UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-05642
Nuveen Multi-Market Income Fund
(Exact name of registrant as specified in charter)
Nuveen Investments
333 West Wacker Drive
Chicago, Illinois 60606
(Address of principal executive offices) (Zip code)
Mark L. Winget
Nuveen Investments
333 West Wacker Drive
Chicago, Illinois 60606
(Name and address of agent for service)
Registrant’s telephone number, including area code: (312) 917-7700
Date of fiscal year end: June 30
Date of reporting period: June 30, 2024
| Item 1. | Reports to Stockholders. |
Nuveen
Multi-Market
Income
Fund
JMM
Important
Notices
3
Discussion
of
Fund
Performance
4
Common
Share
Information
6
About
the
Fund’s
Benchmark
7
Fund
Performance,
Leverage
and
Holdings
Summaries
9
Report
of
Independent
Registered
Public
Accounting
Firm
11
Portfolio
of
Investments
12
Statement
of
Assets
and
Liabilities
21
Statement
of
Operations
22
Statement
of
Changes
in
Net
Assets
23
Statement
of
Cash
Flows
24
Financial
Highlights
26
Notes
to
Financial
Statements
28
Shareholder
Update
37
Important
Tax
Information
57
Shareholder
Meeting
Report
58
Additional
Fund
Information
59
Glossary
of
Terms
Used
in
this
Report
60
Statement
Regarding
Basis
for
Approval
of
Investment
Advisory
Contract
61
Board
Members
&
Officers
68
Manangement
Fees:
As
of
May
1,
2024,
the
Fund’s
overall
complex-level
fee
begins
at
a
maximum
rate
of
0.1600%
of
the
Fund’s
average
daily
net
assets,
with
breakpoints
for
eligible
complex-level
assets
above
$124.3
billion.
Discussion
of
Fund
Performance
Nuveen
Multi-Market
Income
Fund
(JMM)
The
Nuveen
Multi-Market
Income
Fund
(JMM)
features
portfolio
management
by
Nuveen
Asset
Management,
LLC
(NAM),
an
affiliate
of
Nuveen
Fund
Advisors,
LLC,
the
Fund’s
investment
adviser.
The
Fund’s
portfolio
managers
are
Jason
J.
O’Brien,
CFA,
and
Peter
L.
Agrimson,
CFA.
Below
is
a
discussion
of
the
Fund’s
performance
and
the
factors
that
contributed
and
detracted
during
the
twelve-month
reporting
period
ended
June
30,
2024.
For
more
information
on
the
Fund’s
investment
objectives
and
policies,
please
refer
to
the
Shareholder
Update
section
at
the
end
of
the
report.
Nuveen
Multi-Market
Income
Fund
(JMM)
What
factors
affected
markets
during
the
reporting
period?
•
The
U.S.
economy
performed
better
than
expected
despite
persistent
inflationary
pressures
and
the
higher-for-longer
rates
narrative
throughout
the
twelve-month
period
ended
June
30,
2024.
The
Federal
Reserve
(Fed)
increased
its
target
fed
funds
rate
in
July
2023,
bringing
the
range
to
5.25%
to
5.50%.
Despite
the
outlook
for
rate
cuts
at
the
beginning
of
2024,
rates
were
left
unchanged
at
subsequent
Fed
meetings
throughout
the
period
because
of
a
lack
of
progress
on
reducing
inflation.
•
Uncertainty
surrounding
the
direction
of
Fed
monetary
policy
led
to
significant
volatility
in
the
bond
market.
Yields
rose
substantially
at
the
longer
end
of
the
U.S.
Treasury
yield
curve
over
the
period,
and
the
curve
remained
inverted
as
it
has
been
since
July
2022.
Mortgage
market
volatility
also
persisted,
and
mortgage
rates
initially
rose
before
moderating
as
the
period
progressed.
•
Rising
rates
generally
weighed
negatively
on
the
returns
of
longer-duration
fixed
income
securities,
but
the
backdrop
of
favorable
economic
growth
supported
spread
sectors,
which
generally
outperformed
U.S.
Treasuries
during
the
period.
What
key
strategies
were
used
to
manage
the
Fund
during
the
reporting
period?
•
The
Fund
maintained
broad
exposures
across
the
securitized
and
corporate
sectors
of
the
credit
market.
•
Within
the
securitized
sector,
the
Fund
maintained
out-of-benchmark
allocations
to
esoteric
asset-backed
securities
(ABS),
commercial
mortgage-backed
securities
(CMBS)
and
non-agency
mortgage-backed
securities
(MBS).
•
The
Fund’s
overall
credit
quality
increased,
primarily
through
additional
purchases
of
investment
grade
corporate
bonds.
•
Given
that
valuations
generally
appeared
stretched
in
high
yield
corporate
bonds,
the
Fund
maintained
an
underweight
to
that
sector
during
the
period.
•
The
Fund’s
duration,
or
interest
rate
sensitivity,
modestly
increased
and
ended
the
period
longer
than
the
JMM
Blended
Benchmark’s
duration.
How
did
the
Fund
perform
and
what
factors
affected
relative
performance?
For
the
twelve-month
reporting
period
ended
June
30,
2024,
JMM
returned
6.48%.
The
Fund
outperformed
the
JMM
Blended
Benchmark,
which
returned
3.91%.
The
JMM
Blended
Benchmark
consists
of:
1)
75%
of
the
Bloomberg
U.S.
Government/Mortgage
Bond
Index
and
2)
25%
of
the
Bloomberg
U.S.
Corporate
High
Yield
Bond
Index.
Top
contributors
to
relative
performance
•
An
out-of-benchmark
allocation
to
preferred
securities
and
an
overweight
to
investment
grade
corporate
bonds,
both
of
which
generally
outperformed
U.S.
Treasuries
and
higher
quality
agency
MBS.
•
Security
selection
within
the
MBS
allocation.
•
An
out-of-benchmark
allocation
to
ABS
as
the
sector
rallied
throughout
the
reporting
period
based
on
the
outlook
for
an
economic
soft
landing
in
the
U.S.
•
An
out-of-benchmark
allocation
to
CMBS
as
spreads
generally
tightened
during
the
reporting
period,
following
the
underperformance
during
the
previous
reporting
period.
•
The
Fund's
use
of
leverage
contributed
to
relative
performance
over
the
reporting
period.
In
addition,
the
Fund's
use
of
leverage
was
accretive
to
overall
common
share
income.
Top
detractors
from
relative
performance
•
Interest
rate
futures.
During
the
reporting
period,
the
Fund
used
U.S.
Treasury
futures
as
part
of
an
overall
portfolio
construction
strategy
to
manage
portfolio
duration
and
yield
curve
exposure.
•
An
underweight
to
high
yield
corporate
bonds
as
it
was
one
of
the
top-performing
fixed
income
sectors
during
the
generally
risk-on
reporting
period.
This
material
is
not
intended
to
be
a
recommendation
or
investment
advice,
does
not
constitute
a
solicitation
to
buy,
sell
or
hold
a
security
or
an
investment
strategy,
and
is
not
provided
in
a
fiduciary
capacity.
The
information
provided
does
not
take
into
account
the
specific
objectives
or
circumstances
of
any
particular
investor,
or
suggest
any
specific
course
of
action.
Investment
decisions
should
be
made
based
on
an
investor’s
objectives
and
circumstances
and
in
consultation
with
his
or
her
advisors.
Certain
statements
in
this
report
are
forward-looking
statements.
Discussions
of
specific
investments
are
for
illustration
only
and
are
not
intended
as
recommendations
of
individual
investments.
The
forward-looking
statements
and
other
views
expressed
herein
are
those
of
the
portfolio
managers
as
of
the
date
of
this
report.
Actual
future
results
or
occurrences
may
differ
significantly
from
those
anticipated
in
any
forward-looking
statements,
and
the
views
expressed
herein
are
subject
to
change
at
any
time,
due
to
numerous
market
and
other
factors.
The
Fund
disclaims
any
obligation
to
update
publicly
or
revise
any
forward-looking
statements
or
views
expressed
herein.
For
financial
reporting
purposes,
the
ratings
disclosed
are
the
highest
rating
given
by
one
of
the
following
national
rating
agencies:
Standard
&
Poor’s
Group
(S&P),
Moody’s
Investors
Service,
Inc.
(Moody’s)
or
Fitch,
Inc.
(Fitch).
This
treatment
of
split-rated
securities
may
differ
from
that
used
for
other
purposes,
such
as
for
Fund
investment
policies.
Credit
ratings
are
subject
to
change.
AAA,
AA,
A
and
BBB
are
investment
grade
ratings,
while
BB,
B,
CCC,
CC,
C
and
D
are
below
investment
grade
ratings.
Holdings
designated
N/R
are
not
rated
by
these
national
rating
agencies.
Bond
insurance
guarantees
only
the
payment
of
principal
and
interest
on
the
bond
when
due,
and
not
the
value
of
the
bonds
themselves,
which
will
fluctuate
with
the
bond
market
and
the
financial
success
of
the
issuer
and
the
insurer.
Insurance
relates
specifically
to
the
bonds
in
the
portfolio
and
not
to
the
share
prices
of
a
Fund.
No
representation
is
made
as
to
the
insurers’
ability
to
meet
their
commitments.
Refer
to
the
Glossary
of
Terms
Used
in
this
Report
for
further
definition
of
the
terms
used
within
this
section.
DISTRIBUTION
INFORMATION
The
following
information
regarding
the
Fund’s
distributions
is
current
as
of
June
30,
2024,
the
Fund’s
fiscal
and
tax
year
end,
and
may
differ
from
previously
issued
distribution
notifications.
The
Fund’s
distribution
policy,
which
may
be
changed
by
the
Board,
is
to
make
regular
monthly
cash
distributions
to
holders
of
its
common
shares
(stated
in
terms
of
a
fixed
cents
per
common
share
dividend
distribution
rate
which
may
be
set
from
time
to
time).
The
Fund
intends
to
distribute
all
or
substantially
all
of
its
net
investment
income
each
year
through
its
regular
monthly
distribution
and
to
distribute
realized
capital
gains
at
least
annually.
In
addition,
in
any
monthly
period,
to
maintain
its
declared
per
common
share
distribution
amount,
the
Fund
may
distribute
more
or
less
than
its
net
investment
income
during
the
period.
In
the
event
the
Fund
distributes
more
than
its
net
investment
income
during
any
yearly
period,
such
distributions
may
also
include
realized
gains
and/or
a
return
of
capital.
To
the
extent
that
a
distribution
includes
a
return
of
capital
the
NAV
per
share
may
erode.
For
additional
information,
refer
to
the
distribution
information
section
below
and
in
the
Notes
to
Financial
Statements
herein.
Actual
amounts
and
sources
for
tax
reporting
purposes
will
be
determined
as
of
the
Fund’s
fiscal
year-end
and
reported
to
shareholders
on
Form
1099-DIV.
The
following
table
provides
the
sources
of
distributions
and
may
include
amounts
attributed
to
realized
gains
and/or
returns
of
capital.
A
return
of
capital
may
occur,
for
example,
when
some
or
all
of
the
money
that
you
invested
in
a
Fund
is
paid
back
to
you.
A
return
of
capital
distribution
does
not
necessarily
reflect
a
Fund’s
investment
performance
and
should
not
be
confused
with
“yield”
or
“income.”
The
Fund
attributes
these
estimates
equally
to
each
regular
distribution
throughout
the
year.
The
amounts
and
sources
of
distributions
reported
in
this
notice
are
for
financial
reporting
purposes
and
are
not
being
provided
for
tax
reporting
purposes.
The
actual
amounts
and
character
of
the
distributions
for
tax
reporting
purposes
will
be
reported
to
shareholders
on
Form
1099-DIV,
which
will
be
sent
to
shareholders
shortly
after
calendar
year-end.
Because
distribution
source
estimates
are
updated
throughout
the
current
fiscal
year
based
on
a
Fund’s
performance,
those
estimates
may
differ
from
both
the
tax
information
reported
to
you
in
your
Fund’s
1099
statement,
as
well
as
the
ultimate
economic
sources
of
distributions
over
the
life
of
your
investment.
The
figures
in
the
table
below
provide
the
sources
of
distributions
and
may
include
amounts
attributed
to
realized
gains
and/or
returns
of
capital.
More
details
about
the
Fund’s
distributions
are
available
on
www.nuveen.com/en-us/
closed-
end-funds.
NUVEEN
CLOSED-END
FUND
DISTRIBUTION
AMOUNTS
The
Nuveen
Closed-End
Funds’
monthly
and
quarterly
periodic
distributions
to
shareholders
are
posted
on
www.nuveen.com
and
can
be
found
on
Nuveen’s
enhanced
closed-end
fund
resource
page,
which
is
at
https://www.nuveen.com/resource-center-
closed-end-funds,
along
with
other
Nuveen
closed-end
fund
product
updates.
To
ensure
timely
access
to
the
latest
information,
shareholders
may
use
a
subscribe
function,
which
can
be
activated
at
this
web
page
(https://www.nuveen.com/subscriptions).
COMMON
SHARE
REPURCHASES
The
Fund's
Board
of
Trustees
authorized
an
open-market
share
repurchase
program,
allowing
the
Fund
to
repurchase
and
retire an
aggregate
of
up
to
approximately
10%
of
its
outstanding
common
shares.
During
the
current
reporting
period,
the
Fund
did
not
repurchase
any
of
its
outstanding
common
shares.
As
of
June
30,
2024,
and
since
the
inception
of
the
Fund’s
repurchase
program,
the
Fund
has
cumulatively
repurchased
and
retired
its
outstanding
common
shares
as
shown
in
the
accompanying
table.
Data
as
of
June
30,
2024
Fiscal
YTD
Percentage
of
Distributions
Fiscal
YTD
Per
Share
Amounts
Latest
Declared
Distribution
Net
Investment
Income
Realized
Gains
Return
of
Capital
Total
Distributions
Net
Investment
Income
Realized
Gains
Return
of
Capital
0.0275
94.84%
0.00%
5.16%
$0.3300
$0.3130
$0.0000
$0.0170
JMM
Common
shares
cumulatively
repurchased
and
retired
1,800
Common
shares
authorized
for
repurchase
945,000
Bloomberg
U.S.
