Robert Young

About Robert L. Young

Independent Chair of the Nuveen Funds’ unitary Board since 2025; previously Independent Co‑Chair July 1–Dec 31, 2024. Former COO and Director at J.P. Morgan Investment Management (2010–2016) and President/Principal Executive Officer of J.P. Morgan Funds (2013–2016); earlier Senior Manager (Audit) at Deloitte & Touche (1985–1996). Holds a BBA in Accounting from the University of Dayton; born 1963 (age 62 in 2025); joined the Nuveen Funds Board in 2017 .

Past Roles

External Roles

Board Governance

• Independent Chair of the Board (Nuveen Funds’ unitary Board) in 2025; responsibilities include coordinating agendas, presiding at meetings, and serving as liaison; unitary board structure emphasizes independence and complex-wide oversight .
• Independent Co‑Chair of the Board for July 1–Dec 31, 2024 .
• Executive Committee: Co‑Chair as of July 1, 2024; Chair in 2025; members include Kenny, Nelson, Toth (2025) .
• Audit Committee: Member; designated “audit committee financial expert”; committee composed entirely of independent members .
• Nominating & Governance Committee: Chair in 2025; committee entirely independent .
• Investment Committee: Member; committee of independent board members overseeing performance and investment risks .
• Closed‑End Funds Committee: Member; quarterly reviews of premiums/discounts, leverage, distributions, and actions to address discounts .
• Dividend Committee: Chair in 2023; authorized to declare distributions subject to Board ratification .

Attendance and Engagement

• Policy disclosure: During the last fiscal year, each Board Member attended 75% or more of Board and applicable committee meetings; annual meeting attendance policy posted online .
• NMZ meeting counts (last fiscal years per proxy):

Fixed Compensation

• Compensation framework evolution:

| Component | 2022 | 2023 | 2025 | |---|---|---:|---:|---:| | Annual retainer (Independent Board Member) | $205,000 | $210,000 | $350,000 | | Per‑day fee: regular Board meetings | $7,000 | $7,250 | Replaced by committee membership retainers | | Special Board meeting fee | $3,000 (in‑person req’d); $3,000 phone/in‑person (raised from $2,000) | $4,000 | Ad hoc meeting fee $1,000 or $2,500 depending on length/immediacy | | Audit Committee meeting fee | $2,500 (in‑person); $2,250 phone/in‑person | $2,500 | Committee membership retainer $35,000; Chair $35,000 | | Compliance/Risk/Reg Oversight fee | $5,000 (in‑person); $2,000 phone/in‑person | $5,000 | Committee membership retainer $35,000; Chair $35,000 | | Dividend Committee meeting fee | $1,250 | $1,250 | Committee membership retainer $25,000; Chair $25,000 | | Closed‑End Funds/Investment Committee fee | $2,500 (Closed‑End); $2,500 (Investment) | $2,500 | Investment membership retainer $30,000 (Chair/Co‑Chair $30,000); Closed‑End membership $25,000 (Chair $25,000) | | Chair of Board additional retainer | $125,000 | $140,000 | $150,000 | | Site visit fee (per day) | $3,500 | $5,000 | Not specified; ad hoc/special assignment fees defined |

• Aggregate compensation paid to Robert L. Young:
  • From NMZ (Municipal High Income) for FY ended Oct 31, 2024: $4,808 .
  • Total compensation from Nuveen Funds complex: $502,381 .

Performance Compensation

• No bonus, stock awards (RSUs/PSUs), or options disclosed for Independent Board Members; no retirement/pension plans; a Deferred Compensation Plan allows deferral of Board compensation into book reserve accounts tracked to eligible Nuveen funds, with distributions in lump sum or over 2–20 years; Funds not liable for other funds’ deferred obligations .
• No performance metrics tied to director compensation disclosed (e.g., TSR, EBITDA, ESG) .

Other Directorships & Interlocks

Expertise & Qualifications

• Former CPA and audit senior manager; designated Audit Committee Financial Expert; extensive fund governance and operational experience at a major asset manager; university investment committee experience .

Equity Ownership

• Beneficial ownership (Board‑reported) in Nuveen funds:

• Board governance principle: each Board Member is expected to invest at least one year of compensation in Nuveen funds (direct or deferred), aligning interests with shareholders .

Governance Assessment

• Strengths

  • Independence: Serves as Independent Chair; Audit Committee composed entirely of independent members; designated financial expert .
  • Leadership: Chair of Executive Committee (2025), Chair of Nominating & Governance Committee (2025); prior Chair of Dividend Committee (2023) .
  • Engagement: Board reports each member attended ≥75% of meetings; NMZ had robust committee cadence in FY22–FY23 .

• Potential concerns and investor signals

  • Alignment: No direct NMZ share ownership disclosed in 2022 or 2024, though holdings in other Nuveen funds exist; investors may prefer targeted ownership in each overseen fund .
  • Compensation structure shift: Movement from per‑meeting fees to higher fixed retainers and committee membership retainers in 2025 increases guaranteed pay relative to variable activity‑based fees; monitor incentivization of oversight intensity .
  • Related‑party/Conflicts: No related‑party transactions or external public board interlocks disclosed; prior employment at J.P. Morgan noted but no current conflicts indicated .

• RED FLAGS

  • No NMZ share ownership disclosed (2022, 2024) despite governance principle to invest in Nuveen funds; while the principle allows investment across the complex, fund‑specific skin‑in‑the‑game is absent .

Overall, Robert L. Young brings deep operational governance experience and financial expertise, with strong committee leadership. Watch alignment via fund‑specific ownership and the implications of the 2025 compensation redesign on oversight intensity .