Brett E. Black
About Brett E. Black
Brett E. Black is Vice President and Chief Compliance Officer (CCO) of Nuveen Variable Rate Preferred & Income Fund (NPFD), serving since 2022 with an indefinite term; he is a Managing Director and Chief Compliance Officer at Nuveen and was born in 1972 . NPFD has no employees and officers receive no compensation from the Fund; the CCO’s compensation is paid by the Adviser (Nuveen Fund Advisors) with the Fund reimbursing an allocable portion of the CCO’s incentive compensation, indicating compensation is set and managed at the adviser level rather than by NPFD itself . As of December 31, 2024 and February 18, 2025, beneficial ownership by Board Members and executive officers as a group in NPFD is less than 1% of outstanding shares, and reported group holdings of NPFD common shares were 0 as of the most recent appendix table, underscoring minimal direct equity alignment at the fund level . NPFD reports compliance by its Board Members and officers with Section 16(a) filing requirements during the last two fiscal years, aligning with strong compliance governance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Nuveen | Managing Director; Chief Compliance Officer | 2022–present | Senior compliance leadership at the adviser supporting NPFD and Nuveen funds . |
| BMO Funds, Inc. | Deputy Chief Compliance Officer | 2014–2017 | Senior compliance role in mutual fund complex . |
| BMO Funds, Inc. | Chief Compliance Officer; Anti-Money Laundering Compliance Officer | 2017–2022 | Led fund compliance; AML compliance oversight . |
External Roles
Not disclosed for Brett E. Black in NPFD’s proxy materials .
Fixed Compensation
NPFD compensation framework for officers:
- Officers receive no compensation from the Funds; NPFD has no employees .
- The CCO’s compensation (base and incentive) is paid by the Adviser; NPFD reimburses an allocable portion of the Adviser’s cost of the CCO’s incentive compensation .
| Item | NPFD Disclosure |
|---|---|
| Fund-paid officer compensation ($USD) | $0 (officers receive no compensation from the Funds) |
| CCO compensation payer | Adviser (Nuveen Fund Advisors); NPFD reimburses portion of incentive |
Performance Compensation
No NPFD-specific performance metric-linked incentives (e.g., TSR, revenue, EBITDA) are disclosed for officers; compensation for the CCO is determined and paid by the Adviser, with NPFD reimbursing an allocable portion of incentive compensation .
Equity Ownership & Alignment
- Governance principle: Board Members are expected to invest at least the equivalent of one year of compensation in Nuveen fund complex vehicles (applies to trustees, not officers) .
- Beneficial ownership: As of the latest dates, officers and trustees as a group beneficially owned less than 1% of NPFD; group holdings of NPFD common shares were 0 in the appendix table .
- Pledging, hedging, stock ownership guidelines for officers: Not disclosed .
| Metric | NPFD |
|---|---|
| Officers and Board Members as a group – beneficial ownership of NPFD (% of outstanding) | <1% |
| Officers and Board Members as a group – NPFD common shares owned (count) | 0 |
Employment Terms
| Term | Detail |
|---|---|
| Office | Vice President and Chief Compliance Officer (NPFD) |
| Term of office | Indefinite |
| Length of service | Since 2022 |
| Year of birth | 1972 |
| Employer/compensation locus | Adviser (Nuveen Fund Advisors); Fund reimburses portion of CCO incentive |
| Section 16(a) compliance | Board Members and officers complied with filing requirements in recent fiscal years |
Investment Implications
- Fund-level pay-for-performance levers tied to NPFD metrics (TSR, revenue, EBITDA) for the CCO are not disclosed; officer compensation is set and paid by the Adviser, suggesting NPFD’s direct alignment mechanisms with officer incentives are limited at the fund level .
- With officers and trustees as a group owning <1% and reported NPFD group holdings at 0 shares, there is minimal evidence of direct NPFD-related insider ownership; consequently, disclosed materials show limited potential for fund-level insider selling pressure signals tied to officer awards .
- Compliance governance appears robust: the Fund asserts full Section 16(a) compliance by Board Members and officers, and the NPFD board committees provide structured oversight; for Brett as CCO, this supports a strong compliance culture but does not reveal individual compensation metrics or equity-based incentives .
- Retention risk and compensation alignment for Brett are primarily a function of Nuveen/TIAA adviser policies rather than NPFD’s proxy framework; portfolio managers and advisory staff, not NPFD officers, drive investment outcomes, which is consistent with NPFD’s structure as a closed-end fund with no employees .