Terence Toth
About Terence J. Toth
Terence J. Toth (born 1959) is an Independent Board Member of the Nuveen Funds complex, serving since 2008 and currently a Class II director with a term expiring at the 2026 annual meeting; he oversees 218 portfolios across the complex . He holds a BS from the University of Illinois, an MBA from New York University, and completed the CEO Perspectives Program at Northwestern University (2005) . His core credentials include former CEO/President of Northern Trust Global Investments and senior roles in quantitative management and securities lending, bringing deep asset management and risk oversight experience to the board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Northern Trust Global Investments | CEO & President | 2004–2007 | Led investment platform; senior accountability for performance and governance |
| Northern Trust (Quantitative Mgmt & Securities Lending) | EVP | 2000–2004 | Oversight of quantitative strategies and securities lending risk |
| Bankers Trust | Managing Director & Head of Global Securities Lending | 1986–1994 | Built and led global securities lending; market structure expertise |
| Northern Trust | Head of Government Trading & Cash Collateral Investment | 1982–1986 | Trading and collateral investment oversight |
| Promus Capital | Co‑Founding Partner | 2008–2017 | Investment advisory co‑founder; private markets exposure |
| Legal & General Investment Management America, Inc. | Director | 2008–2013 | Asset management governance |
| Quality Control Corporation | Director | 2012–2021 | Manufacturing oversight |
| Fulcrum IT Service LLC | Director | 2010–2019 | Gov’t IT services oversight |
| LogicMark LLC | Director | 2012–2016 | Health services governance |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Kehrein Center for the Arts | Chair & Director | 2021–2024 | Board leadership at arts nonprofit |
| Catalyst Schools of Chicago | Director | Since 2008 | Education nonprofit governance |
| Mather Foundation | Director; Investment Committee Chair | Since 2012; Chair 2017–2022 | Oversaw investment policy and stewardship |
| Chicago Fellowship Board | Member | 2005–2016 | Community leadership |
| Northern Trust Mutual Funds; Global Investments; Japan; Securities Inc.; Hong Kong | Board roles (various) | 1997–2007 | Multiple oversight roles within Northern Trust affiliates |
Board Governance
| Item | Status |
|---|---|
| Committee memberships | Executive Committee (Member) ; Nominating & Governance Committee (Member) ; Investment Committee (Member) |
| Committee chair roles | None disclosed (chairs identified as Young – Executive; Thornton – Dividend; Nelson – Audit; Boateng/Lancellotta – Investment; Moschner – Closed‑End; Young – Nominating & Governance) |
| Independence | Listed among Board Members/Nominees who are not “interested persons”; Nominating & Governance and Investment Committees are composed entirely of Independent Board Members under NYSE/NASDAQ standards |
| Class/term | Class II; term until 2026 annual meeting (including Multi‑Market Income) |
| Length of service | Since 2008 |
| Attendance | Each Board Member attended ≥75% of Board and applicable committee meetings in the last fiscal year; Board/committee meeting counts listed in Appendix C |
| Portfolios overseen | 218 |
Fixed Compensation
| Component | 2023 Structure | 2024 Structure | 2025 Adjustments |
|---|---|---|---|
| Base retainer | $210,000 annual retainer | $350,000 annual retainer effective Jan 1, 2024 | Base unchanged; Chair retainer increases to $150,000 (from $140,000) |
| Meeting fees | Per‑meeting/day fees (e.g., $7,250 per day for regular Board; $4,000 special meetings; various committee per‑meeting rates) | Eliminated in favor of committee membership retainers; ad hoc meeting fees $1,000 or $2,500 depending on length/immediacy | Same as 2024; special assignment committees paid quarterly fees (Chair from $1,250; Members from $5,000) |
| Committee membership retainers | N/A (per‑meeting fees in 2023) | Audit and Compliance/Risk Committees: $30,000; Investment: $20,000; Dividend, Nominating & Governance, Closed‑End: $20,000 | Audit and Compliance/Risk: $35,000; Investment: $30,000; Dividend, Nominating & Governance, Closed‑End: $25,000 |
| Committee chair retainers | $20,000 for each committee chair | Board Chair/Co‑Chair $140,000; Audit & Compliance/Risk chairs $30,000; Investment chair $20,000; Dividend/Nominating/Closed‑End chairs $20,000 | Board Chair/Co‑Chair $150,000; Audit & Compliance/Risk $35,000; Investment $30,000; Dividend/Nominating/Closed‑End $25,000 |
| Pension/retirement | None | None | None (no retirement or pension plans) |
| Deferred compensation plan | Available; amounts tracked as if invested in eligible Nuveen funds | Available | Available |
- Aggregate compensation from funds in the Fund Complex paid to Terence J. Toth (last fiscal year): $575,750 .
