Albin F. Moschner
About Albin F. Moschner
Independent Board Member of Nuveen AMT-Free Municipal Value Fund (NUW); year of birth 1952; joined the Nuveen funds Board in 2016. Founder and CEO of Northcroft Partners, LLC (since 2012) with prior C-suite and senior operating roles in wireless and electronics (Leap Wireless: CMO 2004–2008, COO 2008–2011, consultant 2011–2012; Verizon Card Services: President 2000–2003; One Point Communications: President 1999–2000; Zenith Electronics: Director/President/CEO 1995–1996 and Director/President/COO 1994–1995). Education: B.E. in Electrical Engineering (City College of New York, 1974) and M.S. in Electrical Engineering (Syracuse University, 1979). For NUW specifically, he serves as a Class III Board Member; last elected August 8, 2024, with term expiring at the 2027 annual meeting; he is deemed an Independent Board Member under the 1940 Act and exchange listing standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Leap Wireless International, Inc. | Chief Marketing Officer; Chief Operating Officer; Consultant | CMO 2004–2008; COO 2008–2011; Consultant 2011–2012 | Senior operating roles in consumer wireless; operational and management solutions expertise |
| Verizon Communications, Inc. (Verizon Card Services division) | President | 2000–2003 | Led card services; consumer financial product oversight |
| One Point Communications | President, One Point Services | 1999–2000 | Telecom operations leadership |
| Zenith Electronics Corporation | Director, President & CEO; Director, President & COO | CEO 1995–1996; COO 1994–1995 | Consumer electronics executive and board governance experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Northcroft Partners, LLC | Founder & CEO | Since 2012 | Management consulting firm focused on operational, governance solutions |
| USA Technologies, Inc. | Chairman; Director | Chairman 2019; Director 2012–2019 | Electronic payments solutions provider; prior public company board experience |
| Wintrust Financial Corporation | Director | 1996–2016 | Financial services; long-tenured prior public company board role |
| Kellogg School of Management Advisory Boards | Emeritus | 2018; served 1995–2018 | Advisory engagement at leading business school |
| Archdiocese of Chicago Financial Council | Emeritus | 2018; served 2012–2018 | Financial oversight advisory role |
Board Governance
- Independence: All current Board Members, including Moschner, are not “interested persons” under the 1940 Act and are independent under NYSE/NASDAQ standards.
- Class and term (NUW): Class III; last elected August 8, 2024; term runs to 2027 annual meeting (no preferred shares for NUW).
- Committee assignments:
- Closed-End Fund Committee: Chair (focuses on discounts, leverage strategy, repurchases, market dynamics).
- Compliance, Risk Management and Regulatory Oversight Committee: Member.
- Investment Committee: Member.
- Nominating & Governance Committee: Member.
- Not on Audit, Dividend, Executive Committees per current roster.
- Attendance: Each Board Member attended ≥75% of Board and committee meetings during the last fiscal year.
| NUW (AMT-Free Value) Meeting Counts (FY ended Oct 31, 2024) | Number |
|---|---|
| Regular Board Meetings | 4 |
| Special Board Meetings | 8 |
| Executive Committee Meetings | 4 |
| Dividend Committee Meetings | 10 |
| Compliance Committee Meetings | 6 |
| Audit Committee Meetings | 14 |
| Nominating & Governance Committee Meetings | 5 |
| Investment Committee Meetings | 4 |
| Closed-End Fund Committee Meetings | 4 |
Fixed Compensation
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Structure (effective Jan 1, 2025): Annual retainer $350,000; committee membership retainers—Audit $35,000, Compliance $35,000, Investment $30,000, Dividend $25,000, Nominating & Governance $25,000, Closed-End $25,000; chair retainers—Board Chair $150,000, Audit Chair $35,000, Compliance Chair $35,000, Investment Chair/Co-Chair $30,000, Dividend Chair $25,000, Nominating & Governance Chair $25,000, Closed-End Chair $25,000; ad hoc meeting fees $1,000 or $2,500 depending on length/immediacy; special assignment committee fees (Chair/Co-Chair quarterly starting at $1,250; members quarterly starting at $5,000).
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Prior structures:
- Prior to Jan 1, 2025: Annual retainer $350,000; membership retainers Audit $30,000, Compliance $30,000, Investment $20,000, Dividend $20,000, Nominating & Governance $20,000, Closed-End $20,000; chair retainers—Board Chair/Co-Chair $140,000, Audit Chair/Co-Chair $30,000, Compliance Chair/Co-Chair $30,000, Investment Chair/Co-Chair $20,000, Dividend Chair/Co-Chair $20,000, Nominating & Governance Chair/Co-Chair $20,000, Closed-End Chair/Co-Chair $20,000; ad hoc fees $1,000 or $2,500; special assignment quarterly fees (Chair start $1,250; members start $5,000).
