Michael A. Forrester
About Michael A. Forrester
Independent director born 1967; appointed to the Nuveen Municipal Value Fund (NUV) board effective January 1, 2024 and designated as a Class I nominee with a term expiring at the 2028 annual meeting . Background includes CEO (2014–2021) and COO (2007–2014) roles at Copper Rock Capital Partners, with prior board membership at CREF and TIAA Separate Account VA-1 (2007–2023) . Education: B.A., Washington and Lee University . He is deemed an Independent Board Member and not an “interested person” under the 1940 Act; he has never been an employee or director of TIAA or Nuveen or any affiliate .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Copper Rock Capital Partners, LLC | Chief Executive Officer | 2014–2021 | Led investment firm operations |
| Copper Rock Capital Partners, LLC | Chief Operating Officer | 2007–2014 | Operational leadership |
| Copper Rock Capital Partners, LLC | Board Member | 2007–2021 | Governance oversight |
| College Retirement Equities Fund (CREF) | Trustee | 2007–2023 | Oversight of investment program |
| TIAA Separate Account VA-1 | Management Committee Member | 2007–2023 | Product management oversight |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Aflac Incorporated | Director | Since 2025 | Public company board service |
| Investment Company Institute – Independent Directors Council | Governing Council Member | Since 2020 | Industry governance forum |
| Dexter Southfield School | Trustee | Since 2019 | Non-profit board service |
Board Governance
- Independence: Not an “interested person”; independent per NYSE/NASDAQ standards .
- Class/Term for NUV: Class I nominee; term to 2028 annual meeting .
- Board structure: Unitary board with independent Chair (Robert L. Young) .
- Committees (membership):
- Compliance, Risk Management and Regulatory Oversight Committee (member)
- Nominating & Governance Committee (member)
- Investment Committee (member)
- Not on Audit Committee , Closed-End Fund Committee , Executive or Dividend Committee
- Attendance: Each Board Member (including Forrester) attended at least 75% of Board and applicable committee meetings in the last fiscal year .
| Committee/Body (NUV row) | FY Regular Board Mtgs | FY Special Board Mtgs | Compliance Committee Mtgs | Nominating & Governance Mtgs | Investment Committee Mtgs |
|---|---|---|---|---|---|
| Municipal Value (NUV) | 4 | 8 | 6 | 5 | 4 |
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual retainer (Independent Board Members) | $350,000 | Effective January 1, 2025 |
| Compliance Committee membership retainer | $35,000 | Member (Forrester) |
| Investment Committee membership retainer | $30,000 | Member (Forrester) |
| Nominating & Governance Committee membership retainer | $25,000 | Member (Forrester) |
| Ad hoc meeting fees | $1,000–$2,500 per meeting | Based on length/immediacy |
| Special assignment committee fees | Chair/Co-Chair: from $1,250/quarter; Members: from $5,000/quarter | As applicable |
| Total compensation from Nuveen funds (FY reported) | $480,750 | Includes allocations across funds; see table |
NUV-specific aggregate compensation:
- Municipal Value (NUV) aggregate compensation paid to Forrester: $3,802 .
Performance Compensation
| Element | Disclosure/Status |
|---|---|
| Performance cash bonus | Not used; director pay is retainers/fees |
| Equity awards (RSUs/PSUs) | Not used; directors do not receive equity from funds |
| Option awards | Not used |
| Performance metrics (revenue, EBITDA, TSR, ESG) | Not applicable to director compensation |
| Clawbacks/COC provisions | Not disclosed/applicable for independent directors |
Other Directorships & Interlocks
| Company | Role | Overlap/Interlock |
|---|---|---|
| Aflac Incorporated | Director (Forrester) since 2025 | Interlock: Thomas J. Kenny is also a Director and Chair of Finance & Investment Committee at Aflac |
Expertise & Qualifications
- Investment management operations leadership (CEO/COO at Copper Rock) .
- Mutual fund governance experience (CREF and VA-1) .
- Industry governance engagement (IDC Governing Council) .
- Education: B.A., Washington and Lee University .
Equity Ownership
| Measure | Forrester |
|---|---|
| NUV (Municipal Value) fund shares owned | 0 |
| Dollar range in NUV (Municipal Value) | $0 |
| Aggregate dollar range across all registered investment companies overseen | Over $100,000 |
| Beneficial ownership % of any individual Fund | <1% for each Fund (as of June 20, 2025) |
| Board policy: expected investment equal to one year of compensation in the Fund Complex | Policy exists; individual compliance not precisely disclosed |
Deferred compensation elections (illustrative amounts credited as though invested in Nuveen funds; payable):
- Municipal Value: $3,802 (Forrester)
- Additional fund examples: AMT-Free Quality $11,833; Quality Income $9,406
Governance Assessment
- Strengths: Independent status; active committee participation in Compliance, Investment, and Nominating & Governance; attendance at or above 75% threshold; meaningful fund-complex exposure via deferred compensation and aggregate holdings; industry governance role at IDC .
- Compensation structure: Predominantly fixed retainers with no equity/options or performance-based metrics, aligning director oversight incentives with time/engagement rather than short-term performance targets .
- Potential conflicts: No related-party holdings disclosed for Forrester in entities under common control with the Adviser; independence affirmed; note interlock at Aflac with fellow NUV board member Thomas J. Kenny (network consideration, not necessarily a conflict) .
- Red flags: None observed in Section 16 compliance (Fund reports compliance), no hedging/pledging or related-party transactions disclosed for Forrester; ownership is disclosed only in coarse ranges, so policy compliance with “one-year compensation” cannot be verified from public ranges .
Implications: Forrester’s profile suggests solid fund-governance expertise and independence with broad committee engagement. The pay mix is fixed and committee-based, reducing pay-for-performance distortion but also requiring separate assessment of director effectiveness via meeting cadence and oversight outcomes; interlocks should be monitored for potential information flow and alignment considerations at Aflac .