Brett E. Black

About Brett E. Black

Brett E. Black (born 1972) serves as Vice President and Chief Compliance Officer for Nuveen Municipal Income Fund, Inc. (NMI), having held the officer role since 2022. He is Managing Director and Chief Compliance Officer at Nuveen; previously, he was Vice President, Chief Compliance Officer, and Anti-Money Laundering Compliance Officer at BMO Funds, Inc. (2014–2022) . Fund officers receive no compensation from the Funds; the CCO’s compensation is paid by the Adviser (Nuveen) with Board review, and the Funds reimburse an allocable portion of incentive compensation, limiting direct pay-from-fund incentives for Black . Performance or TSR-linked metrics for his compensation are not disclosed in fund documents .

Past Roles

External Roles

Fixed Compensation

• Officers of the Nuveen funds “serve without any compensation from the Funds”; the CCO’s compensation is paid by the Adviser, with Board input; the Funds reimburse an allocable portion of incentive compensation tied to the CCO’s role .
• No disclosure of base salary, target bonus %, or actual bonus for fund officers; pay levels and mix are managed at Nuveen rather than NMI .

Performance Compensation

• No RSU/PSU, option awards, or performance metric weighting disclosed for fund officers; the proxy only details independent Board compensation structures, not officer incentive plans .
• No vesting schedules, clawbacks, or ESG/TSR/financial metrics tied to officer pay disclosed at the Fund level .

Equity Ownership & Alignment

• Individual officer beneficial ownership (including Black) is not itemized; as of May 31, 2025 the Board Members and executive officers as a group beneficially owned less than 1% of outstanding shares of each Fund .
• Group holdings by fund show “Municipal Income (NMI): 0” shares owned by Board Members and officers as a group, indicating minimal direct alignment via fund equity at the officer level .
• The Nuveen funds’ boards expect independent Board Members (not officers) to invest at least one year of compensation in funds across the complex; no officer stock ownership guidelines are disclosed .
• No pledging or hedging disclosures for officers are provided in the proxy .

Employment Terms

Performance & Track Record

• Compliance leadership across Nuveen’s adviser entities and prior BMO Funds tenure indicate deep regulatory and controls experience relevant to closed-end fund governance and risk oversight .
• Fund documents do not disclose TSR or operating performance metrics tied to officer evaluation/compensation; board committees oversee risk, valuation, compliance, and investment outcomes at the fund complex level (officer performance isn’t tied to disclosed quantitative metrics in the proxy) .

Board Governance (Officer Interface)

• The Board’s Compliance, Risk Management and Regulatory Oversight Committee meets quarterly and receives written and oral reports from the Funds’ CCO, who also provides an annual report to the full Board on compliance program operations—directly aligning the CCO role (Black) with formal governance and risk oversight processes .
• Officers are elected annually by the Board and serve with indefinite terms until successors are elected and qualified; officers are unpaid by the Funds, reinforcing an adviser-centric compensation model .

Compensation Structure Analysis

• Officer pay is adviser-based with board oversight rather than fund-based; lack of disclosed RSU/option awards or fund-equity incentives suggests low direct pay-for-performance linkage at the fund level for officers .
• No evidence of option repricing, tax gross-ups, or accelerated vesting/change-of-control terms for officers in fund filings; these are not disclosed in the proxy .

Risk Indicators & Red Flags

• Section 16(a) compliance reported as satisfactory for Board Members and officers; no delinquent filings noted during the last fiscal year for the Funds .
• No disclosures of legal proceedings, investigations, related-party transactions, or hedging/pledging by officers are present in the proxy .

Compensation Peer Group; Say-on-Pay

• Not applicable to fund officers; the proxy details independent Board compensation but does not define an officer compensation peer group or say-on-pay framework for the Funds .

Expertise & Qualifications

• Compliance executive with fund complex leadership at Nuveen; prior AML and compliance leadership at BMO Funds underscores regulatory breadth and oversight capability .
• Education for Black is not disclosed in the officer table; only roles and tenure are provided .

Work History & Career Trajectory

• BMO Funds, Inc.: VP/CCO/AMLCO (2014–2022) .
• Nuveen: Managing Director; CCO; elected as fund officer since 2022 .

Investment Implications

• Alignment: With fund officers (including Black) compensated by the Adviser and group equity holdings in NMI at zero, direct stock-based alignment at the fund level is minimal; governance alignment relies on Board oversight and adviser employment rather than fund equity .
• Retention risk: Indefinite term and adviser-based compensation suggest stability; absence of disclosed severance/change-of-control economics at the fund level reduces fund-specific retention incentives, placing reliance on Nuveen’s corporate HR structures .
• Trading signals: Lack of disclosed officer equity awards, vesting, or insider transactions reduces visibility into potential selling pressure; Section 16 compliance indicates regular reporting discipline but does not reveal transactions for Black specifically .