- Calendar year 2023 (pre-2024 policy): Annual retainer $210,000; meeting fees varied by committee and whether regular/special (e.g., Board day $7,250; special Board $4,000; Audit/Closed-End/Investment $2,500; Compliance $5,000; Dividend $1,250; other committees $500; IPO pricing $100). Additional retainers: Board Chair $140,000; committee chairs (Audit, Dividend, Compliance, Nominating & Governance, Closed-End, Investment) $20,000; site visit fee $5,000/day; allocations by fund assets.
| Actual Aggregate Compensation Paid by NUW to Moschner (FY) | Amount |
|---|---|
| NUW – AMT-Free Value, FY ended Oct 31, 2024 | $775 |
| Total Compensation from Nuveen Funds Paid to Moschner (Aggregate) | Amount |
|---|---|
| Across Nuveen Funds (as reported) | $481,250 |
- Deferred Compensation Plan: Available to Independent Board Members; Moschner reported $0 deferred fees across Participating Funds in the latest period.
Performance Compensation
| Compensation Element | Metrics/Structure | Disclosure |
|---|---|---|
| Equity awards (RSUs/PSUs), options, performance-based pay | None described for Fund Board Members; compensation is cash retainers, chair/membership retainers, meeting/ad hoc fees; deferral plan mirrors investment in eligible Nuveen funds | No equity grants or performance metrics disclosed in proxy; structure detailed in compensation narrative |
Other Directorships & Interlocks
| Company | Role | Period | Notes |
|---|---|---|---|
| USA Technologies, Inc. | Chairman; Director | Chairman 2019; Director 2012–2019 | Fintech/payments; prior board leadership |
| Wintrust Financial Corporation | Director | 1996–2016 | Banking; prior board role |
- No disclosed shared directorships with NUW’s adviser or service providers for Moschner; related-party exposure table in proxy illustrates holdings for another Board Member (Kenny) in Adviser-related companies, not Moschner.
Expertise & Qualifications
- Deep operating experience in wireless telecom and consumer electronics; founder/operator of a consulting firm specializing in governance and operations.
- Technical credentials: B.E. and M.S. in Electrical Engineering.
- Governance credentials: Prior public company board chairmanship and long-tenured directorship; service on academic and financial advisory boards.
Equity Ownership
- Ownership guideline: Board Members are expected to invest at least the equivalent of one year of compensation in funds within the Fund Complex (directly or on a deferred basis).
- Ownership concentration: Individual beneficial holdings in each Fund are <1% of outstanding; group holdings of Board Members and officers are <1% per Fund.
| Dollar Range of Equity Securities Beneficially Owned (as of May 31, 2025) | Amount |
|---|---|
| NUW (AMT-Free Value) | $0 |
| Municipal High Income (NMZ) | $50,000–$100,000 |
| Aggregate in Family of Registered Investment Companies | Over $100,000 |
| Shares Beneficially Owned (as of May 31, 2025) | Shares |
|---|---|
| NUW (AMT-Free Value) | 0 |
| Municipal High Income (NMZ) | 7,136 |
- Pledging/hedging: No pledging or hedging disclosures for Moschner; none indicated.
Governance Assessment
- Strengths:
- Independent director with substantial operating and governance experience; chairs the Closed-End Fund Committee overseeing discount remediation, leverage strategy, and repurchases—a critical lever for shareholder value in closed-end funds.
- Meets attendance threshold; active participation across multiple committees (Compliance, Investment, Nominating & Governance).
- Board-wide expectation to invest one year of compensation in Fund Complex; Moschner reports “Over $100,000” aggregate fund ownership and $50,000–$100,000 in NMZ, supporting alignment, albeit not specifically in NUW.
- Watch items / potential red flags:
- No NUW share ownership reported (as of May 31, 2025), which may modestly dilute direct alignment with NUW shareholders even though alignment is pursued at the complex level.
- Compensation has shifted to higher fixed retainers and structured committee retainers (2024–2025), increasing guaranteed cash versus meeting-based fees; investors should monitor whether the Closed-End Fund Committee’s discount actions and capital allocation policies robustly tie to outcomes despite lack of performance-linked director pay.
- Conflicts/related party exposure:
- No Moschner-specific related-party transactions or Adviser-affiliate investments disclosed; independence affirmed.
Overall, Moschner’s chairmanship of the Closed-End Fund Committee is a positive governance signal for discount management and market-facing actions; the absence of NUW-specific share ownership and a purely fixed-fee director pay framework warrant continued monitoring of committee effectiveness and fund-specific alignment.