Joanne T. Medero
About Joanne T. Medero
Independent director with 30+ years in financial services, specializing in government relations, derivatives regulation, and fund governance; joined the Nuveen Funds Board in 2021 and serves across the Fund Complex including NUV (Nuveen Municipal Value Fund, Inc.). Education: B.A., St. Lawrence University (1975); J.D., George Washington University Law School (1978). She is classified as an Independent Board Member (not an “interested person” under the 1940 Act; no employment history with TIAA or Nuveen).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BlackRock, Inc. | Managing Director, Government Relations & Public Policy; Senior Advisor to Vice Chairman | MD: Dec 2009–Jul 2020; Senior Advisor: Jul 2018–Jul 2020 | Led public policy and corporate governance engagement for a leading asset manager. |
| Barclays Global Investors (BGI) | Managing Director; Global General Counsel & Corporate Secretary | 1996–2006 | Oversaw global legal and corporate secretarial functions for a major investment manager. |
| Barclays Group (IBIM) | Managing Director; Global Head of Government Relations & Public Policy | 2006–2009 | Directed legislative/regulatory advocacy for investment banking, investment management, and wealth businesses. |
| Orrick, Herrington & Sutcliffe LLP | Partner (Derivatives & Financial Markets Regulation) | 1993–1995 | Specialized counsel on derivatives regulatory issues. |
| Commodity Futures Trading Commission (CFTC) | General Counsel | 1989–1993 | Chief legal officer; significant regulatory leadership in U.S. derivatives markets. |
| The White House, Office of Presidential Personnel | Deputy Associate Director/Associate Director (Legal & Financial Affairs) | 1986–1989 | Public service role shaping personnel policy in legal/financial areas. |
| Managed Funds Association | Chair, CTA/CPO & Futures Committee | 2010–2012 | Industry leadership in derivatives/futures policy. |
| SIFMA Asset Management Group | Chair, Steering Committee | 2016–2018 | Led asset management industry governance/policy initiatives. |
| CFTC Global Markets Advisory Committee | Member | 2006–2010 | Advised on global markets issues. |
| The Federalist Society | Chair, Corporations, Antitrust & Securities Practice Group | 2010–2022; and 2000–2002 | Led legal practice group discussions/standards. |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Baltic-American Freedom Foundation | Director | Since 2019 | Non-profit focus on Baltic-U.S. exchange programs. |
| SIFMA Asset Management Group | Steering Committee Chair | 2016–2018 | Industry governance and policy engagement. |
| Managed Funds Association | Committee Chair (CTA/CPO & Futures) | 2010–2012 | Derivatives industry policy leadership. |
| The Federalist Society | Practice Group Chair | 2010–2022; 2000–2002 | Corporate/securities law community leadership. |
Board Governance
- Independence: Classified as an Independent Board Member; not an “interested person” of the Funds or Adviser; no employment history with TIAA or Nuveen.
- Committee memberships (2025):
- Nominating & Governance Committee (member; Chair: Robert L. Young).
- Investment Committee (member; Co-Chairs: Joseph A. Boateng and Amy B.R. Lancellotta).
- Compliance, Risk Management & Regulatory Oversight Committee (member; Chair: Margaret L. Wolff).
- Not listed on Audit Committee, Executive Committee, Dividend Committee, or Closed-End Fund Committee.
- Attendance: Each Board Member attended at least 75% of the Board and applicable committee meetings during the last fiscal year.
- Tenure and term classification: Joined the Funds’ Board in 2021; for Municipal Value (NUV), designated a Class III Board Member with current term expiring at the 2027 annual meeting.
- Board leadership context: Independent Chair of the Board is Robert L. Young (Chair since 2025).
