Thomas J. Kenny
About Thomas J. Kenny
Independent director of Nuveen New York AMT‑Free Quality Municipal Income Fund (NRK). Year of birth: 1963; education: B.A. (UC Santa Barbara), M.S. (Golden Gate University); Chartered Financial Analyst. Former Co‑Head of Goldman Sachs Asset Management’s Global Cash & Fixed Income Portfolio Management team. Joined the Nuveen fund boards in the complex in 2011 and joined the NRK board in 2024; standing for election as a Class I director for a term expiring at the 2028 annual meeting. Independent (non‑interested) under the 1940 Act and not affiliated with TIAA/Nuveen.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Goldman Sachs Asset Management | Advisory Director | 2010–2011 | Global Cash & Fixed Income oversight |
| Goldman Sachs Asset Management | Partner | 2004–2010 | Leadership of fixed income platform |
| Goldman Sachs Asset Management | Managing Director | 1999–2004 | Co‑Head of Global Cash & Fixed Income PM Team (2002–2010) |
| College Retirement Equities Fund (CREF) | Trustee; Chairman | 2011–2023; 2017–2023 | Board leadership for major retirement fund platform |
| TIAA Separate Account VA‑1 | Manager; Chairman | 2011–2023; 2017–2023 | Management committee chair for insurance separate account |
| Sansum Clinic | Director; Finance Committee Chair | 2016–2022 | Finance governance in healthcare non‑profit |
| Cottage Health System | Investment Committee Member | 2012–2020 | Oversight of investment policies |
| Crane Country Day School | Board Member; President | 2009–2019; 2014–2018 | Board leadership in education |
| UC Santa Barbara Arts & Lectures Advisory Council | Member | 2011–2020 | Advisory role |
| B’Box | Advisory Board Member | 2017–2019 | Advisory role in private enterprise |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Aflac Incorporated | Director; Chair, Finance & Investment Committee | Director since 2015; Committee Chair since 2018 | Oversees capital allocation/investments |
| ParentSquare | Director (former) | 2021–2022 | Board oversight at ed‑tech company |
Board Governance
- Independence: All Nuveen fund board members, including Kenny, are independent (non‑interested) and unaffiliated with TIAA/Nuveen.
- Years of service: Nuveen fund complex since 2011; joined NRK board in 2024; nominee as Class I director through 2028.
- Board leadership: Independent Chair is Robert L. Young (Chair since 2025); chair defines agenda and leads independent oversight.
- Committee memberships (Kenny):
- Executive Committee (Member; Chair: Robert L. Young)
- Dividend Committee (Member; Chair: Matthew Thornton)
- Compliance, Risk Management & Regulatory Oversight Committee (Member; Chair: Margaret L. Wolff)
- Nominating & Governance Committee (Member; Chair: Robert L. Young)
- Investment Committee (Member; Co‑Chairs: Joseph A. Boateng & Amy B.R. Lancellotta)
- Closed‑End Fund Committee (Member; Chair: Albin F. Moschner)
- Attendance: Each board member attended at least 75% of board and applicable committee meetings in the last fiscal year.
Board and committee meetings held (NRK):
| Body | FY ended Feb 29, 2024 | Stub period Mar 1–Aug 31, 2024 |
|---|---|---|
| Regular Board | 4 | 3 |
| Special Board | 7 | 3 |
| Executive Committee | 3 | 4 |
| Dividend Committee | 10 | 4 |
| Compliance/Risk/Regulatory | 4 | 2 |
| Audit Committee | 14 | 7 |
| Nominating & Governance | 6 | 2 |
| Investment Committee | 3 | 2 |
| Closed‑End Fund Committee | 4 | 2 |
Fixed Compensation
Board‑level cash retainer and committee fee framework (Independent Directors)
| Component | 2023 Structure | 2024 Structure | 2025 Structure |
|---|---|---|---|
| Annual Retainer | $210,000 | $350,000 | $350,000 |
| Audit Committee membership retainer | $2,500 per meeting | $30,000 annual | $35,000 annual |
| Compliance/Risk/Regulatory membership retainer | $5,000 per meeting | $30,000 annual | $35,000 annual |
| Investment Committee membership retainer | $2,500 per meeting | $20,000 annual | $30,000 annual |
| Dividend Committee membership retainer | $1,250 per meeting | $20,000 annual | $25,000 annual |
| Nominating & Governance membership retainer | $500 per meeting | $20,000 annual | $25,000 annual |
| Closed‑End Fund Committee membership retainer | $500 per meeting | $20,000 annual | $25,000 annual |
| Board Chair retainer | $140,000 | $140,000 | $150,000 |
| Audit Chair retainer | — | $30,000 | $35,000 |
| Compliance Chair retainer | — | $30,000 | $35,000 |
| Investment Chair/Co‑Chair retainer | — | $20,000 | $30,000 |
| Dividend/Nom & Gov/Closed‑End Chair retainer | — | $20,000 | $25,000 |
| Ad hoc meetings | — | $1,000–$2,500 per meeting | $1,000–$2,500 per meeting |
Director‑specific paid amounts (most recent disclosures)
| Source | Period | Amount (USD) |
|---|---|---|
| Total compensation from all Nuveen funds (Kenny) | Latest reported totals | $610,000 |
| Compensation from NRK | FY ended Feb 29, 2024 | $0 |
| Compensation from NRK | Stub period Mar 1–Aug 31, 2024 | $2,843 |
Deferred compensation option: Independent directors may defer fees into notional holdings of Nuveen funds; distributions can be lump sum or over 2–20 years; fund not liable for other funds’ obligations.