Corporate
High
Yield
Bond
Index:
An
index
designed
to
measure
the
performance
of
the
USD-
denominated,
fixed
rate
corporate
high
yield
bond
market.
Index
returns
assume
reinvestment
of
distributions,
but
do
not
reflect
any
applicable
sales
charges
or
management
fees.
Bloomberg
U.S.
Government/Mortgage
Bond
Index:
An
index
designed
to
measure
the
performance
of
U.S.
Treasury
securities
and
agency
mortgage-backed
securities
(MBS).
Index
returns
assume
reinvestment
of
distributions,
but
do
not
reflect
any
applicable
sales
charges
or
management
fees.
JMM
Blended
Benchmark:
Consists
of:
1)
25%
Bloomberg
U.S.
Corporate
High
Yield
Bond
Index
(defined
herein),
and
2)
75%
Bloomberg
U.S.
Government/Mortgage
Bond
Index
(defined
herein).
Index
returns
assume
reinvestment
of
distributions,
but
do
not
reflect
any
applicable
sales
charges
or
management
fees.
Fund
Performance,
Leverage
and
Holdings
Summaries
The
Fund
Performance,
Leverage
and
Holding
Summaries
for
each
Fund
are
shown
below
within
this
section
of
the
report.
Fund
Performance
Performance
data
for
each
Fund
shown
below
represents
past
performance
and
does
not
predict
or
guarantee
future
results.
Current
performance
may
be
higher
or
lower
than
the
data
shown.
Returns
do
not
reflect
the
deduction
of
taxes
that
shareholders
may
have
to
pay
on
Fund
distributions
or
upon
the
sale
of
Fund
shares.
Returns
at
NAV
are
net
of
Fund
expenses,
and
assume
reinvestment
of
distributions.
Comparative
index
return
information
is
provided
for
the
Fund’s
shares
at
NAV
only.
Indexes
are
not
available
for
direct
investment.
Total
returns
for
a
period
of
less
than
one
year
are
not
annualized
(i.e.
cumulative
returns).
Since
inception
returns
are
shown
for
share
classes
that
have
less
than
10-years
of
performance.
For
performance,
current
to
the
most
recent
month-end
visit
Nuveen.com
or
call
(800)
257-8787.
Impact
of
Leverage
One
important
factor
impacting
the
returns
of
the
Fund’s
common
shares
relative
to
its
comparative
benchmark
was
the
Fund’s
use
of
leverage
through
reverse
repurchase
agreements.
The
Fund
uses
leverage
because
our
research
has
shown
that,
over
time,
leveraging
provides
opportunities
for
additional
income.
The
opportunity
arises
when
short-term
rates
that
a
Fund
pays
on
its
leveraging
instruments
are
lower
than
the
interest
the
Fund
earns
on
its
portfolio
securities
that
it
has
bought
with
the
proceeds
of
that
leverage.
However,
use
of
leverage
can
expose
Fund
common
shares
to
additional
price
volatility.
When
the
Fund
uses
leverage,
the
Fund’s
common
shares
will
experience
a
greater
increase
in
their
net
asset
value
if
the
securities
acquired
through
the
use
of
leverage
increase
in
value,
but
will
also
experience
a
correspondingly
larger
decline
in
their
net
asset
value
if
the
securities
acquired
through
leverage
decline
in
value.
All
this
will
make
the
shares’
total
return
performance
more
variable
over
time.
In
addition,
common
share
income
in
levered
funds
will
typically
decrease
in
comparison
to
unlevered
funds
when
short-term
interest
rates
increase
and
increase
when
short-term
interest
rates
decrease.
In
recent
quarters,
fund
leverage
expenses
have
generally
tracked
the
overall
movement
of
short-term
interest
rates.
While
fund
leverage
expenses
are
higher
than
their
prior
year
lows,
leverage
nevertheless
continues
to
provide
the
opportunity
for
incremental
common
share
income,
particularly
over
longer-
term
periods.
Leverage
Ratios
“Effective
Leverage”
is
a
Fund’s
effective
economic
leverage,
and
includes
both
regulatory
leverage
and
the
leverage
effects
of
certain
derivative
and
other
investments
in
a
Fund’s
portfolio
that
increase
the
Fund’s
investment
exposure.
“Regulatory
Leverage”
consists
of
preferred
shares
or
borrowings
of
a
Fund.
Regulatory
Leverage
is
a
part
of
a
Fund’s
capital
structure.
Regulatory
leverage
is
subject
to
asset
coverage
limits
set
forth
in
the
Investment
Company
Act
of
1940.
A
Fund,
however,
may
from
time
to
time
borrow
for
temporary
purposes,
typically
on
a
transient
basis
in
connection
with
its
day-to-day
operations,
primarily
in
connection
with
the
need
to
settle
portfolio
trades.
Such
temporary
borrowings
are
excluded
from
the
calculation
of
a
Fund’s
Effective
Leverage
and
Regulatory
Leverage
ratios.
Holding
Summaries
The
Holdings
Summaries
data
relates
to
the
securities
held
in
each
Fund’s
portfolio
of
investments
as
of
the
end
of
this
reporting
period.
It
should
not
be
construed
as
a
measure
of
performance
for
the
Fund
itself.
Holdings
are
subject
to
change.
Refer
to
the
Fund’s
Portfolio
of
Investments
for
individual
security
information.
For
financial
reporting
purposes,
the
ratings
disclosed
are
the
highest
rating
given
by
one
of
the
following
national
rating
agencies:
Standard
&
Poor’s,
Moody’s
Investors
Service,
Inc.
or
Fitch,
Inc.
This
treatment
of
split-rated
securities
may
differ
from
that
used
for
other
purposes,
such
as
for
Fund
investment
policies.
Credit
ratings
are
subject
to
change.
AAA,
AA,
A
and
BBB
are
investment
grade
ratings;
BB,
B,
CCC,
CC,
C
and
D
are
below
investment
grade
ratings.
Holdings
designated
N/R
are
not
rated
by
these
national
rating
agencies.
Nuveen
Multi-Market
Income
Fund
Fund
Performance,
Leverage
and
Holdings
Summaries
June
30,
2024
Performance*
*For
purposes
of
Fund
performance,
relative
results
are
measured
against
the
JMM
Blended
Benchmark.
The
Fund’s
Blended
Benchmark
consists
of:
1)
25%
Bloomberg
U.S.
Corporate
High
Yield
Bond
Index
and
2)
75%
Bloomberg
U.S.
Government/Mortgage
Bond
Index.
Daily
Common
Share
NAV
and
Share
Price
Growth
of
an
Assumed
$10,000
Investment
as
of June
30,
2024
-
Common
Share
Price
Total
Returns
as
of
June
30,
2024
Average
Annual
Inception
Date
1-Year
5-Year
10-Year
JMM
at
Common
Share
NAV
12/30/88
6.48%
0.48%
2.03%
JMM
at
Common
Share
Price
12/30/88
8.87%
1.09%
2.90%
Bloomberg
U.S.
Government/Mortgage
Bond
Index
—
1.80%
(0.66)%
0.92%
JMM
Blended
Benchmark
—
3.90%
0.54%
1.81%
Common
Share
NAV
Common
Share
Price
Premium/(Discount)
to
NAV
Average
Premium/(Discount)
to
NAV
$6.45
$5.97
(7.44)%
(7.91)%
Fund
Performance,
Leverage
and
Holdings
Summaries
June
30,
2024
(continued)
Leverage
and
Holdings
Leverage
Effective
Leverage
27.96%
Regulatory
Leverage
0.00%
Fund
Allocation
(%
of
net
assets)
Mortgage-Backed
Securities
60.7%
Corporate
Bonds
36.0%
Asset-Backed
Securities
32.9%
Contingent
Capital
Securities
2.5%
Sovereign
Debt
1.4%
Variable
Rate
Senior
Loan
Interests
1.0%
$1,000
Par
(or
similar)
Institutional
Preferred
0.4%
Repurchase
Agreements
2.8%
Other
Assets
&
Liabilities,
Net
1.4%
Reverse
Repurchase
Agreements,
including
accrued
interest
(39.1)%
Net
Assets
100%
Bond
Credit
Quality
(%
of
total
long-term
investments)
AAA
19.9%
AA
7.7%
A
11.6%
BBB
31.3%
BB
or
Lower
22.8%
N/R
(not
rated)
6.7%
Total
100%
Portfolio
Composition
1
(%
of
total
investments)
Mortgage-Backed
Securities
44.1%
Asset-Backed
Securities
23.9%
Banks
5.4%
Equity
Real
Estate
Investment
Trusts
(REITs)
2.7%
Financial
Services
2.3%
Energy
2.2%
Other
17.3%
Repurchase
Agreements
2.1%
Total
100%
1
See
the
Portfolio
of
Investments
for
the
remaining
industries/sectors
comprising “Other”
and
not
listed
in
the
table
above.
Report
of
Independent
Registered
Public
Accounting
Firm
To
the
Shareholders
and
Board
of
Trustees
Nuveen
Multi-Market
Income
Fund:
Opinion
on
the
Financial
Statements
We
have
audited
the
accompanying
statement
of
assets
and
liabilities
of
Nuveen
Multi-Market
Income
Fund
(the
Fund),
including
the
portfolio
of
investments,
as
of
June 30, 2024,
the
related
statements
of
operations
and
cash
flows
for
the
year
then
ended,
the
statements
of
changes
in
net
assets
for
each
of
the
years
in
the
two-year
period
then
ended,
and
the
related
notes
(collectively,
the
financial
statements)
and
the
financial
highlights
for
each
of
the
years
in
the
five-year
period
then
ended.
In
our
opinion,
the
financial
statements
and
financial
highlights
present
fairly,
in
all
material
respects,
the
financial
position
of
the
Fund
as
of
June 30, 2024,
the
results
of
its
operations
and
its
cash
flows
for
the
year
then
ended,
the
changes
in
its
net
assets
for
each
of
the
years
in
the
two-year
period
then
ended,
and
the
financial
highlights
for
each
of
the
years
in
the
five-year
period
then
ended,
in
conformity
with
U.S.
generally
accepted
accounting
principles.
Basis
for
Opinion
These
financial
statements
and
financial
highlights
are
the
responsibility
of
the
Fund's
management.
Our
responsibility
is
to
express
an
opinion
on
these
financial
statements
and
financial
highlights
based
on
our
audits.
We
are
a
public
accounting
firm
registered
with
the
Public
Company
Accounting
Oversight
Board
(United
States)
(PCAOB)
and
are
required
to
be
independent
with
respect
to
the
Fund
in
accordance
with
the
U.S.
federal
securities
laws
and
the
applicable
rules
and
regulations
of
the
Securities
and
Exchange
Commission
and
the
PCAOB.
We
conducted
our
audits
in
accordance
with
the
standards
of
the
PCAOB.
Those
standards
require
that
we
plan
and
perform
the
audit
to
obtain
reasonable
assurance
about
whether
the
financial
statements
and
financial
highlights
are
free
of
material
misstatement,
whether
due
to
error
or
fraud.
Our
audits
included
performing
procedures
to
assess
the
risks
of
material
misstatement
of
the
financial
statements
and
financial
highlights,
whether
due
to
error
or
fraud,
and
performing
procedures
that
respond
to
those
risks.
Such
procedures
included
examining,
on
a
test
basis,
evidence
regarding
the
amounts
and
disclosures
in
the
financial
statements
and
financial
highlights.
Such
procedures
also
included
confirmation
of
securities
owned
as
of
June 30, 2024,
by
correspondence
with
custodians
and
brokers;
when
replies
were
not
received
from
brokers,
we
performed
other
auditing
procedures.
Our
audits
also
included
evaluating
the
accounting
principles
used
and
significant
estimates
made
by
management,
as
well
as
evaluating
the
overall
presentation
of
the
financial
statements
and
financial
highlights.
We
believe
that
our
audits
provide
a
reasonable
basis
for
our
opinion.
/s/
KPMG
LLP
We
have
served
as
the
auditor
of
one
or
more
Nuveen
investment
companies
since
2014.
