Amy B. R. Lancellotta
About Amy B. R. Lancellotta
Independent director of Nuveen Municipal Credit Income Fund (NZF) since 2021; year of birth 1959. Former Managing Director of the Independent Directors Council (IDC) at the Investment Company Institute (ICI) from 2006–2019 after various ICI roles since 1989; earlier, associate at two Washington, D.C. law firms. Education: B.A., Pennsylvania State University (1981); J.D., George Washington University Law School (1984). Oversees 217 portfolios across the Nuveen fund complex and is currently independent (not an “interested person”) of the Adviser and its affiliates.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Investment Company Institute – Independent Directors Council (IDC) | Managing Director | 2006–2019 | Led governance, policy, education for fund independent directors; advised on regulatory/board issues. |
| Investment Company Institute (ICI) | Various positions | 1989–2006 | Fund governance policy and industry engagement. |
| Washington, D.C. law firms | Associate | Pre-1989 | Legal practice experience prior to ICI. |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| Jewish Coalition Against Domestic Abuse (JCADA) | President; Director | 2023 (President); 2020 (Director) | Non-profit board leadership; no commercial interlock risk. |
Board Governance
| Attribute | Details |
|---|---|
| Independence | Independent Board Member (never an employee/director of TIAA/Nuveen or affiliates). |
| Board class/term | Class I or II director; term runs to 2026 annual meeting (for applicable funds). |
| Committee roles | Co-Chair, Investment Committee; Member, Audit Committee; Member, Dividend Committee; Member, Nominating & Governance Committee. Not on Executive, Compliance, or Closed-End Fund Committees. |
| Attendance | Each Board Member attended ≥75% of Board and committee meetings during the last fiscal year. |
| Board leadership | Independent Chair: Robert L. Young (Chair since 2025). |
NZF (Credit Income) meeting cadence last FY:
| Meeting Type | Count |
|---|---|
| Regular Board | 4 |
| Special Board | 8 |
| Executive Committee | 4 |
| Dividend Committee | 10 |
| Compliance, Risk & Regulatory Oversight | 6 |
| Audit Committee | 14 |
| Nominating & Governance | 5 |
| Investment Committee | 4 |
| Closed-End Fund Committee | 4 |
Fixed Compensation
Board-level structure (effective Jan 1, 2025):
| Component | Amount |
|---|---|
| Annual retainer (Independent Board Member) | $350,000 |
| Committee membership retainers | Audit $35,000; Compliance $35,000; Investment $30,000; Dividend $25,000; Nominating & Governance $25,000; Closed-End Funds $25,000. |
| Committee chair retainers | 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 Funds Chair $25,000. |
| Ad hoc meeting fees | $1,000 or $2,500 depending on length/immediacy. |
Context – 2024 structure (prior to Jan 1, 2025):
| Component | Amount |
|---|---|
| Annual retainer | $350,000 |
| Committee membership retainers | Audit $30,000; Compliance $30,000; Investment $20,000; Dividend $20,000; Nominating & Governance $20,000; Closed-End Funds $20,000. |
| Committee chair retainers | Audit Chair $30,000; Compliance Chair $30,000; Investment Chair/Co-Chair $20,000; Dividend/Nominating/Closed-End Chairs $20,000. |
Individual compensation disclosure:
| Measure | Amount/Period |
|---|---|
| NZF (Credit Income) – Aggregate compensation paid to Lancellotta (FY ended Oct 31, 2024) | $11,003 |
| Total compensation from Nuveen Funds paid to Lancellotta (aggregate) | $469,250 |
Other notes:
- No retirement or pension plans; a Deferred Compensation Plan is available to Independent Board Members.
Performance Compensation
| Element | Disclosure |
|---|---|
| Bonus/Performance cash | None disclosed for directors (comp is retainer- and fee-based). |
| Stock/Option awards | None disclosed for directors. |
| Deferred compensation | Available; deferrals notionally tracked to eligible Nuveen funds. Example: NZF (Credit Income) deferred fees ascribed to Lancellotta totaled $3,716 for FY ended Oct 31, 2024. |
| Performance metrics tied to director pay | None disclosed. |
| Clawbacks/COC/severance | Not applicable to independent directors; none disclosed. |
Other Directorships & Interlocks
| Company/Organization | Type | Role | Interlock/Conflict Notes |
|---|---|---|---|
| Public company directorships | — | None disclosed | No public company boards listed for Lancellotta. |
| JCADA | Non-profit | President; Director | No issuer/customer/supplier conflict indicated. |
No tabled related-party holdings for Lancellotta in entities under common control with the Adviser (example related-party table shows holdings for another director, not Lancellotta).
Expertise & Qualifications
- 30+ years fund governance and regulatory experience via IDC/ICI; legal training (J.D.) and leadership of the IDC serving independent directors.
- Co-Chair of the Investment Committee, indicating active oversight of performance and portfolio risk; member of Audit and Nominating & Governance committees.
- Not designated as an “audit committee financial expert” (designation applies to Boateng, Nelson, Starr, and Young).
Equity Ownership
| Measure | Value |
|---|---|
| NZF (Credit Income) shares owned by Lancellotta (as of May 31, 2025) | 0 shares |
| NZF dollar range of equity | $0 |
| Aggregate range across all Nuveen registered investment companies overseen | Over $100,000 |
| Ownership % of NZF | Each Board Member’s individual beneficial holdings in each Fund <1% (as of June 20, 2025). |
| Ownership guideline | Board principle expects each director to invest at least one year of compensation in fund complex; exact compliance by individual not determinable from dollar-range disclosures. |
Section 16(a) compliance: the Funds report compliance with applicable filing requirements for Board Members and officers in the last fiscal year.
Governance Assessment
Strengths
- Deep fund governance pedigree (former IDC head) and legal/regulatory expertise; independent status with no employment ties to Adviser/affiliates.
- High engagement: ≥75% attendance; serves on multiple key committees; Co-Chair of Investment Committee supports robust oversight of performance and leverage/hedging use.
- Transparent, structured board pay; availability of deferred comp aligns director interests with fund complex performance; no equity/options or pensions that could misalign incentives.
Watch items / potential red flags
- No direct NZF share ownership (0 shares; $0 range) may be viewed as weaker single-fund alignment, though aggregate complex ownership is “Over $100,000” and the board principle targets at least one year of compensation—compliance cannot be confirmed from ranges.
- Not designated an “audit committee financial expert” (others cover that competency), which is mitigated by diverse committee composition.
No indications in proxy of: related-party transactions tied to Lancellotta; hedging/pledging; legal proceedings; tax gross-ups; option repricing; or adverse Section 16 compliance.
Appendix: Committee Membership Snapshot (Current)
| Committee | Role | Chair |
|---|---|---|
| Investment | Member; Co-Chair | Co-Chair: Boateng; Co-Chair: Lancellotta |
| Audit | Member | Chair: Nelson |
| Dividend | Member | Chair: Thornton |
| Nominating & Governance | Member | Chair: Young |
| Executive | Not a member | Chair: Young |
| Compliance, Risk & Regulatory Oversight | Not a member | Chair: Wolff |
| Closed-End Fund | Not a member | Chair: Moschner |