Performance Compensation
- No performance-based compensation is disclosed for independent directors. Director compensation is structured as cash retainers and committee fees; no equity awards or options are described for directors in the proxy .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed in the “Other Directorships Held…During the Past Five Years” for Toth |
| Recent public company boards (past 5 years) | None disclosed; philanthropic boards noted |
| Interlocks/related advisory ties | Not listed in the table of Board Members with securities in companies advised by entities under common control with the Adviser; table shows another director (Kenny) but not Toth |
Expertise & Qualifications
- Senior asset management leadership (former CEO/President, NTGI; quantitative and securities lending expertise) .
- Extensive board service across Nuveen Funds; 218 portfolios overseen .
- Education: BS (University of Illinois), MBA (NYU), CEO Perspectives Program (Northwestern, 2005) .
- Not designated an “audit committee financial expert” (designations listed for Moschner, Nelson, Starr, Young) .
Equity Ownership
| Fund | Ownership (range or shares) | As of |
|---|---|---|
| Nuveen Floating Rate Income Fund | $10,001–$50,000 | December 31, 2024 |
| Nuveen Municipal Credit Opportunities Fund | 7,925 shares | Appendix A (most recent available) |
| All funds (individual ownership %) | Each Board Member’s individual beneficial holdings in each Fund were <1% outstanding | February 18, 2025 |
| Ownership guideline | Board principle: each Board Member is expected to invest, directly or on a deferred basis, at least one year of compensation in funds in the Fund Complex | Policy statement |
| Deferred compensation balance (Toth) | $0 deferred across Participating Funds shown (no amounts in Toth’s column) | As presented in deferred fees table |
Note: Appendix A provides dollar ranges for fund-by-fund beneficial ownership and, in a separate table, share counts for selected funds; deferred plan balances are reported separately and credited as if invested in eligible funds .
Governance Assessment
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Strengths
- Independent director with long tenure (since 2008), and deep asset management operating background (NTGI CEO/President; quantitative/securities lending) supporting oversight of performance, risk, and valuation .
- Active committee engagement: Executive Committee, Nominating & Governance (fully independent), and Investment Committee (fully independent), aligning with board effectiveness and oversight of performance/risk .
- Compliance/attendance: The proxy reports each Board Member attended ≥75% of Board and applicable committee meetings; committee and board calendars are robust, indicating engagement .
-
Watch items / potential investor-confidence considerations
- Compensation structure shifted materially in 2024 from per‑meeting fees to higher fixed retainers (base raised to $350k) with further 2025 increases to committee retainers and chair fees—improves predictability but may reduce pay‑for‑workload sensitivity; aggregate compensation to Toth was $575,750 (last fiscal year) .
- Ownership alignment: Governance principle expects at least one year of compensation invested directly or on a deferred basis; Toth disclosed $10k–$50k in one fund and 7,925 shares in another; deferred balance shows $0 in the periods presented—disclosure does not state compliance status, suggesting modest visible alignment vs guideline absent additional undisclosed holdings .
- No related‑party transactions or cross‑holdings disclosed for Toth in the affiliates table, which is positive for conflict risk (another director appears, but not Toth) .
-
Overall implication: Toth brings seasoned asset management leadership and serves on key independent committees, supporting board effectiveness; investors may seek additional clarity on ownership guideline compliance given the higher fixed‑retainer model and modest disclosed holdings/deferred balances .