .
- No evidence of hedging/pledging, repricing of equity awards, or tax gross-ups for directors; equity awards/options not disclosed for Independent Board Members (compensation is cash-based) .
-
Overall implication for investor confidence:
- Starr’s deep finance background and audit expertise, combined with active committee roles and satisfactory attendance, support Board oversight quality at NMAI .
- The absence of NMAI-specific share ownership may be viewed as an alignment gap at the fund level, partially mitigated by complex-wide holdings and the deferred compensation program; ongoing monitoring of adherence to the Board’s investment principle is advisable given disclosure ranges .