Joanne T. Medero
About Joanne T. Medero
Independent Board Member since 2021 (Class III; term to 2027). Born 1954. Former Managing Director in Government Relations & Public Policy at BlackRock (2009–2020) and Senior Advisor to the Vice Chairman (2018–2020). Previously Global General Counsel & Corporate Secretary at Barclays Global Investors (1996–2006); Global Head of Government Relations & Public Policy at Barclays Group (IBIM) (2006–2009); Partner at Orrick, Herrington & Sutcliffe (1993–1995); General Counsel of the CFTC (1989–1993); and earlier White House Office of Presidential Personnel (1986–1989). B.A. St. Lawrence University (1975) and J.D. George Washington University Law School (1978). Joined the Board in 2021.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BlackRock, Inc. | Managing Director, Government Relations & Public Policy | 2009–2020 | Advised on public policy and corporate governance |
| BlackRock, Inc. | Senior Advisor to the Vice Chairman | 2018–2020 | Focus on public policy and corporate governance issues |
| Barclays Group (IBIM) | MD, Global Head of Government Relations & Public Policy | 2006–2009 | Directed legislative/regulatory advocacy across IB/IM/Wealth units |
| Barclays Global Investors | MD; Global General Counsel & Corporate Secretary | 1996–2006 | Legal leadership across global investment management |
| Orrick, Herrington & Sutcliffe LLP | Partner (Derivatives and market regulation) | 1993–1995 | Specialized in derivatives/financial markets regulation |
| CFTC | General Counsel | 1989–1993 | Chief legal officer for U.S. derivatives regulator |
| The White House, Office of Presidential Personnel | Deputy Associate Director/Associate Director (Legal & Financial Affairs) | 1986–1989 | Senior legal/financial personnel oversight |
| CFTC Global Markets Advisory Committee | Member | 2006–2010 | Advisory on global derivatives markets |
| SIFMA Asset Management Group | Chair, Steering Committee | 2016–2018 | Led asset management industry policy work |
| Managed Funds Association | Chair, CTA/CPO & Futures Committee | 2010–2012 | Led derivatives policy committee |
| Federalist Society (Corporations, Antitrust & Securities PG) | Chair | 2010–2022; 2000–2002 | Practice group leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Baltic-American Freedom Foundation | Director | Since 2019 | Non-profit board promoting education/professional exchanges |
| Other public company boards (past 5 years) | — | — | None disclosed beyond BAFF in director biography table |
Board Governance
- Committee assignments (Independent Director): Compliance, Risk Management & Regulatory Oversight Committee (member); Investment Committee (member); Nominating & Governance Committee (member) .
- Committee chair roles: None listed for Ms. Medero (Audit Chair: Nelson; Closed-End Funds Chair: Moschner; Dividend Chair: Thornton; Executive Committee excludes Medero) .
- Independence: All nominees and Board Members (including Ms. Medero) are “Independent Board Members” under the 1940 Act; none have ever been employees or directors of TIAA/Nuveen or affiliates .
- Attendance: Each Board Member attended at least 75% of Board and relevant committee meetings during the last fiscal year .
- Years of service and current term: Service since 2021; Class III term to the 2027 annual meeting (holdover status on certain funds after 2024 meetings where no nominee obtained required votes or no quorum) .
Fixed Compensation
| Component | 2025 Amount | Notes |
|---|---|---|
| Annual retainer (Independent Board Member) | $350,000 | Effective Jan 1, 2024 and continuing in 2025 |
| Committee membership – Audit | $35,000 | Per year, 2025 rate |
| Committee membership – Compliance, Risk Management & Regulatory Oversight | $35,000 | Per year, 2025 rate |
| Committee membership – Investment | $30,000 | Per year, 2025 rate |
| Committee membership – Nominating & Governance | $25,000 | Per year, 2025 rate |
| Committee membership – Closed-End Funds | $25,000 | Per year, 2025 rate |
| Committee membership – Dividend | $25,000 | Per year, 2025 rate |
| Ad hoc meeting fees | $1,000–$2,500 per meeting | Depending on length/immediacy |
| Special assignment committees | Chair $1,250/quarter; Members $5,000/quarter | As applicable |
| Aggregate compensation from funds in the fund complex (last fiscal year) | $461,987 | Total across funds paid to Ms. Medero |
Performance Compensation
| Element | Disclosure |
|---|---|
| Equity awards (RSUs/PSUs) | None described for Independent Board Members; compensation structured as retainers/fees |
| Stock options | None described for Independent Board Members |
| Performance metrics tied to pay | Not disclosed/applicable for directors (retainer/committee fee model) |
| Deferred compensation | Independent Board Members may elect to defer fees into a book account notionally invested in eligible Nuveen funds; distributions lump sum or over 2–20 years |
| Clawback / gross-ups | Not disclosed for directors |
| Pension/SERP | Funds do not have retirement or pension plans for Board Members |
Other Directorships & Interlocks
| Entity | Type | Role/Committee | Potential Interlock/Notes |
|---|---|---|---|
| Baltic-American Freedom Foundation | Non-profit | Director | Not a public company interlock |
| BlackRock (former employment) | Asset manager | Former MD/Advisor (ended 2020) | Prior senior role at a large asset manager; current independence confirmed under 1940 Act relative to Adviser and affiliates |
| Companies advised by affiliates of Adviser | Private funds/companies | — | Appendix table lists another director’s holdings; no such holdings listed for Ms. Medero |
Expertise & Qualifications
- Financial regulation and derivatives: Former CFTC General Counsel; prior partner focused on derivatives; service on CFTC advisory committee .
- Governance and policy: Led government relations/public policy at BlackRock and Barclays; chaired industry committees (SIFMA AMG; MFA derivatives) .
- Legal leadership: Global General Counsel & Corporate Secretary at BGI .
- Education: B.A. (St. Lawrence University, 1975); J.D. (GW Law, 1978) .
Equity Ownership
| Measure | Disclosure |
|---|---|
| Dollar range of beneficial ownership (selected funds in Appendix A) | $0 in each fund shown for Ms. Medero as of Dec 31, 2024 |
| Share counts (additional funds, Appendix A-3) | 0 shares across the listed funds for Ms. Medero |
| Ownership as % of outstanding | Each Board Member’s individual beneficial shareholdings of each Fund were <1% as of Feb 18, 2025 |
Governance Assessment
-
Strengths
- Deep governance, regulatory, and legal expertise relevant to valuation, compliance, and oversight; extensive leadership in investment industry associations .
- Independent under the 1940 Act; no employment ties to TIAA/Nuveen or affiliates; serves on key oversight committees (Compliance, Investment, Nominating & Governance) .
- Meets attendance thresholds (≥75% of meetings), supporting director engagement .
-
Watch items / RED FLAGS
- Personal ownership alignment: Disclosed beneficial ownership shows $0 and 0 shares across the funds listed, indicating limited “skin in the game” alignment via fund share ownership .
- Holdover status persists at certain funds after 2024 shareholder meetings (lack of quorum or no nominee achieving required votes), signaling shareholder engagement/meeting logistics risks and extending incumbency without fresh mandate .
- Compensation structure shifted from 2023 per-meeting model to a larger fixed retainer and committee retainers in 2024/2025, increasing guaranteed cash relative to variable meeting fees; monitor if this affects incentives for engagement or workload distribution .