Chicago,
Illinois
August
27,
2024
Nuveen
Multi-Market
Income
Fund
Portfolio
of
Investments
June
30,
2024
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
LONG-TERM
INVESTMENTS
-
134.9%
(97.9%
of
Total
Investments)
X–
MORTGAGE-BACKED
SECURITIES
-
60.7%
(44.1%
of
Total
Investments)
X
37,025,775
$
37
Alternative
Loan
Trust
2004-J2,
2004
J2
6.500%
3/25/34
$
36,721
400
Benchmark
2018-B2
Mortgage
Trust,
2018
B2
4.084%
2/15/51
371,041
1,150
Benchmark
2019-B9
Mortgage
Trust,
2019
B9
3.751%
3/15/52
1,074,649
375
(b),(c)
BX
Trust
2023-DELC,
(TSFR1M
reference
rate
+
0.033%
spread),
2023
DELC
8.668%
5/15/38
377,171
250
(c)
Century
Plaza
Towers
2019-CPT,
2019
CPT
3.097%
11/13/39
179,858
150
Citigroup
Commercial
Mortgage
Trust
2014-GC23,
2014
GC23
4.578%
7/10/47
148,972
425
Citigroup
Commercial
Mortgage
Trust
2015-GC29,
2015
GC29
4.274%
4/10/48
401,613
600
(c)
Citigroup
Commercial
Mortgage
Trust
2016-P5,
2016
P5
3.000%
10/10/49
331,378
241
Citigroup
Commercial
Mortgage
Trust
2019-GC41,
2019
GC41
3.502%
8/10/56
197,663
46
(c)
Citigroup
Global
Markets
Mortgage
Securities
VII
Inc,
2003
1
6.000%
9/25/33
25,619
500
(c)
COMM
2013-LC13
Mortgage
Trust,
2013
LC13
5.571%
8/10/46
413,141
775
COMM
2015-CCRE22
Mortgage
Trust,
2015
CR22
4.200%
3/10/48
692,631
450
COMM
2015-CCRE25
Mortgage
Trust,
2015
CR25
4.668%
8/10/48
433,617
540
COMM
2015-CCRE26
Mortgage
Trust,
2015
CR26
4.613%
10/10/48
485,636
108
COMM
2015-LC23
Mortgage
Trust,
2015
LC23
4.696%
10/10/48
102,397
750
(b),(c)
Connecticut
Avenue
Securities
Trust
2021-R02,
(SOFR30A
reference
rate
+
2.000%
spread),
2021
R02
7.335%
11/25/41
756,407
500
(b),(c)
Connecticut
Avenue
Securities
Trust
2022-R01,
(SOFR30A
reference
rate
+
1.900%
spread),
2022
R01
7.235%
12/25/41
506,446
560
(b),(c)
Connecticut
Avenue
Securities
Trust
2022-R03,
(SOFR30A
reference
rate
+
6.250%
spread),
2022
R03
11.585%
3/25/42
623,019
145
(b),(c)
Connecticut
Avenue
Securities
Trust
2022-R03,
(SOFR30A
reference
rate
+
3.500%
spread),
2022
R03
8.835%
3/25/42
152,808
400
(b),(c)
Connecticut
Avenue
Securities
Trust
2022-R04,
(SOFR30A
reference
rate
+
3.100%
spread),
2022
R04
8.435%
3/25/42
417,163
1,000
(b),(c)
Connecticut
Avenue
Securities
Trust
2022-R07,
(SOFR30A
reference
rate
+
4.650%
spread),
2022
R07
9.985%
6/25/42
1,085,283
200
(b),(c)
Connecticut
Avenue
Securities
Trust
2023-R01,
(SOFR30A
reference
rate
+
3.750%
spread),
2023
R01
9.085%
12/25/42
214,588
1,500
(b),(c)
Connecticut
Avenue
Securities
Trust
2023-R02,
(SOFR30A
reference
rate
+
3.350%
spread),
2023
R02
8.685%
1/25/43
1,587,175
500
(b),(c)
Connecticut
Avenue
Securities
Trust
2023-R08,
(SOFR30A
reference
rate
+
3.550%
spread),
2023
R08
8.885%
10/25/43
523,558
250
(c)
CSMC
2014-USA
OA
LLC,
2014
USA
4.373%
9/15/37
145,581
90
CSMC
Mortgage-Backed
Trust
2006-7,
2006
7
6.000%
8/25/36
33,169
284
(d)
Fannie
Mae
Pool,
FN
AW4182
3.500%
2/01/44
257,404
1,908
(d)
Fannie
Mae
Pool,
FN
MA4438,
2021
1
2.500%
10/01/51
1,565,156
376
(d)
Fannie
Mae
Pool,
FN
MA4919
5.500%
2/01/53
371,202
8
(d)
Fannie
Mae
Pool,
FN
878059
5.500%
3/01/36
7,548
437
(d)
Fannie
Mae
Pool,
FN
MA4644,
2022
1
4.000%
5/01/52
400,439
951
(d)
Fannie
Mae
Pool,
FN
MA5165
5.500%
10/01/53
937,660
949
Fannie
Mae
Pool,
FN
MA5106
5.000%
8/01/53
917,562
189
(d)
Fannie
Mae
Pool,
FN
BM5839
3.500%
11/01/47
171,893
21
(d)
Fannie
Mae
Pool,
FN
995018
5.500%
6/01/38
20,784
170
Fannie
Mae
Pool,
FN
MA5039
5.500%
6/01/53
167,368
673
(d)
Fannie
Mae
Pool,
FN
BM5126
3.500%
1/01/48
609,540
11
(d)
Fannie
Mae
Pool,
FN
828346
5.000%
7/01/35
10,548
11
(d)
Fannie
Mae
Pool,
FN
882685
6.000%
6/01/36
10,776
487
(d)
Fannie
Mae
Pool,
FN
MA3305
3.500%
3/01/48
438,215
26
(d)
Fannie
Mae
Pool,
FN
766070
5.500%
2/01/34
26,483
6
(d)
Fannie
Mae
Pool,
FN
709700
5.500%
6/01/33
5,602
522
(d)
Fannie
Mae
Pool,
FN
MA4733
4.500%
9/01/52
492,438
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
X–
MORTGAGE-BACKED
SECURITIES
(continued)
$
578
(d)
Fannie
Mae
Pool,
FN
MA4783
4.000%
10/01/52
$
529,146
2,764
(d)
Fannie
Mae
Pool,
FN
CB3234
3.000%
4/01/52
2,369,478
42
Fannie
Mae
REMIC
Trust
2002-W1,
2002
W1
4.587%
2/25/42
41,379
237
Fannie
Mae
REMIC
Trust
2003-W1,
2003
W1
2.502%
12/25/42
120,764
259
(d)
Freddie
Mac
Gold
Pool,
FG
G08566
3.500%
1/01/44
235,346
319
(d)
Freddie
Mac
Gold
Pool,
FG
G18497
3.000%
1/01/29
306,159
5
(d)
Freddie
Mac
Gold
Pool,
FG
C00676
6.500%
11/01/28
5,345
923
(d)
Freddie
Mac
Gold
Pool,
FG
G08528
3.000%
4/01/43
815,530
379
(d)
Freddie
Mac
Gold
Pool,
FG
Q40718
3.500%
5/01/46
343,810
622
(d)
Freddie
Mac
Gold
Pool,
FG
G60138
3.500%
8/01/45
566,992
569
(d)
Freddie
Mac
Gold
Pool,
FG
Q40841
3.000%
6/01/46
498,233
379
(d)
Freddie
Mac
Pool,
FR
RA7402
3.500%
5/01/52
337,806
1,676
(d)
Freddie
Mac
Pool,
FR
RA6766
2.500%
2/01/52
1,387,349
750
(b),(c)
Freddie
Mac
STACR
REMIC
Trust
2022-DNA2,
(SOFR30A
reference
rate
+
2.400%
spread),
2022
DNA2
7.735%
2/25/42
769,532
410
(b),(c)
Freddie
Mac
STACR
REMIC
Trust
2022-DNA3,
(SOFR30A
reference
rate
+
2.900%
spread),
2022
DNA3
8.235%
4/25/42
426,612
750
(b),(c)
Freddie
Mac
STACR
REMIC
Trust
2022-DNA4,
(SOFR30A
reference
rate
+
3.350%
spread),
2022
DNA4
8.685%
5/25/42
788,373
320
(b),(c)
Freddie
Mac
STACR
REMIC
Trust
2022-HQA2,
(SOFR30A
reference
rate
+
0.040%
spread),
2022
HQA2
9.335%
7/25/42
342,174
35
(d)
Ginnie
Mae
I
Pool,
GN
631574
6.000%
7/15/34
36,944
62
(d)
Ginnie
Mae
I
Pool,
GN
604567
5.500%
8/15/33
62,172
642
(b),(c)
GS
Mortgage
Securities
Corp
Trust
2018-TWR,
(TSFR1M
reference
rate
+
1.197%
spread),
2018
TWR
6.526%
7/15/31
532,218
40
(c)
GSMPS
Mortgage
Loan
Trust
2001-2,
2001
2
7.500%
6/19/32
37,266
303
(c)
GSMPS
Mortgage
Loan
Trust
2003-3,
2003
3
7.000%
6/25/43
303,742
232
(c)
GSMPS
Mortgage
Loan
Trust
2005-RP1,
2005
RP1
8.500%
1/25/35
229,196
324
(c)
GSMPS
Mortgage
Loan
Trust
2005-RP2,
2005
RP2
7.500%
3/25/35
309,560
290
(c)
GSMPS
Mortgage
Loan
Trust
2005-RP3,
2005
RP3
7.500%
9/25/35
282,372
187
(c)
GSMPS
Mortgage
Loan
Trust
2005-RP3,
2005
RP3
8.000%
9/25/35
180,028
500
(c)
Hudson
Yards
2019-55HY
Mortgage
Trust,
2019
55HY
3.041%
12/10/41
417,261
95
Impac
Secured
Assets
CMN
Owner
Trust,
2000
3
8.000%
10/25/30
84,721
430
(c)
J.P.
Morgan
Chase
Commercial
Mortgage
Securities
Trust
2018-AON,
2018
AON
4.767%
7/05/31
267,726
185
JP
Morgan
Alternative
Loan
Trust
2006-S1,
2006
S1
6.500%
3/25/36
102,891
500
(c)
JP
Morgan
Chase
Commercial
Mortgage
Securities
Trust
2016-JP4,
2016
JP4
3.513%
12/15/49
359,863
368
(c)
JP
Morgan
Chase
Commercial
Mortgage
Securities
Trust
2019-ICON
UES,
2019
UES
4.343%
5/05/32
353,476
500
(c)
JP
Morgan
Chase
Commercial
Mortgage
Securities
Trust
2020-NNN,
2020
NNN
3.620%
1/16/37
263,850
697
JPMDB
Commercial
Mortgage
Securities
Trust
2016-C4,
2016
C4
3.167%
12/15/49
527,135
500
(c)
JPMDB
Commercial
Mortgage
Securities
Trust
2017-C7,
2017
C7
3.000%
10/15/50
376,085
400
(c)
Manhattan
West
2020-1MW
Mortgage
Trust,
2020
1MW
2.413%
9/10/39
344,970
206
MASTR
Alternative
Loan
Trust
2004-1,
2004
1
7.000%
1/25/34
198,231
110
MASTR
Alternative
Loan
Trust
2004-5,
2004
5
7.000%
6/25/34
108,673
83
MASTR
Asset
Securitization
Trust
2003-11,
2003
11
5.250%
12/25/33
79,241
250
Morgan
Stanley
Bank
of
America
Merrill
Lynch
Trust
2015-
C20,
2015
C20
4.570%
2/15/48
240,270
500
Morgan
Stanley
Bank
of
America
Merrill
Lynch
Trust
2016-
C28,
2016
C28
4.755%
1/15/49
431,344
32
Morgan
Stanley
Mortgage
Loan
Trust
2006-2,
2006
2
5.750%
2/25/36
28,139
500
(c)
MSCG
Trust
2015-ALDR,
2015
ALDR
3.577%
6/07/35
436,933
1,000
(b),(c)
Natixis
Commercial
Mortgage
Securities
Trust
2019-MILE,
(TSFR1M
reference
rate
+
2.829%
spread),
2019
MILE
8.158%
7/15/36
781,465
240
(c)
New
Residential
Mortgage
Loan
Trust
2014-1,
2014
1A
5.972%
1/25/54
233,906
431
(c)
New
Residential
Mortgage
Loan
Trust
2015-2,
2015
2A
5.363%
8/25/55
414,739
485
(c)
RBS
Commercial
Funding
Inc
2013-SMV
Trust,
2013
SMV
3.704%
3/11/31
420,662
135
(c)
SLG
Office
Trust
2021-OVA,
2021
OVA
2.851%
7/15/41
106,428
Nuveen
Multi-Market
Income
Fund
(continued)
Portfolio
of
Investments
June
30,
2024
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
X–
MORTGAGE-BACKED
SECURITIES
(continued)
$
250
(c)
VNDO
Trust
2016-350P,
2016
350P
4.033%
1/10/35
$
232,454
6
Washington
Mutual
MSC
Mortgage
Pass-Through
Certificates
Series
2004-RA3
Trust,
2004
RA3
5.664%
8/25/38
6,367
195
Wells
Fargo
Commercial
Mortgage
Trust
2016-C33,
2016
C33
3.896%
3/15/59
180,734
500
Wells
Fargo
Commercial
Mortgage
Trust
2017-C38,
2017
C38
3.903%
7/15/50
442,763
TOTAL
MORTGAGE-BACKED
SECURITIES
(cost
$40,671,549)
37,025,775
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
X
–
CORPORATE
BONDS
-
36.0%
(26.1%
of
Total
Investments)
X
21,925,793
AUTOMOBILES
&
COMPONENTS
-
1.7%
$
50
Dana
Inc
4.250%
9/01/30
$
43,647
175
(d)
Ford
Motor
Co
3.250%
2/12/32
144,626
200
(d)
Ford
Motor
Credit
Co
LLC
6.950%
3/06/26
203,230
400
(d)
General
Motors
Financial
Co
Inc
3.600%
6/21/30
359,226
100
(d)
Goodyear
Tire
&
Rubber
Co/The
5.250%
4/30/31
91,738
185
(c)
ZF
North
America
Capital
Inc
6.750%
4/23/30
188,411
TOTAL
AUTOMOBILES
&
COMPONENTS
1,030,878
BANKS
-
4.9%
400
(d)
Banco
Santander
SA
2.749%
12/03/30
332,834
475
(d)
Bank
of
America
Corp
5.468%
1/23/35
474,520
60
Citigroup
Inc
6.174%
5/25/34
61,020
200
(c)
Intesa
Sanpaolo
SpA
6.625%
6/20/33
206,168
400
(d)
JPMorgan
Chase
&
Co
2.580%
4/22/32
337,836
300
JPMorgan
Chase
&
Co
3.650%
9/01/72
283,758
175
(d)
JPMorgan
Chase
&
Co
5.766%
4/22/35
179,551
295
M&T
Bank
Corp
3.500%
3/01/73
246,178
200
(c)
Societe
Generale
SA
7.132%
1/19/55
191,430
300
Truist
Financial
Corp
4.800%
3/01/73