Performance Compensation
- No performance‑based pay metrics (e.g., revenue/EBITDA/TSR targets), equity grants (RSUs/PSUs), or stock options are disclosed for independent directors; compensation is retainers and committee fees plus optional deferral.
- Deferred compensation (NRK only): | Period | Deferred Fees Payable (Kenny) | |---|---| | FY ended Feb 29, 2024 | $0 | | Stub period Mar 1–Aug 31, 2024 | $711 |
Other Directorships & Interlocks
| Company | Role | Overlap / Interlock |
|---|---|---|
| Aflac Incorporated | Director since 2015; Chair, Finance & Investment Committee since 2018 | Interlock note: Michael A. Forrester (also a Nuveen fund independent director) serves as an Aflac director as of 2025, creating an external board overlap within the Nuveen boardroom network. |
Expertise & Qualifications
- Fixed income and liquidity management: Former Co‑Head of GSAM’s Global Cash & Fixed Income PM team.
- Public company board and capital allocation: Aflac director; chairs Finance & Investment Committee.
- Governance and pension oversight: Former CREF Trustee/Chair and VA‑1 Manager/Chair.
- Education/credentials: B.A. (UCSB), M.S. (Golden Gate University), CFA.
- Audit Committee Financial Expert designation: Not designated; the Audit Committee’s SEC‑defined financial experts are Boateng, Nelson, Starr, and Young.
Equity Ownership
| Metric | NRK | Fund Complex (All Nuveen Funds) |
|---|---|---|
| Dollar range of equity securities beneficially owned | $0 | Over $100,000 |
| Shares owned (NRK) | 0 | — |
| Ownership as % of shares outstanding | Each director <1% of any fund as of June 20, 2025 | — |
| Pledged or hedged shares | Not disclosed | Not disclosed |
Deferred compensation participation is evidenced by amounts credited across multiple funds (see Deferred compensation table above for NRK).
Related‑Party Exposure (Potential Conflicts)
Holdings in entities advised by firms under common control with the Adviser (Nuveen/TIAA):
| Holder/Vehicle | Company | Title/Class | Value | Percent of Class |
|---|---|---|---|---|
| Thomas Joseph Kenny 2021 Trust | Global Timber Resources LLC | None | $37,455 | 0.01% |
| KSHFO, LLC (Kenny owns 6.60%) | Global Timber Resources Investor Fund, LP | None | $567,738 | 6.01% |
| KSHFO, LLC | TIAA‑CREF Global Agriculture II LLC | None | $717,269 | 0.05% |
| KSHFO, LLC | Global Agriculture II AIV (US) LLC | None | $681,911 | 0.17% |
Note: Adviser to these companies is under common control with the Funds’ investment adviser; values as of Dec 31, 2024.
Insider Filings and Trading
- Section 16(a) compliance: The Funds report full compliance by board members and officers; no delinquent filings in the last fiscal year.
- NRK beneficial ownership by Kenny: 0 shares.
Governance Assessment
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Strengths
- Breadth of fund governance experience and fixed‑income expertise supports oversight of a leveraged municipal closed‑end fund. Independent status with multi‑committee engagement (Executive, Dividend, Compliance, Nominating, Investment, Closed‑End) indicates high involvement.
- Attendance ≥75% across meetings in last fiscal year; board led by independent chair, enhancing oversight rigor.
- Compensation is standardized, transparent, and cash‑based with optional deferral into fund equivalents, limiting misaligned equity incentives.
-
Watch items / potential concerns
- Minimal direct ownership in NRK (0 shares) while a governance principle “expects” each board member to invest at least one year’s compensation in Nuveen funds (directly or deferred); however, Kenny’s aggregate Nuveen fund ownership is disclosed only as “Over $100,000,” below the annual retainer level, and compliance status is not disclosed.
- Related‑party exposure via holdings in vehicles advised by TIAA‑affiliated managers presents a potential perceived conflict; disclosure mitigates but remains a consideration.
- External interlock: Shared Aflac directorship with fellow Nuveen director Michael A. Forrester can concentrate networks; generally neutral but relevant for information‑flow dynamics.
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Other observations
- No Section 16(a) delinquencies reported; no director equity/option awards or performance metric‑linked pay disclosed, consistent with independent fund board norms.
- The board eliminated “control share” by‑law provisions in 2024, a shareholder‑friendly signal for closed‑end fund governance.
Overall, Kenny’s fixed‑income pedigree and committee load support board effectiveness at NRK; the main alignment gap is low direct NRK ownership offset partially by broader Nuveen complex exposure via deferrals and other fund holdings.