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual retainer (Independent Board Members) | $350,000 | Effective Jan 1, 2025. |
| Committee membership retainers | Audit: $35,000; Compliance: $35,000; Investment: $30,000; Dividend: $25,000; Nominating & Governance: $25,000; Closed-End Funds: $25,000 | Effective Jan 1, 2025; applies per committee membership. |
| Committee chair retainers | Audit: $35,000; Compliance: $35,000; Investment Chair/Co-Chair: $30,000; Dividend/Nominating/Closed-End: $25,000 | Effective Jan 1, 2025; Medero is not a chair. |
| Board Chair retainer | $150,000 | Independent Chair only (Young). |
| Ad hoc meeting fees | $1,000–$2,500 per meeting | Based on length/immediacy. |
| Special assignment committee fees | Chair/Co-Chair: starting $1,250/quarter; Members: starting $5,000/quarter | As applicable. |
| Deferred Compensation Plan | Available to Independent Board Members; account tracked to Nuveen funds’ shares; lump sum or 2–20 year distribution options | Plan mechanics and fund obligations described. |
| Aggregate compensation from NUV (Municipal Value) | $5,304 | Fiscal year ended Oct 31, 2024. |
| Total compensation across Nuveen Funds (Fund Complex) | $461,987 | Aggregate paid to Medero from Nuveen Funds. |
Compensation structure shifted from per-meeting fees (2023) to higher fixed retainers (2024/2025), increasing cash predictability and reducing meeting-based variability.
Performance Compensation
- No performance-based metrics or bonuses disclosed for Independent Board Members; compensation consists of fixed retainer and committee retainers, with optional deferred compensation elections.
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Public company boards (current/past 5 years) | None disclosed for Medero in the NUV proxy biography. |
| Non-profit/academic boards | Baltic-American Freedom Foundation (Director since 2019). |
| Industry associations | SIFMA AMG Steering Committee Chair (2016–2018); MFA committee chair (2010–2012); Federalist Society practice group chair (2010–2022; 2000–2002). |
| Interlocks with competitors/suppliers/customers | Not disclosed; Board Members are independent of TIAA/Nuveen and not “interested persons.” |
Expertise & Qualifications
- Regulatory/legal expertise: Former CFTC General Counsel; partner in derivatives regulation; extensive government relations leadership at BlackRock and Barclays—strong oversight and compliance skill set for fund boards.
- Industry governance experience: Leadership roles in SIFMA, MFA, and Federalist Society practice group; active in policy-shaping forums relevant to asset management.
- Education: B.A. (1975) and J.D. (1978).
Equity Ownership
| Item | Detail |
|---|---|
| Ownership guideline | Each Board Member is expected to invest at least the equivalent of one year of compensation in funds within the Fund Complex (directly or deferred). |
| Beneficial ownership % | Each Board Member’s individual beneficial shareholdings in each Fund were less than 1% of outstanding shares as of June 20, 2025. |
| Deferred fees payable (NUV) | $1,908 attributable to Medero under the Deferred Compensation Plan (Fund: Municipal Value; fiscal year reference per table). |
Section 16(a) compliance: The Funds report that Board Members and officers complied with all applicable filing requirements during the last fiscal year.
Governance Assessment
- Strengths: Independent status; multi-committee engagement across Nominating & Governance, Investment, and Compliance—aligns with governance and risk oversight focus.
- Attendance and engagement: Met the 75%+ attendance threshold across Board and committee meetings, supporting active oversight.
- Expertise fit: Deep regulatory/legal background (CFTC, derivatives, government relations) enhances board effectiveness in compliance and policy-sensitive areas.
- Alignment mechanisms: Board guideline to invest one year of compensation in Fund Complex; optional deferrals tied to Nuveen fund share values support shareholder alignment.
- Compensation structure signals: Transition to higher fixed retainers (from meeting fees) standardizes pay and may improve consistency of engagement; no performance-based director pay disclosed, reducing potential misaligned incentives.
- Potential conflicts: Prior senior roles at BlackRock/Barclays are industry-relevant but the proxy affirms independence from TIAA/Nuveen; no related-party transactions or cross-ownership disclosures involving Medero flagged.
- Red flags: None identified—no delinquent Section 16 reports; no pledging/hedging or related-party transactions disclosed for Medero; not on Audit Committee (neutral—Audit depth covered by other designated financial experts).
Overall, Medero’s regulatory and governance credentials, independent status, and multi-committee participation support investor confidence in Board oversight at NUV, with low interlock/conflict risk based on current disclosures.