294,769
400
Wells
Fargo
&
Co
3.900%
3/15/73
382,770
TOTAL
BANKS
2,990,834
CAPITAL
GOODS
-
2.2%
455
(c),(d)
Albion
Financing
2
Sarl
8.750%
4/15/27
458,468
100
(c)
Alta
Equipment
Group
Inc
9.000%
6/01/29
92,771
350
(d)
Boeing
Co/The
3.250%
2/01/28
320,529
200
(d)
Boeing
Co/The
3.625%
2/01/31
175,045
60
(c)
Chart
Industries
Inc
7.500%
1/01/30
62,002
30
(c)
Gates
Corp/DE
6.875%
7/01/29
30,523
65
(c)
Herc
Holdings
Inc
6.625%
6/15/29
65,912
135
(c),(d)
Windsor
Holdings
III
LLC
8.500%
6/15/30
140,898
TOTAL
CAPITAL
GOODS
1,346,148
COMMERCIAL
&
PROFESSIONAL
SERVICES
-
0.2%
100
(c),(d)
Prime
Security
Services
Borrower
LLC
/
Prime
Finance
Inc
6.250%
1/15/28
98,542
TOTAL
COMMERCIAL
&
PROFESSIONAL
SERVICES
98,542
CONSUMER
DISCRETIONARY
DISTRIBUTION
&
RETAIL
-
1.4%
365
(c),(d)
Asbury
Automotive
Group
Inc
4.625%
11/15/29
337,358
50
(c)
Bath
&
Body
Works
Inc
6.625%
10/01/30
50,156
75
(c)
LCM
Investments
Holdings
II
LLC
4.875%
5/01/29
70,105
500
(c),(d)
Michaels
Cos
Inc/The
7.875%
5/01/29
320,845
50
(c)
Michaels
Cos
Inc/The
5.250%
5/01/28
40,000
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
CONSUMER
DISCRETIONARY
DISTRIBUTION
&
RETAIL
(continued)
$
50
(c)
Velocity
Vehicle
Group
LLC
8.000%
6/01/29
$
51,427
TOTAL
CONSUMER
DISCRETIONARY
DISTRIBUTION
&
RETAIL
869,891
CONSUMER
SERVICES
-
0.8%
200
(c)
Flutter
Treasury
Designated
Activity
Co
6.375%
4/29/29
201,266
150
(c),(d)
Hilton
Domestic
Operating
Co
Inc
5.875%
4/01/29
150,204
50
(c)
Hilton
Grand
Vacations
Borrower
Escrow
LLC
/
Hilton
Grand
Vacations
Borrower
Esc
6.625%
1/15/32
50,234
100
(c)
Six
Flags
Entertainment
Corp
0.000%
4/30/32
101,624
TOTAL
CONSUMER
SERVICES
503,328
ENERGY
-
3.0%
250
(c),(d)
Antero
Midstream
Partners
LP
/
Antero
Midstream
Finance
Corp
6.625%
2/01/32
252,249
90
(c),(d)
Civitas
Resources
Inc
8.375%
7/01/28
94,305
55
(c)
Civitas
Resources
Inc
8.750%
7/01/31
58,902
35
(c)
DT
Midstream
Inc
4.125%
6/15/29
32,335
30
(c)
DT
Midstream
Inc
4.375%
6/15/31
27,325
85
(c),(d)
EQM
Midstream
Partners
LP
6.375%
4/01/29
85,859
50
Genesis
Energy
LP
/
Genesis
Energy
Finance
Corp
7.875%
5/15/32
50,477
200
(c),(d)
MEG
Energy
Corp
5.875%
2/01/29
194,543
125
(c),(d)
Parkland
Corp
4.500%
10/01/29
114,413
315
(c),(d)
Parkland
Corp/Canada
4.625%
5/01/30
287,294
140
(c),(d)
USA
Compression
Partners
LP
/
USA
Compression
Finance
Corp
7.125%
3/15/29
141,065
110
(c),(d)
Venture
Global
LNG
Inc
8.125%
6/01/28
113,324
400
(d)
Williams
Cos
Inc/The
4.900%
3/15/29
394,567
TOTAL
ENERGY
1,846,658
EQUITY
REAL
ESTATE
INVESTMENT
TRUSTS
(REITS)
-
3.8%
650
(d)
Brixmor
Operating
Partnership
LP
4.050%
7/01/30
603,215
200
(d)
Essential
Properties
LP
2.950%
7/15/31
164,540
500
(d)
GLP
Capital
LP
/
GLP
Financing
II
Inc
4.000%
1/15/30
458,099
250
(c),(d)
Iron
Mountain
Inc
5.250%
3/15/28
241,906
75
(c)
Iron
Mountain
Inc
4.500%
2/15/31
67,701
100
(d)
Kite
Realty
Group
Trust
4.750%
9/15/30
95,516
175
(d)
MPT
Operating
Partnership
LP
/
MPT
Finance
Corp
3.500%
3/15/31
114,033
300
(c),(d)
Prologis
Targeted
US
Logistics
Fund
LP
5.500%
4/01/34
300,190
250
(d)
SITE
Centers
Corp
4.250%
2/01/26
247,235
TOTAL
EQUITY
REAL
ESTATE
INVESTMENT
TRUSTS
(REITS)
2,292,435
FINANCIAL
SERVICES
-
2.8%
300
American
Express
Co
3.550%
9/15/72
279,660
300
Bank
of
New
York
Mellon
Corp/The
4.700%
9/20/72
294,710
200
(c),(d)
Block
Inc
6.500%
5/15/32
202,678
250
(c),(d)
Compass
Group
Diversified
Holdings
LLC
5.250%
4/15/29
237,118
300
(c),(d)
Encore
Capital
Group
Inc
8.500%
5/15/30
305,197
215
(c),(d)
FirstCash
Inc
6.875%
3/01/32
214,971
170
(d)
OneMain
Finance
Corp
3.500%
1/15/27
159,281
TOTAL
FINANCIAL
SERVICES
1,693,615
FOOD,
BEVERAGE
&
TOBACCO
-
0.7%
400
(d)
BAT
Capital
Corp
2.726%
3/25/31
337,323
75
(c)
Primo
Water
Holdings
Inc
4.375%
4/30/29
69,095
TOTAL
FOOD,
BEVERAGE
&
TOBACCO
406,418
Nuveen
Multi-Market
Income
Fund
(continued)
Portfolio
of
Investments
June
30,
2024
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
HEALTH
CARE
EQUIPMENT
&
SERVICES
-
0.6%
$
140
(c),(d)
CHS/Community
Health
Systems
Inc
10.875%
1/15/32
$
145,710
50
(c)
CHS/Community
Health
Systems
Inc
5.625%
3/15/27
46,560
60
(c)
Concentra
Escrow
Issuer
Corp
,
(WI/DD)
6.875%
7/15/32
60,790
100
(c),(d)
DaVita
Inc
4.625%
6/01/30
90,363
TOTAL
HEALTH
CARE
EQUIPMENT
&
SERVICES
343,423
INSURANCE
-
1.1%
200
(c)
Ardonagh
Finco
Ltd
7.750%
2/15/31
197,713
165
(c),(d)
Panther
Escrow
Issuer
7.125%
6/01/31
166,886
300
(b),(c)
Vitality
Re
XIV
Ltd
(3-Month
U.S.
Treasury
Bill
reference
rate
+
0.035%
spread)
8.855%
1/05/27
304,650
TOTAL
INSURANCE
669,249
MATERIALS
-
2.1%
240
(c),(d)
EverArc
Escrow
Sarl
5.000%
10/30/29
217,347
375
(c),(d)
NOVA
Chemicals
Corp
5.000%
5/01/25
371,464
60
(c)
Owens-Brockway
Glass
Container
Inc
7.250%
5/15/31
59,896
60
(c)
Sealed
Air
Corp/Sealed
Air
Corp
US
7.250%
2/15/31
61,776
500
(c),(d)
SunCoke
Energy
Inc
4.875%
6/30/29
452,984
120
(c),(d)
Tronox
Inc
4.625%
3/15/29
108,323
TOTAL
MATERIALS
1,271,790
MEDIA
&
ENTERTAINMENT
-
2.2%
200
(c),(d)
CSC
Holdings
LLC
11.250%
5/15/28
174,177
50
(c)
Directv
Financing
LLC
/
Directv
Financing
Co-Obligor
Inc
5.875%
8/15/27
47,029
325
(c),(d)
Gray
Television
Inc
4.750%
10/15/30
195,028
180
(c)
Gray
Television
Inc
10.500%
7/15/29
180,969
200
(c),(d)
LCPR
Senior
Secured
Financing
DAC
5.125%
7/15/29
165,982
135
(c),(d)
Sirius
XM
Radio
Inc
4.000%
7/15/28
121,953
30
(c)
Sirius
XM
Radio
Inc
3.125%
9/01/26
28,225
75
(c)
Univision
Communications
Inc
4.500%
5/01/29
63,035
200
(c)
VZ
Secured
Financing
BV
5.000%
1/15/32
170,534
235
(d)
Warnermedia
Holdings
Inc
4.279%
3/15/32
205,115
TOTAL
MEDIA
&
ENTERTAINMENT
1,352,047
PHARMACEUTICALS,
BIOTECHNOLOGY
&
LIFE
SCIENCES
-
0.4%
75
(c),(d)
Avantor
Funding
Inc
4.625%
7/15/28
71,370
200
(c),(d)
Organon
&
Co
/
Organon
Foreign
Debt
Co-Issuer
BV
5.125%
4/30/31
179,650
TOTAL
PHARMACEUTICALS,
BIOTECHNOLOGY
&
LIFE
SCIENCES
251,020
REAL
ESTATE
MANAGEMENT
&
DEVELOPMENT
-
0.6%
325
(d)
Kennedy-Wilson
Inc
5.000%
3/01/31
265,780
75
Kennedy-Wilson
Inc
4.750%
3/01/29
64,169
TOTAL
REAL
ESTATE
MANAGEMENT
&
DEVELOPMENT
329,949
SEMICONDUCTORS
&
SEMICONDUCTOR
EQUIPMENT
-
0.4%
300
(c),(d)
Broadcom
Inc
2.450%
2/15/31
252,633
TOTAL
SEMICONDUCTORS
&
SEMICONDUCTOR
EQUIPMENT
252,633
SOFTWARE
&
SERVICES
-
1.8%
500
(c),(d)
Ahead
DB
Holdings
LLC
6.625%
5/01/28
473,230
250
(c)
CA
Magnum
Holdings
5.375%
10/31/26
237,926
285
(c),(d)
Open
Text
Corp
3.875%
12/01/29
255,238
150
(d)
Rocket
Software
Inc
9.000%
11/28/28
152,438
TOTAL
SOFTWARE
&
SERVICES
1,118,832
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
TECHNOLOGY
HARDWARE
&
EQUIPMENT
-
0.6%
$
200
(c),(d)
Imola
Merger
Corp
4.750%
5/15/29
$
186,968
200
(c)
Sensata
Technologies
Inc
6.625%
5/31/32
201,431
TOTAL
TECHNOLOGY
HARDWARE
&
EQUIPMENT
388,399
TELECOMMUNICATION
SERVICES
-
1.6%
550
(d)
AT&T
Inc
2.750%
6/01/31
470,962
200
(c),(d)
Iliad
Holding
SASU
6.500%
10/15/26
199,114
350
(d)
T-Mobile
USA
Inc
2.250%
11/15/31
286,052
TOTAL
TELECOMMUNICATION
SERVICES
956,128
TRANSPORTATION
-
0.5%
250
(c)
Brightline
East
LLC
11.000%
1/31/30
227,966
100
(c),(d)
Cargo
Aircraft
Management
Inc
4.750%
2/01/28
92,754
TOTAL
TRANSPORTATION
320,720
UTILITIES
-
2.6%
100
(c),(d)
Ferrellgas
LP
/
Ferrellgas
Finance
Corp
5.875%
4/01/29
92,005
75
(c)
Ferrellgas
LP
/
Ferrellgas
Finance
Corp
5.375%
4/01/26
73,371
300
(d)
Georgia
Power
Co
5.004%
2/23/27
299,053
200
(d)
Suburban
Propane
Partners
LP/Suburban
Energy
Finance
Corp
5.875%
3/01/27
197,915
475
(c),(d)
Superior
Plus
LP
/
Superior
General
Partner
Inc
4.500%
3/15/29
435,895
190
(c),(d)
Talen
Energy
Supply
LLC
8.625%
6/01/30
202,583
300
(d)
Virginia
Electric
and
Power
Co
5.000%
4/01/33
292,034
TOTAL
UTILITIES
1,592,856
TOTAL
CORPORATE
BONDS
(cost
$23,762,937)
21,925,793
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
X–
ASSET-BACKED
SECURITIES
-
32.9%
(23.9%
of
Total
Investments)
X
20,068,176
88
(c)
321
Henderson
Receivables
VI
LLC,
2010
1A
9.310%
7/15/61
$
91,102
500
(b),(c)
ACRE
Commercial
Mortgage
2021-FL4
Ltd,
(TSFR1M
reference
rate
+
0.027%
spread),
2021
FL4
8.046%
12/18/37
478,473
500
(c)
Adams
Outdoor
Advertising
LP,
2023
1
6.967%
7/15/53
517,297
500
(b),(c)
AGL
CLO
19
Ltd,
(TSFR3M
reference
rate
+
0.028%
spread),
2022
19A
8.075%
7/21/35
501,657
400
(b),(c)
AIMCO
CLO
Series
2017-A,
(TSFR3M
reference
rate
+
1.762%
spread),
2017
AA
7.086%
4/20/34
400,253
1,589
(c)
American
Homes
4
Rent
2015-SFR2
Trust,
2015
SFR2,
(I/O)
0.000%
10/17/52
16
11
Bayview
Financial
Mortgage
Pass-Through
Trust
2006-C,
2006
C
6.352%
11/28/36
9,005
399
Capital
Automotive
REIT,
2024
1
0.000%
5/15/54
388,161
500
(c)
CARS-DB4
LP,
2020
1A
4.520%
2/15/50
461,477
500
Carvana
Auto
Receivables
Trust
2022-P3,
2022
P3
5.540%
11/10/28
491,089
899
(c)
CF
Hippolyta
Issuer
LLC,
2020
1
2.600%
7/15/60
753,358
400
(b),(c)
CIFC
Funding
2020-II
Ltd,
(3-Month
LIBOR
reference
rate
+
1.862%
spread),
2020
2A
7.186%
10/20/34
400,403
35
(c)
Commonbond
Student
Loan
Trust
2017-B-GS,
2017
BGS
4.440%
9/25/42
30,486
293
(c)
DB
Master
Finance
LLC,
2021
1A
2.493%
11/20/51
256,899
1,125
(c)
DB
Master
Finance
LLC,
2017
1A
4.030%
11/20/47
1,068,011
1,113
(c)
Domino's
Pizza
Master
Issuer
LLC,
2015
1A
4.474%
10/25/45
1,091,252
146
(c)
Domino's
Pizza
Master
Issuer
LLC,
2017
1A
4.118%
7/25/47
139,396
1,398
(c)
DRIVEN
BRANDS
FUNDING
LLC,
2019
1A
4.641%
4/20/49
1,359,561
400
(b),(c)
Dryden
49
Senior
Loan
Fund,
(TSFR3M
reference
rate
+
1.862%
spread),
2017
49A
7.189%
7/18/30
400,608
500
(c)
Frontier
Issuer
LLC,
2023
1
6.600%
8/20/53
503,001
483
(c)
Hardee's
Funding
LLC,
2020
1A
3.981%
12/20/50
438,515
352
(c)
J.G.
