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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

OrganizationRoleTenureCommittees/Impact
Leap Wireless International, Inc.Chief Marketing Officer; Chief Operating Officer; ConsultantCMO 2004–2008; COO 2008–2011; Consultant 2011–2012Senior operating roles in consumer wireless; operational and management solutions expertise
Verizon Communications, Inc. (Verizon Card Services division)President2000–2003Led card services; consumer financial product oversight
One Point CommunicationsPresident, One Point Services1999–2000Telecom operations leadership
Zenith Electronics CorporationDirector, President & CEO; Director, President & COOCEO 1995–1996; COO 1994–1995Consumer electronics executive and board governance experience

External Roles

OrganizationRoleTenureNotes
Northcroft Partners, LLCFounder & CEOSince 2012Management consulting firm focused on operational, governance solutions
USA Technologies, Inc.Chairman; DirectorChairman 2019; Director 2012–2019Electronic payments solutions provider; prior public company board experience
Wintrust Financial CorporationDirector1996–2016Financial services; long-tenured prior public company board role
Kellogg School of Management Advisory BoardsEmeritus2018; served 1995–2018Advisory engagement at leading business school
Archdiocese of Chicago Financial CouncilEmeritus2018; served 2012–2018Financial 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 Meetings4
Special Board Meetings8
Executive Committee Meetings4
Dividend Committee Meetings10
Compliance Committee Meetings6
Audit Committee Meetings14
Nominating & Governance Committee Meetings5
Investment Committee Meetings4
Closed-End Fund Committee Meetings4

Fixed Compensation

  • 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).

  • 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 ElementMetrics/StructureDisclosure
Equity awards (RSUs/PSUs), options, performance-based payNone described for Fund Board Members; compensation is cash retainers, chair/membership retainers, meeting/ad hoc fees; deferral plan mirrors investment in eligible Nuveen fundsNo equity grants or performance metrics disclosed in proxy; structure detailed in compensation narrative

Other Directorships & Interlocks

CompanyRolePeriodNotes
USA Technologies, Inc.Chairman; DirectorChairman 2019; Director 2012–2019Fintech/payments; prior board leadership
Wintrust Financial CorporationDirector1996–2016Banking; 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 CompaniesOver $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.