Wentworth
XXXVII
LLC,
2016
1A
5.190%
6/17/69
321,107
Nuveen
Multi-Market
Income
Fund
(continued)
Portfolio
of
Investments
June
30,
2024
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
X–
ASSET-BACKED
SECURITIES
(continued)
$
589
(c)
JGWPT
XXV
LLC,
2012
1A
7.140%
2/15/67
$
596,983
242
(c)
JGWPT
XXVI
LLC,
2012
2A
6.770%
10/17/61
241,327
250
(c)
MetroNet
Infrastructure
Issuer
LLC,
2024
1A
6.230%
4/20/54
252,521
205
Mid-State
Capital
Corp
2005-1
Trust,
2005
1
5.745%
1/15/40
201,790
73
Mid-State
Trust
XI,
2003
11
5.598%
7/15/38
72,103
400
(b),(c)
Neuberger
Berman
CLO
Ltd,
(TSFR3M
reference
rate
+
1.750%
spread),
2024
56A
7.069%
7/24/37
400,538
400
(b),(c)
Neuberger
Berman
Loan
Advisers
CLO
31
Ltd,
(TSFR3M
reference
rate
+
1.812%
spread),
2019
31A
7.136%
4/20/31
400,353
500
(b),(c)
Neuberger
Berman
Loan
Advisers
CLO
48
Ltd,
(TSFR3M
reference
rate
+
1.800%
spread),
2022
48A
7.124%
4/25/36
500,998
235
(c)
Planet
Fitness
Master
Issuer
LLC,
2022
1A
3.251%
12/05/51
220,183
485
(c)
SERVPRO
Master
Issuer
LLC,
2021
1A
2.394%
4/25/51
427,514
267
(c)
Sesac
Finance
LLC,
2019
1
5.216%
7/25/49
259,468
31
(c)
Sierra
Timeshare
2019-3
Receivables
Funding
LLC,
2019
3A
4.180%
8/20/36
31,028
117
(c)
Sierra
Timeshare
2020-2
Receivables
Funding
LLC,
2020
2A
3.510%
7/20/37
114,357
370
(c)
Sonic
Capital
LLC,
2020
1A
3.845%
1/20/50
351,626
350
(c)
Stack
Infrastructure
Issuer
LLC,
2020
1A
1.893%
8/25/45
332,951
208
(c)
Start
II
LTD,
2019
1
5.095%
3/15/44
188,603
38
(c)
Structured
Receivables
Finance
2010-A
LLC,
2010
A
5.218%
1/16/46
37,372
1,000
(c)
Subway
Funding
LLC,
2024
1A
6.028%
7/30/54
1,008,890
295
(c)
Taco
Bell
Funding
LLC,
2021
1A
1.946%
8/25/51
267,983
586
(c)
Taco
Bell
Funding
LLC,
2016
1A
4.970%
5/25/46
574,630
648
(c)
Taco
Bell
Funding
LLC,
2021
1A
2.294%
8/25/51
562,229
250
(c)
VB-S1
Issuer
LLC
-
VBTEL,
2022
1A
4.288%
2/15/52
232,924
562
(c)
Wendy's
Funding
LLC,
2021
1A
2.370%
6/15/51
490,220
388
(c)
Wendy's
Funding
LLC,
2018
1A
3.884%
3/15/48
364,513
447
(c)
Wendy's
Funding
LLC,
2019
1A
3.783%
6/15/49
428,731
985
(c)
Wingstop
Funding
LLC,
2020
1A
2.841%
12/05/50
896,465
175
(c)
Zaxbys
Funding
LLC,
2021
1A
3.238%
7/30/51
155,237
350
(c)
Ziply
Fiber
Issuer
LLC,
2024
1A
6.640%
4/20/54
355,512
TOTAL
ASSET-BACKED
SECURITIES
(cost
$21,015,238)
20,068,176
Principal
Amount
(000)
Description
(a),(e)
Coupon
Maturity
Value
X
–
CONTINGENT
CAPITAL
SECURITIES
-
2.5%
(1.8%
of
Total
Investments)
X
1,513,316
BANKS
-
2.1%
$
200
Banco
Bilbao
Vizcaya
Argentaria
SA
9.375%
N/A
(f)
$
212,863
200
Banco
Santander
SA
9.625%
N/A
(f)
221,701
200
(c)
BNP
Paribas
SA
9.250%
N/A
(f)
212,067
250
(c)
Intesa
Sanpaolo
SpA
7.700%
N/A
(f)
249,356
200
Lloyds
Banking
Group
PLC
7.500%
N/A
(f)
199,928
200
(c)
Societe
Generale
SA
9.375%
N/A
(f)
202,221
TOTAL
BANKS
1,298,136
FINANCIAL
SERVICES
-
0.4%
200
(c)
UBS
Group
AG
9.250%
N/A
(f)
215,180
TOTAL
FINANCIAL
SERVICES
215,180
TOTAL
CONTINGENT
CAPITAL
SECURITIES
(cost
$1,488,883)
1,513,316
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
X
–
SOVEREIGN
DEBT
-
1.4%
(1.0%
of
Total
Investments)
X
880,022
BAHRAIN
-
0.4%
$
250
(c)
Bahrain
Government
International
Bond
7.000%
10/12/28
$
257,280
TOTAL
BAHRAIN
257,280
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
EGYPT
-
0.6%
$
400
(c)
Egypt
Government
International
Bond
5.875%
6/11/25
$
390,548
TOTAL
EGYPT
390,548
TURKEY
-
0.4%
250
Turkiye
Government
International
Bond
5.950%
1/15/31
232,194
TOTAL
TURKEY
232,194
TOTAL
SOVEREIGN
DEBT
(cost
$904,748)
880,022
Principal
Amount
(000)
Description
(a)
Coupon
(g)
Reference
Rate
(g)
Spread
(g)
Maturity
(h)
Value
X
–
VARIABLE
RATE
SENIOR
LOAN
INTERESTS
-
1.0%
(0.7%
of
Total
Investments)
(g)
X
598,523
CAPITAL
GOODS
-
0.4%
$
242
Core
&
Main
LP,
Term
Loan
B
7.339%
SOFR90A
2.000%
7/27/28
$
243,256
TOTAL
CAPITAL
GOODS
243,256
INSURANCE
-
0.3%
160
Alliant
Holdings
Intermediate,
LLC,
Term
Loan
B6
8.830%
SOFR30A
3.500%
11/06/30
160,378
TOTAL
INSURANCE
160,378
MATERIALS
-
0.3%
195
INEOS
Quattro
Holdings
UK
Ltd,
Term
Loan
B,
First
Lien
9.679%
SOFR30A
4.250%
3/29/29
194,889
TOTAL
MATERIALS
194,889
TOTAL
VARIABLE
RATE
SENIOR
LOAN
INTERESTS
(cost
$596,386)
598,523
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
X
–
$1,000
PAR
(OR
SIMILAR)
INSTITUTIONAL
PREFERRED
-
0.4%
(0.3%
of
Total
Investments)
X
260,295
BANKS
-
0.4%
$
250
Citigroup
Inc
7.625%
N/A
(f)
$
260,295
TOTAL
BANKS
260,295
TOTAL
$1,000
PAR
(OR
SIMILAR)
INSTITUTIONAL
PREFERRED
(cost
$249,075)
260,295
TOTAL
LONG-TERM
INVESTMENTS
(cost
$88,688,816)
82,271,900
Principal
Amount
(000)
Description
(a)
Coupon
Maturity
Value
SHORT-TERM
INVESTMENTS
-
2.8% (2.1%
of
Total
Investments)
X
–
REPURCHASE
AGREEMENTS
-
2.8%
(2.1%
of
Total
Investments)
X
1,725,000
$
1,725
(i)
Fixed
Income
Clearing
Corporation
5.270%
7/01/24
$
1,725,000
TOTAL
REPURCHASE
AGREEMENTS
(cost
$1,725,000)
1,725,000
TOTAL
SHORT-TERM
INVESTMENTS
(cost
$1,725,000)
1,725,000
TOTAL
INVESTMENTS
(cost
$90,413,816
)
-
137.7%
83,996,900
REVERSE
REPURCHASE
AGREEMENTS,
INCLUDING
ACCRUED
INTEREST
-
(39.1)%(j)
(23,860,716)
OTHER
ASSETS
&
LIABILITIES,
NET
- 1.4%
859,210
NET
ASSETS
APPLICABLE
TO
COMMON
SHARES
-
100%
$
60,995,394
Nuveen
Multi-Market
Income
Fund
(continued)
Portfolio
of
Investments
June
30,
2024
Investments
in
Derivatives
Interest
Rate
Swaps
-
OTC
Uncleared
Counterparty
Notional
Amount
Fund
Pay/Receive
Floating
Rate
Floating
Rate
Index
Fixed
Rate
(Annualized)
Fixed
Rate
Payment
Frequency
Effective
Date
(a)
Optional
Termination
Date
Maturity
Date
Value
Unrealized
Appreciation
(Depreciation)
CITIGROUP
GLOBAL
MARKETS
INC.
$
17,000,000
Receive
1-Month
LIBOR
1.994%
Monthly
6/01/18
7/01/25
7/01/27
$
554,954
$
554,954
Futures
Contracts
-
Long
Description
Number
of
Contracts
Expiration
Date
Notional
Amount
Value
Unrealized
Appreciation
(Depreciation)
U.S.
Treasury
5-Year
Note
16
9/24
$
1,693,781
$
1,705,250
$
11,469
U.S.
Treasury
Ultra
10-Year
Note
20
9/24
2,243,494
2,270,625
27,131
U.S.
Treasury
Ultra
Bond
48
9/24
5,902,858
6,016,500
113,642
Total
$9,840,133
$9,992,375
$152,242
For
Fund
portfolio
compliance
purposes,
the
Fund’s
industry
classifications
refer
to
any
one
or
more
of
the
industry
sub-classifications
used
by
one
or
more
widely
recognized
market
indexes
or
ratings
group
indexes,
and/or
as
defined
by
Fund
management.
This
definition
may
not
apply
for
purposes
of
this
report,
which
may
combine
industry
sub-classifications
into
sectors
for
reporting
ease.
(a)
All
percentages
shown
in
the
Portfolio
of
Investments
are
based
on
net
assets
applicable
to
common
shares
unless
otherwise
noted.
(b)
Variable
rate
security.
The
rate
shown
is
the
coupon
as
of
the
end
of
the
reporting
period.
(c)
Security
is
exempt
from
registration
under
Rule
144A
of
the
Securities
Act
of
1933,
as
amended.
These
securities
are
deemed
liquid
and
may
be
resold
in
transactions
exempt
from
registration,
which
are
normally
those
transactions
with
qualified
institutional
buyers.
As
of
the
end
of
the
reporting
period,
the
aggregate
value
of
these
securities
is
$49,545,108
or
59.0%
of
Total
Investments.
(d)
Investment,
or
portion
of
investment,
has
been
pledged
to
collateralize
the
net
payment
obligations
for
investments
in
reverse
repurchase
agreements.
As
of
the
end
of
the
reporting
period,
investments
with
a
value
of
$27,539,554
have
been
pledged
as
collateral
for
reverse
repurchase
agreements.
(e)
Contingent
Capital
Securities
(“CoCos”)
are
hybrid
securities
with
loss
absorption
characteristics
built
into
the
terms
of
the
security
for
the
benefit
of
the
issuer.
For
example,
the
terms
may
specify
an
automatic
write-down
of
principal
or
a
mandatory
conversion
into
the
issuer’s
common
stock
under
certain
adverse
circumstances,
such
as
the
issuer’s
capital
ratio
falling
below
a
specified
level.
(f)
Perpetual
security.
Maturity
date
is
not
applicable.
(g)
Senior
loans
generally
pay
interest
at
rates
which
are
periodically
adjusted
by
reference
to
a
base
short-term,
floating
lending
rate
(Reference
Rate)
plus
an
assigned
fixed
rate
(Spread).
These
floating
lending
rates
are
generally
(i)
the
lending
rate
referenced
by
the
Secured
Overnight
Financing
Rate
(“SOFR”),
or
(ii)
the
prime
rate
offered
by
one
or
more
major
United
States
banks.
Senior
loans
may
be
considered
restricted
in
that
the
Fund
ordinarily
is
contractually
obligated
to
receive
approval
from
the
agent
bank
and/or
borrower
prior
to
the
disposition
of
a
senior
loan.
The
rate
shown
is
the
coupon
as
of
the
end
of
the
reporting
period.
(h)
Senior
loans
generally
are
subject
to
mandatory
and/or
optional
prepayment.
Because
of
these
mandatory
prepayment
conditions
and
because
there
may
be
significant
economic
incentives
for
a
borrower
to
prepay,
prepayments
of
senior
loans
may
occur.
As
a
result,
the
actual
remaining
maturity
of
senior
loans
held
may
be
substantially
less
than
the
stated
maturities
shown.
(i)
Agreement
with
Fixed
Income
Clearing
Corporation,
5.270%
dated
6/28/24
to
be
repurchased
at
$1,725,758
on
7/1/24,
collateralized
by
Government
Agency
Securities,
with
coupon
rate
4.000%
and
maturity
date
1/31/31,
valued
at
$1,759,535.
(j)
Reverse
Repurchase
Agreements,
including
accrued
interest
as
a
percentage
of
Total
investments
is
28.4%.
I/O
Interest
only
security
LIBOR
London
Inter-Bank
Offered
Rate
REIT
Real
Estate
Investment
Trust
SOFR
30A
30
Day
Average
Secured
Overnight
Financing
Rate
SOFR
90A
90
Day
Average
Secured
Overnight
Financing
Rate
TSFR
1M
CME
Term
SOFR
1
Month
TSFR
3M
CME
Term
SOFR
3
Month
WI/DD
When-issued
or
delayed
delivery
security.
See
Notes
to
Financial
Statements
Statement
of
Assets
and
Liabilities
See
Notes
to
Financial
Statements.
June
30,
2024
JMM
ASSETS
Long-term
investments,
at
value
†
$
82,271,900
Short-term
investments,
at
value
◊
1,725,000
Cash
70,890
Cash
collateral
at
broker
for
investments
in
futures
contracts
(1)
336,832
Cash
collateral
at
broker
for
investments
in
reverse
repurchase
agreements
(1)
435,344
Unrealized
appreciation
on
interest
rate
swaps
contracts
554,954
Receivables:
Interest
559,845
Investments
sold
51,327
Reclaims
3,788
Other
7,782
Total
assets
86,017,662
LIABILITIES
Cash
collateral
due
to
broker
633,972
Reverse
repurchase
agreements,
including
accrued
interest
23,860,716
Payables:
Management
fees
59,686
Dividends
247,448
Investments
purchased
-
when-issued/delayed-delivery
settlement
60,394
Variation
margin
on
futures
contracts
90,938
Accrued
expenses:
Custodian
fees
50,555
Investor
relations
326
Trustees
fees
1,582
Professional
fees
8,511
Shareholder
reporting
expenses
6,806
Shareholder
servicing
agent
fees
1,334
Total
liabilities
25,022,268
Net
assets
applicable
to
common
shares
$
60,995,394
Common
shares
outstanding
9,462,350
Net
asset
value
("NAV")
per
common
share
outstanding
$
6.45
NET
ASSETS
APPLICABLE
TO
COMMON
SHARES
CONSIST
OF:
Common
shares,
$0.01
par
value
per
share
$
94,624
Paid-in
capital
80,496,940
Total
distributable
earnings
(loss)
(19,596,170)
Net
assets
applicable
to
common
shares
$
60,995,394
Authorized
shares:
Common
Unlimited
†
Long-term
investments,
cost
$
88,688,816
◊
Short-term
investments,
cost
$
1,725,000
(1)
Cash
pledged
to
collateralize
the
net
payment
obligations
for
investments
in
derivatives
and
reverse
repurchase
agreements.
See
Notes
to
Financial
Statements.
Year
Ended
June
30,
2024
JMM
INVESTMENT
INCOME
Interest
$
4,618,893
Total
investment
income
4,618,893
EXPENSES
–
Management
fees
723,329
Shareholder
servicing
agent
fees
7,365
Interest
expense
1,465,924
Trustees
fees
3,112
Custodian
expenses
61,633
Investor
relations
expenses
15,749
Professional
fees
31,671
Shareholder
reporting
expenses
22,116
Stock
exchange
listing
fees
7,538
Other
4,067
Total
expenses
2,342,504
Net
investment
income
(loss)
2,276,389
REALIZED
AND
UNREALIZED
GAIN
(LOSS)
Realized
gain
(loss)
from:
Investments
(
832,672
)
Futures
contracts
(
816,427
)
Swaps
contracts
594,084
Foreign
currency
transactions
(
17,746
)
Net
realized
gain
(loss)
(
1,072,761
)
Change
in
unrealized
appreciation
(depreciation)
on:
Investments
2,823,791
Futures
contracts
93,878
Swaps
contracts
(
367,355
)
Net
change
in
unrealized
appreciation
(depreciation)
2,550,314
Net
realized
and
unrealized
gain
(loss)
1,477,553
Net
increase
(decrease)
in
net
assets
applicable
to
common
shares
from
operations
$
3,753,942
Statement
of
Changes
in
Net
Assets
See
Notes
to
Financial
Statements
JMM
Year
Ended
6/30/24
Year
Ended
6/30/23
OPERATIONS
Net
investment
income
(loss)
$
2,276,389
$
2,097,186
Net
realized
gain
(loss)
(
1,072,761
)
(
1,273,559
)
Net
change
in
unrealized
appreciation
(depreciation)
2,550,314
743,530
Net
increase
(decrease)
in
net
assets
applicable
to
common
shares
from
operations
3,753,942
1,567,157
DISTRIBUTIONS
TO
COMMON
SHAREHOLDERS
Dividends
(
2,961,415
)
(
2,523,986
)
Return
of
Capital
(
161,161
)
(
740,525
)
Total
distributions
(
3,122,576
)
(
3,264,511
)
Net
increase
(decrease)
in
net
assets
applicable
to
common
shares
631,366
(
1,697,354
)
Net
assets
applicable
to
common
shares
at
the
beginning
of
the
period
60,364,028
62,061,382
Net
assets
applicable
to
common
shares
at
the
end
of
the
period
$
60,995,394
$
60,364,028
See
Notes
to
Financial
Statements
The
following
table
provides
a
reconciliation
of
cash
and
cash collateral
at
brokers to
the
Statement
of
Assets
and
Liabilities:
Year
Ended
June
30,
2024
JMM
CASH
FLOWS
FROM
OPERATING
ACTIVITIES
Net
Increase
(Decrease)
in
Net
Assets
Applicable
to
Common
Shares
from
Operations
$
3,753,942
Adjustments
to
reconcile
the
net
increase
(decrease)
in
net
assets
applicable
to
common
shares
from
operations
to
net
cash
provided
by
(used
in)
operating
activities:
Purchases
of
investments
(15,537,343)
Proceeds
from
sale
and
maturities
of
investments
18,146,615
Proceeds
from
(Purchase
of)
short-term
investments,
net
67,762
Amortization
(Accretion)
of
premiums
and
discounts,
net
(3,537)
(Increase)
Decrease
in:
Receivable
for
interest
5,819
Receivable
for
reclaims
(1,619)
Receivable
for
investments
sold
(51,327)
Receivable
for
variation
margin
on
futures
contracts
62,500
Other
assets
(356)
Increase
(Decrease)
in:
Payable
for
interest
45,168
Payable
for
investments
purchased
-
when-issued/delayed-delivery
settlement
(74,606)
Payable
for
variation
margin
on
futures
contracts
90,938
Payable
for
management
fees
(455)
Accrued
custodian
fees
844
Accrued
investor
relations
fees
(211)
Accrued
Trustees
fees
67
Accrued
professional
fees
7,868
Accrued
shareholder
reporting
expenses
(3,294)
Accrued
shareholder
servicing
agent
fees
879
Accrued
other
expenses
(6,446)
Net
realized
(gain)
loss
from
investments
832,672
Net
realized
(gain)
loss
from
foreign
currency
transactions
17,746
Net
realized
(gain)
loss
from
forward
foreign
currency
—
Net
realized
(gain)
loss
from
paydowns
1,334
Net
change
in
unrealized
(appreciation)
depreciation
of
investments
(2,823,791)
Net
change
in
unrealized
(appreciation)
depreciation
of
swaps
contracts
367,355
Net
cash
provided
by
(used
in)
operating
activities
4,898,524
CASH
FLOWS
FROM
FINANCING
ACTIVITIES
Proceeds
from
reverse
repurchase
agreements
14,181,000
(Repayments
of)
reverse
repurchase
agreements
(15,626,850)
Increase
(Decrease)
in:
Cash
collateral
due
to
broker
(250,000)
Cash
distributions
paid
to
common
shareholders
(3,122,396)
Net
cash
provided
by
(used
in)
financing
activities
(4,818,246)
Net
increase
(decrease)
in
Cash
and
Cash
Collateral
at
Brokers
80,278
Cash
and
Cash
Collateral
at
Brokers
at
the
beginning
of
period
762,788
Cash
and
Cash
Collateral
at
Brokers
at
the
end
of
period
$
843,066
SUPPLEMENTAL
DISCLOSURE
OF
CASH
FLOW
INFORMATION
JMM
Cash
paid
for
interest
$
1,397,252
JMM
Cash
$
70,890
Cash
collateral
at
broker
for
investments
in
futures
contracts
336,832
Cash
collateral
at
broker
for
investments
in
reverse
repurchase
agreements
435,344
Total
Cash
and
Cash
Collateral
at
Brokers
$
843,066
The
following
data
is
for
a
common
share
outstanding for
each
fiscal year
end
unless
otherwise
noted:
Investment
Operations
Less
Distributions
to
Common
Shareholders
Common
Share
Common
Share
Net
Asset
Value,
Beginning
of
Period
Net
Investment
Income
(NII)
(Loss)(a)
Net
Realized/
Unrealized
Gain
(Loss)
Total
From
NII
From
Net
Realized
Gains
Return
of
Capital
Total
Net
Asset
Value,
End
of
Period
Share
Price,
End
of
Period
JMM
6/30/24
$
6.38
$
0.24
$
0.16
$
0.40
$
(
0.31
)
$
—
$
(
0.02
)
$
(
0.33
)
$
6.45
$
5.97
6/30/23
6.56
0.22
(
0.05
)
0.17
(
0.27
)
—
(
0.08
)
(
0.35
)
6.38
5.80
6/30/22
7.82
0.24
(
1.14
)
(
0.90
)
(
0.26
)
—
(
0.10
)
(
0.36
)
6.56
6.10
6/30/21
7.48
0.26
0.40
0.66
(
0.32
)
—
—
(
0.32
)
7.82
7.46
6/30/20
8.01
0.30
(
0.48
)
(
0.18
)
(
0.35
)
—
—
(
0.35
)
7.48
6.90
(a)
Based
on
average
shares
outstanding.
(b)
Total
Return
Based
on
Common
Share
NAV
is
the
combination
of
changes
in
common
share
NAV,
reinvested
dividend
income
at
Common
Share
NAV
and
reinvested
capital
gains
distributions
at
NAV,
if
any.
The
last
dividend
declared
in
the
period,
which
is
typically
paid
on
the
first
business
day
of
the
following
month,
is
assumed
to
be
reinvested
at
the
ending
NAV.
The
actual
reinvest
price
for
the
last
dividend
declared
in
the
period
may
often
be
based
on
the
Fund’s
market
price
(and
not
its
NAV),
and
therefore
may
be
different
from
the
price
used
in
the
calculation.
Total
returns
are
not
annualized.
Total
Return
Based
on
Common
Share
Price
is
the
combination
of
changes
in
the
market
price
per
share
and
the
effect
of
reinvested
dividend
income
and
reinvested
capital
gains
distributions,
if
any,
at
the
average
price
paid
per
share
at
the
time
of
reinvestment.
The
last
dividend
declared
in
the
period,
which
is
typically
paid
on
the
first
business
day
of
the
following
month,
is
assumed
to
be
reinvested
at
the
ending
market
price.
The
actual
reinvestment
for
the
last
dividend
declared
in
the
period
may
take
place
over
several
days,
and
in
some
instances
may
not
be
based
on
the
market
price,
so
the
actual
reinvestment
price
may
be
different
from
the
price
used
in
the
calculation.
Total
returns
are
not
annualized.
See
Notes
to
Financial
Statements
Ratios
of
Interest
Expense
to
Average
Net
Assets
Applicable
to
Common
Shares
Common
Share
Supplemental
Data/
Ratios
Applicable
to
Common
Shares
Common
Share
Total
Returns
Ratios
to
Average
Net
Assets
Based
on
Net
Asset
Value(b)
Based
on
Share
Price(b)
Net
Assets,
End
of
Period
(000)
Expenses(c)
Net
Investment
Income
(Loss)(c)
Portfolio
Turnover
Rate
6
.48
%
8
.87
%
$
60,995
3
.91
%
3
.80
%
19
%
2
.59
0
.75
60,364
3
.45
3
.43
18
(
12
.04
)
(
13
.94
)
62,061
1
.68
3
.28
89
9
.13
13
.13
74,041
1
.55
3
.41
107
(
2
.34
)
(
1
.14
)
70,780
2
.24
3
.88
87
(c)
•
Net
Investment
Income
(Loss)
ratios
reflect
income
earned
and
expenses
incurred
on
assets
attributable
to
reverse
repurchase
agreements
(as
described
in
Notes
to
Financial
Statements),
where
applicable.
•
Each
ratio
includes
the
effect
of
all
interest
expenses
paid
and
other
costs
related
to
reverse
repurchase
agreements,
where
applicable,
as
follows:
Notes
to
Financial
Statements
1.
General
Information
Fund
Information:
Nuveen
Multi-Market
Income
Fund
(the
“Fund”)
is
registered
under
the
Investment
Company
Act
of
1940,
as
amended,
as
a
closed-end
management
investment
company.
The
Fund’s
shares
are
listed
on
the
New
York
Stock
Exchange
(“NYSE”)
and
trade
under
the
ticker
symbol
“JMM.”
The
Fund
was
organized
as
a
Massachusetts
business
trust
on
May
27,
2014
(previously
organized
as
a
Virginia
corporation).
Current
Fiscal
Period:
The
end
of
the
reporting
period
for
the
Fund
is
June
30,
2024,
and
the
period
covered
by
these
Notes
to
Financial
Statements
is
the
fiscal
year
ended
June
30,
2024
(the
"current
fiscal
period").
Investment
Adviser
and
Sub-Adviser:
The
Fund’s
investment
adviser
is
Nuveen
Fund
Advisors,
LLC
(the
“Adviser”),
a
subsidiary
of
Nuveen,
LLC
(“Nuveen”).
Nuveen
is
the
investment
management
arm
of
Teachers
Insurance
and
Annuity
Association
of
America
(TIAA).
The
Adviser
has
overall
responsibility
for
management
of
the
Fund,
oversees
the
management
of
the
Fund's
portfolio,
manages
the
Fund’s
business
affairs
and
provides
certain
clerical,
bookkeeping
and
other
administrative
services,
and,
if
necessary,
asset
allocation
decisions.
The
Adviser
has
entered
into
a sub-
advisory
agreement
with
Nuveen
Asset
Management,
LLC,
(the
“Sub-Adviser”),
a
subsidiary
of
the
Adviser,
under
which
the
Sub-Adviser
manages
the
investment
portfolio
of
the
Fund.
Developments
Regarding
the
Fund's
Control
Share
By-Law:
On
October
5,
2020,
the
Fund
and
certain
other
closed-end
funds
in
the
Nuveen
fund
complex
amended
their
by-laws.
Among
other
things,
the
amended
by-laws
included
provisions
pursuant
to
which,
in
summary,
a
shareholder
who
obtains
beneficial
ownership
of
common
shares
in
a
Control
Share
Acquisition
(as
defined
in
the
by-laws)
shall
have
the
same
voting
rights
as
other
common
shareholders
only
to
the
extent
authorized
by
the
other
disinterested
shareholders
(the
“Control
Share
By-Law”).
On
January
14,
2021,
a
shareholder
of
certain
Nuveen
closed-end
funds
filed
a
civil
complaint
in
the
U.S.
District
Court
for
the
Southern
District
of
New
York
(the
“District
Court”)
against
certain
Nuveen
funds
and
their
trustees,
seeking
a
declaration
that
such
funds’
Control
Share
By-Laws
violate
the
1940
Act,
rescission
of
such
fund’s
Control
Share
By-Laws
and
a
permanent
injunction
against
such
funds
applying
the
Control
Share
By-Laws.
On
February
18,
2022,
the
District
Court
granted
judgment
in
favor
of
the
plaintiff’s
claim
for
rescission
of
such
funds’
Control
Share
By-Laws
and
the
plaintiff’s
declaratory
judgment
claim,
and
declared
that
such
funds’
Control
Share
By-Laws
violate
Section
18(i)
of
the
1940
Act.
Following
review
of
the
judgment
of
the
District
Court,
on
February
22,
2022,
the
Fund's
Board
of
Trustees
(the
"Board")
amended
the
Fund’s
bylaws
to
provide
that
the
Fund's
Control
Share
By-Law
shall
be
of
no
force
and
effect
for
so
long
as
the
judgment
of
the
District
Court
is
effective
and
that
if
the
judgment
of
the
District
Court
is
reversed,
overturned,
vacated,
stayed,
or
otherwise
nullified,
the
Fund's
Control
Share
By-Law
will
be
automatically
reinstated
and
apply
to
any
beneficial
owner
of
common
shares
acquired
in
a
Control
Share
Acquisition,
regardless
of
whether
such
Control
Share
Acquisition
occurs
before
or
after
such
reinstatement,
for
the
duration
of
the
stay
or
upon
issuance
of
the
mandate
reversing,
overturning,
vacating
or
otherwise
nullifying
the
judgment
of
the
District
Court.
On
February
25,
2022,
the
Board
and
the
Fund
appealed
the
District
Court’s
decision
to
the
U.S.
Court
of
Appeals
for
the
Second
Circuit.
On
November
30,
2023,
the
U.S.
Court
of
Appeals
for
the
Second
Circuit
upheld
the
opinion
of
the
District
Court.
On
February
28,
2024,
the
Board
of
the
Funds
Amended
and
Restated
By-Laws
to
eliminate
the
“control
share”
provisions.
2.
Significant
Accounting
Policies
The
accompanying
financial
statements
were
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(“U.S.
GAAP”),
which
may
require
the
use
of
estimates
made
by
management
and
the
evaluation
of
subsequent
events.
Actual
results
may
differ
from
those
estimates.
The
Fund
is
an
investment
company
and
follows
accounting
guidance
in
the
Financial
Accounting
Standards
Board
(“FASB”)
Accounting
Standards
Codification
946,
Financial
Services
–
Investment
Companies.
The
net
asset
value
(“NAV”)
for
financial
reporting
purposes
may
differ
from
the
NAV
for
processing
security
and common
share transactions.
The
NAV
for
financial
reporting
purposes
includes
security
and
common
share transactions
through
the
date
of
the
report.
Total
return
is
computed
based
on
the
NAV
used
for
processing
security
and
common
share transactions.
The
following
is
a
summary
of
the
significant
accounting
policies
consistently
followed
by
the
Fund.
Compensation:
The Fund
pays
no compensation
directly
to
those
of its
officers,
all
of
whom
receive
remuneration
for
their
services
to the Fund
from
the
Adviser
or
its
affiliates.
The
Board
has
adopted
a
deferred
compensation
plan
for
independent
trustees
that
enables
trustees
to
elect
to
defer
receipt
of
all
or
a
portion
of
the
annual
compensation
they
are
entitled
to
receive
from
certain
Nuveen-advised
funds.
Under
the
plan,
deferred
amounts
are
treated
as
though
equal
dollar
amounts
had
been
invested
in
shares
of
select
Nuveen-advised
funds.
Distributions
to
Common
Shareholders:
Distributions
to
common shareholders
are
recorded
on
the
ex-dividend
date.
The
amount,
character
and
timing
of
distributions
are
determined
in
accordance
with
federal
income
tax
regulations,
which
may
differ
from
U.S.
GAAP.
The
Funds’
distribution
policy,
which
may
be
changed
by
the
Board,
is
to
make
regular
monthly
cash
distributions
to
holders
of
their
common
shares
(stated
in
terms
of
a
fixed
cents
per
common
share
dividend
distributions
rate
which
may
be
set
from
time
to
time).
Each
Fund
intends
to
distribute
all
or
substantially
all
of
its
net
investment
income
each
year through
its
regular
monthly
distribution
and
to
distribute
realized
capital
gains
at
least
annually.
In
addition,
in
any
monthly
period,
to
maintain
its
declared
per
common
share
distribution
amount,
a
Fund
may
distribute
more
or
less
than
its
net
investment
income
during
the
period.
In
the
event
a
Fund
distributes
more
than
its
net
investment
income
during
any
yearly
period,
such
distributions
may
also
include
realized
gains
and/or
a
return
of
capital.
To
the
extent
that
a
distribution
includes
a
return
of
capital
the
NAV
per
share
may
erode.
Indemnifications:
Under
the
Fund’s
organizational
documents,
its
officers
and
trustees
are
indemnified
against
certain
liabilities
arising
out
of
the
performance
of
their
duties
to
the
Fund.
In
addition,
in
the
normal
course
of
business,
the Fund
enters
into
contracts
that
provide
general
indemnifications
to
other
parties.
The
Fund’s
maximum
exposure
under
these
arrangements
is
unknown
as
this
would
involve
future
claims
that
may
be
made
against
the Fund
that
have
not
yet
occurred.
However,
the Fund
has
not
had
prior
claims
or
losses
pursuant
to
these
contracts
and
expects
the
risk
of
loss
to
be
remote.
Investments
and
Investment
Income:
Securities
transactions
are
accounted
for
as
of
the
trade
date
for
financial
reporting
purposes.
Realized
gains
and
losses
on
securities
transactions
are
based
upon
the
specific
identification
method.
Dividend
income
is
recorded
on
the
ex-dividend
date
or,
for
foreign
securities,
when
information
is
available.
Non-cash
dividends
received
in
the
form
of
stock,
if
any,
are
recognized
on
the
ex-dividend
date
and
recorded
at
fair
value.
Interest
income,
which
reflects
the
amortization
of
premiums
and
includes
accretion
of
discounts
for
financial
reporting
purposes,
is
recorded
on
an
accrual
basis.
Interest
income
also
reflects
payment-in-kind
(“PIK”)
interest,
fees
earned
from
reverse
repurchase
agreements
and
paydown
gains
and
losses,
if
any.
PIK
interest
represents
income
received
in
the
form
of
securities
in
lieu
of
cash.
Fees
earned
from
reverse
repurchase
agreements
are
further
described
in
later
in
these
Notes
to
Financial
Statements.
Netting
Agreements:
In
the
ordinary
course
of
business,
the
Fund
may
enter
into
transactions
subject
to
enforceable
International
Swaps
and
Derivatives
Association,
Inc.
(ISDA)
master
agreements
or
other
similar
arrangements
(“netting
agreements”).
Generally,
the
right
to
offset
in
netting
agreements
allows the
Fund
to
offset
certain
securities
and
derivatives
with
a
specific
counterparty,
when
applicable,
as
well
as
any
collateral
received
or
delivered
to
that
counterparty
based
on
the
terms
of
the
agreements.
Generally,
the
Fund
manages
its
cash
collateral
and
securities
collateral
on
a
counterparty
basis.
With
respect
to
certain
counterparties,
in
accordance
with
the
terms
of
the
netting
agreements,
collateral
posted
to
the
Fund
is
held
in
a
segregated
account
by
the
Fund's
custodian
and/or
with
respect
to
those
amounts
which
can
be
sold
or
repledged,
are
presented
in
the
Fund's
Portfolio
of
Investments
or
Statement
of
Assets
and
Liabilities.
The
Fund’s
investments
subject
to
netting
agreements
as
of
the
end
of
the
reporting
period,
if
any,
are
further
described
later
in
these
Notes
to
Financial
Statements.
New
Accounting
Pronouncement:
In
June
2022,
the
FASB
issued
ASU
2022-03
to
clarify
the
guidance
in
Topic
820,
Fair
Value
Measurement
(“Topic
820”).
The
amendments
in
ASU
2022-03
affect
all
entities
that
have
investments
in
equity
securities
measured
at
fair
value
that
are
subject
to
a
contractual
sale
restriction.
ASU
2022-03
(1)
clarifies
the
guidance
in
Topic
820,
when
measuring
the
fair
value
of
an
equity
security
subject
to
contractual
restrictions
that
prohibit
the
sale
of
an
equity
security,
(2)
amends
a
related
illustrative
example,
and
(3)
introduces
new
disclosure
requirements
for
equity
securities
subject
to
contractual
sale
restrictions
that
are
measured
at
fair
value
in
accordance
with
Topic
820.
For
public
business
entities,
the
amendments
in
ASU
2022-03
are
effective
for
fiscal
years
beginning
after
December
15,
2023,
and
interim
periods
within
those
fiscal
years.
For
all
other
entities,
the
amendments
are
effective
for
fiscal
years
beginning
after
December
15,
2024,
and
interim
periods
within
those
fiscal
years.
Early
adoption
is
permitted
for
both
interim
and
annual
financial
statements
that
have
not
yet
been
issued
or
made
available
for
issuance.
During
the
current
fiscal
period,
the Fund
adopted
the
new
guidance
and
there
was
no
material
impact
to
the
Fund.
3.
Investment
Valuation
and
Fair
Value
Measurements
The
Fund's
investments
in
securities
are
recorded
at
their
estimated
fair
value
utilizing
valuation
methods
approved
by
the
Adviser,
subject
to
oversight
of
the Board.
Fair
value
is
defined
as
the
price
that
would
be
received
upon
selling
an
investment
or
transferring
a
liability
in
an
orderly
transaction
to
an
independent
buyer
in
the
principal
or
most
advantageous
market
for
the
investment.
U.S.
GAAP
establishes
the
three-tier
hierarchy
which
is
used
to
maximize
the
use
of
observable
market
data
and
minimize
the
use
of
unobservable
inputs
and
to
establish
classification
of
fair
value
measurements
for
disclosure
purposes.
Observable
inputs
reflect
the
assumptions
market
participants
would
use
in
pricing
the
asset
or
liability.
Observable
inputs
are
based
on
market
data
obtained
from
sources
independent
of
the
reporting
entity.
Unobservable
inputs
reflect
management’s
assumptions
about
the
assumptions
market
participants
would
use
in
pricing
the
asset
or
liability.
Unobservable
inputs
are
based
on
the
best
information
available
in
the
circumstances.
The
following
is
a
summary
of
the
three-tiered
hierarchy
of
valuation
input
levels.
Level
1
–
Inputs
are
unadjusted
and
prices
are
determined
using
quoted
prices
in
active
markets
for
identical
securities.
Level
2
–
Prices
are
determined
using
other
significant
observable
inputs
(including
quoted
prices
for
similar
securities,
interest
rates,
credit
spreads,
etc.).
Level
3
–
Prices
are
determined
using
significant
unobservable
inputs
(including
management’s
assumptions
in
determining
the
fair
value
of
investments).
A
description
of
the
valuation
techniques
applied
to
the
Fund's
major
classifications
of
assets
and
liabilities
measured
at
fair
value
follows:
Prices
of
fixed-income
securities
are
generally
provided
by
pricing
services
approved
by
the
Adviser,
which
is
subject
to
review
by
the
Adviser
and
oversight
of
the
Board. Pricing
services
establish
a
security’s
fair
value
using
methods
that
may
include
consideration
of
the
following:
yields
or
prices
of
investments
of
comparable
quality,
type
of
issue,
coupon,
maturity
and
rating,
market
quotes
or
indications
of
value
from
security
dealers,
evaluations
of
anticipated
cash
flows
or
collateral,
general
market
conditions
and
other
information
and
analysis,
including
the
obligor’s
credit
characteristics
considered
relevant.
In
pricing
certain
securities,
particularly
less
liquid
and
lower
quality
securities,
pricing
services
may
consider
information
about
a
security,
its
issuer
or
market
activity
provided
by
the
Adviser.
These
securities
are
generally
classified
as
Level
2.
Repurchase
agreements
are
valued
at
contract
amount
plus
accrued
interest,
which
approximates
market
value.
These
securities
are
generally
classified
as
Level
2.
Futures
contracts
are
valued
using
the
closing
settlement
price
or,
in
the
absence
of
such
a
price,
the
last
traded
price
and
are
generally
classified
as
Level
1.
Notes
to
Financial
Statements
(continued)
Swap
contracts
are
marked-to-market
daily
based
upon
a
price
supplied
by
a
pricing
service.
Swaps
are
generally
classified
as
Level
2.
For
any
portfolio
security
or
derivative
for
which
market
quotations
are
not
readily
available
or
for
which
the
Adviser
deems
the
valuations
derived
using
the
valuation
procedures
described
above
not
to
reflect
fair
value,
the
Adviser
will
determine
a
fair
value
in
good
faith
using
alternative
procedures
approved
by
the
Adviser,
subject
to
the
oversight
of
the
Board.
As
a
general
principle,
the
fair
value
of
a
security
is
the
amount
that
the
owner
might
reasonably
expect
to
receive
for
it
in
a
current
sale.
A
variety
of
factors
may
be
considered
in
determining
the
fair
value
of
such
securities,
which
may
include
consideration
of
the
following:
yields
or
prices
of
investments
of
comparable
quality,
type
of
issue,
coupon,
maturity
and
rating,
market
quotes
or
indications
of
value
from
security
dealers,
evaluations
of
anticipated
cash
flows
or
collateral,
general
market
conditions
and
other
information
and
analysis,
including
the
obligor’s
credit
characteristics
considered
relevant.
To
the
extent
the
inputs
are
observable
and
timely,
the
values
would
be
classified
as
Level
2;
otherwise
they
would
be
classified
as
Level
3.
The
following
table
summarizes
the
market
value
of
the
Fund's
investments
as
of
the
end
of
the
reporting
period,
based
on
the
inputs
used
to
value
them:
4.
Portfolio
Securities
Repurchase
Agreements:
In
connection
with
transactions
in
repurchase
agreements,
it
is the
Fund's
policy
that
its
custodian
take
possession
of
the
underlying
collateral
securities,
the
fair
value
of
which
exceeds
the
principal
amount
of
the
repurchase
transaction,
including
accrued
interest,
at
all
times.
If
the
counterparty
defaults,
and
the
fair
value
of
the
collateral
declines,
realization
of
the
collateral
may
be
delayed
or
limited.
The
following
table
presents
the
repurchase
agreements
for
the
Fund
that
are
subject
to
netting
agreements
as
of
the
end
of
the
reporting
period,
and
the
collateral
delivered
related
to
those
repurchase
agreements.
Zero
Coupon
Securities:
A
zero
coupon
security
does
not
pay
a
regular
interest
coupon
to
its
holders
during
the
life
of
the
security.
Income
to
the
holder
of
the
security
comes
from
accretion
of
the
difference
between
the
original
purchase
price
of
the
security
at
issuance
and
the
par
value
of
the
security
at
maturity
and
is
effectively
paid
at
maturity.
The
market
prices
of
zero
coupon
securities
generally
are
more
volatile
than
the
market
prices
of
securities
that
pay
interest
periodically.
Purchases
and
Sales:
Long-term
purchases
and
sales
during
the
current
fiscal
period
were
as
follows:
JMM
Level
1
Level
2
Level
3
Total
Long-Term
Investments:
Mortgage-Backed
Securities
$
–
$
37,025,775
$
–
$
37,025,775
Corporate
Bonds
–
21,925,793
–
21,925,793
Asset-Backed
Securities
–
20,068,176
–
20,068,176
Contingent
Capital
Securities
–
1,513,316
–
1,513,316
Sovereign
Debt
–
880,022
–
880,022
Variable
Rate
Senior
Loan
Interests
–
598,523
–
598,523
$1,000
Par
(or
similar)
Institutional
Preferred
–
260,295
–
260,295
Short-Term
Investments:
Repurchase
Agreements
–
1,725,000
–
1,725,000
Investments
in
Derivatives:
Futures
Contracts*
152,242
–
–
152,242
Interest
Rate
Swaps*
–
554,954
–
554,954
Total
$
152,242
$
84,551,854
$
–
$
84,704,096
*
Represents
net
unrealized
appreciation
(depreciation)
as
reported
in
Fund's
Portfolio
of
Investments.
Fund
Counterparty
Short-term
Investments,
at
Value
Collateral
Pledged
(From)
Counterparty
JMM
Fixed
Income
Clearing
Corporation
$1,725,000
$(1,759,535)
The
Fund
may
purchase
securities
on
a
when-issued
or
delayed-delivery
basis.
Securities
purchased
on
a
when-issued
or
delayed-delivery
basis
may
have
extended
settlement
periods;
interest
income
is
not
accrued
until
settlement
date.
Any
securities
so
purchased
are
subject
to
market
fluctuation
during
this
period.
If the
Fund
has
outstanding
when-issued/delayed-delivery
purchases
commitments
as
of
the
end
of
the
reporting
period,
such
amounts
are
recognized
on
the
Statement
of
Assets
and
Liabilities.
5.
Derivative
Investments
The Fund
is
authorized
to
invest
in
certain
derivative
instruments.
As
defined
by
U.S.
GAAP,
a
derivative
is
a
financial
instrument
whose
value
is
derived
from
an
underlying
security
price,
foreign
exchange
rate,
interest
rate,
index
of
prices
or
rates,
or
other
variables.
Investments
in
derivatives
as
of
the
end
of
and/or
during
the
current
fiscal
period,
if
any,
are
included
within
the
Statement
of
Assets
and
Liabilities
and
the
Statement
of
Operations,
respectively.
Futures
Contracts:
During
the
current
fiscal
period,
the
Fund
used
U.S.
Treasury
futures
as
part
of
an
overall
portfolio
construction
strategy
to
manage
portfolio
duration
and
yield
curve
exposure.
A
futures
contract
is
an
agreement
between
two
parties
to
buy
and
sell
a
financial
instrument
for
a
set
price
on
a
future
date.
Upon
execution
of
a
futures
contract,
the
Fund
is
obligated
to
deposit
cash
or
eligible
securities,
also
known
as
“initial
margin,”
into
an
account
at
its
clearing
broker
equal
to
a
specified
percentage
of
the
contract
amount.
Securities
deposited
for
initial
margin,
if
any,
are
identified
in
the
Portfolio
of
Investments
and
cash
deposited
for
initial
margin,
if
any,
is
reflected
on
the
Statement
of
Assets
and
Liabilities.
During
the
period
the
futures
contract
is
open,
changes
in
the
market
value
of
the
contract
are
recognized
as
an
unrealized
gain
or
loss
by
“marking-
to-market”
on
a
daily
basis.
The
Fund
and
the
clearing
broker
are
obligated
to
settle
monies
on
a
daily
basis
representing
the
changes
in
the
value
of
the
contracts.
These
daily
cash
settlements
are
known
as
“variation
margin”
and
is
recognized
on
the
Statement
of
Assets
and
Liabilities
as
a
receivable
or
payable
for
variation
margin
on
futures
contracts.
When
the
contract
is
closed
or
expired,
the
Fund
records
a
realized
gain
or
loss
equal
to
the
difference
between
the
value
of
the
contract
on
the
closing
date
and
value
of
the
contract
when
originally
entered
into.
The
net
realized
gain
or
loss
and
the
change
in
unrealized
appreciation
(depreciation)
on
futures
contracts
held
during
the
period
is
included
on
the
Statement
of
Operations.
Risks
of
investments
in
futures
contracts
include
the
possible
adverse
movement
in
the
price
of
the
securities
or
indices
underlying
the
contracts,
the
possibility
that
there
may
not
be
a
liquid
secondary
market
for
the
contracts
and/or
that
a
change
in
the
value
of
the
contract
may
not
correlate
with
a
change
in
the
value
of
the
underlying
securities
or
indices.
The
average
notional
amount
of
futures
contracts
outstanding
during
the
current
fiscal
period
was
as
follows:
Interest
Rate
Swap
Contracts:
During
the
current
fiscal
period,
the
Fund
used
interest
rate
swap
contracts
to
partially
hedge
its
interest
cost
of
leverage.
Interest
rate
swap
contracts
involve
the
Fund’s
agreement
with
the
counterparty
to
pay
or
receive
a
fixed
rate
payment
in
exchange
for
the
counterparty
receiving
or
paying
a
variable
rate
payment.
Forward
interest
rate
swap
contracts
involve
the
Fund’s
agreement
with
a
counterparty
to
pay,
in
the
future,
a
fixed
or
variable
rate
payment
in
exchange
for
the
counterparty
paying
the
Fund
a
variable
or
fixed
rate
payment,
the
accruals
for
which
would
begin
at
a
specified
date
in
the
future
(the
“effective
date”).
Upon
entering
into
an
interest
rate
swap
contract
(and
beginning
on
the
effective
date
for
a
forward
interest
rate
swap
contract),
the
Fund
accrues
the
fixed
rate
payment
expected
to
be
paid
or
received
and
the
variable
rate
payment
expected
to
be
received
or
paid
on
the
interest
rate
swap
contracts
on
a
daily
basis,
and
recognizes
the
daily
change
in
the
fair
value
of
the
Fund’s
contractual
rights
and
obligations
under
the
contracts.
The
amount
of
the
payment
obligation
for
an
interest
rate
swap
is
based
on
the
notional
amount
and
the
termination
date
of
the
contract.
Interest
rate
swap
contracts
do
not
involve
the
delivery
of
securities
or
other
underlying
assets
or
principal.
Accordingly,
the
risk
of
loss
on
such
transactions
is
limited
to
the
net
amount
of
interest
payments
that
the
Fund
is
to
receive
from
the
counterparty.
Payments
paid
(received)
at
the
beginning
of
the
measurement
period
are
reflected
as
swap
premiums
paid
(received)
on
the
Statement
of
Assets
and
Liabilities,
when
applicable.
Interest
rate
swaps
can
be
settled
either
directly
with
the
counterparty
(“OTC”)
or
through
a
central
clearinghouse
(“centrally
cleared”).
For
OTC
swaps,
the
daily
change
in
the
market
value
of
the
swap
contract,
along
with
any
daily
interest
fees
accrued,
are
recognized
as
unrealized
appreciation
(depreciation)
on
interest
rate
swaps
contracts on
the
Statement
of
Assets
and
Liabilities.
Fund
Non-U.S.
Government
Purchases
U.S.
Government
Purchases
Non-U.S.
Government
Sales
and
Maturities
U.S.
Government
Sales
JMM
$
9,556,313
$
5,981,030
$
17,177,050
$
969,565
Fund
Average
Notional
Amount
of
Futures
Contracts
Outstanding
*
JMM
$
8,237,362
*
The
average
notional
amount
is
calculated
based
on
the
absolute
aggregate
notional
amount
of
contracts
outstanding
at
the
beginning
of
the
current
fiscal
period
and
at
the
end
of
each
fiscal
quarter
within
the
current
fiscal
period.
Notes
to
Financial
Statements
(continued)
Upon
the
execution
of
a
centrally
cleared
swap,
a
Fund
is
obligated
to
deposit
cash
or
eligible
securities,
also
known
as
“initial
margin,”
into
an
account
at
its
clearing
broker
equal
to
a
specified
percentage
of
the
contract
amount.
Securities
deposited
for
initial
margin,
if
any,
are
identified
in
the
Portfolio
of
Investments and
cash
deposited
for
initial
margin,
if
any,
is
reflected
on
the
Statement
of
Assets
and
Liabilities.
The
Fund
and
the
clearing
broker
are
obligated
to
settle
monies
on
a
daily
basis
representing
the
changes
in
the
value
of
the
swap
contracts.
These
daily
cash
settlements
are
known
as
“variation
margin”
and
is
recognized
on
the
Statement
of
Assets
and
Liabilities
as
a
receivable
or
payable
for
variation
margin
on
interest
rate
swaps
contracts.
Changes
in
the
value
of
the
swap
contracts
during
the
fiscal
period
are
recognized
as
net
unrealized
appreciation
(depreciation)
of
swaps
contracts on
the
Statement
of
Operations.
The
net
amount
of
periodic
payments
settled
in
cash
are
recognized
as
net
realized
gain
(loss)
from
swap
contracts on
the
Statement
of
Operations,
in
addition
to
the
net
realized
gain
or
loss
recorded
upon
the
termination
of
the
swap
contract.
The
average
notional
amount of
interest
rate
swap
contracts
outstanding during
the
current
fiscal
period,
was
as
follows:
The
following
table
presents
the
swap
contracts
subject
to
netting
agreements
and
the
collateral
delivered
related
to
those
swap
contracts
as
of
the
end
of
the
reporting
period.
At
the
end
of
the
reporting
period,
the
fund
has
invested
in
derivative
contracts
which
are
reflected
in
the
Statement
of
Assets
and
Liabilities
as
follows:
During
the
current
fiscal
period,
the
effect
of
derivative
contracts
on
the
Fund's
Statement
of
Operations
was
as
follows:
Market
and
Counterparty
Credit
Risk:
In
the
normal
course
of
business
the
Fund
may
invest
in
financial
instruments
and
enter
into
financial
transactions
where
risk
of
potential
loss
exists
due
to
changes
in
the
market
(market
risk)
or
failure
of
the
other
party
to
the
transaction
to
perform
(counterparty
credit
risk).
The
potential
loss
could
exceed
the
value
of
the
financial
assets
recorded
on
the
financial
statements.
Financial
assets,
which
potentially
expose the
Fund
to
counterparty
credit
risk,
consist
principally
of
cash
due
from
counterparties
on
forward,
option
and
swap
transactions,
when
applicable.
The
extent
of
the
Fund’s
exposure
to
counterparty
credit
risk
in
respect
to
these
financial
assets
approximates
their
carrying
value
as
recorded
on
the
Statement
of
Assets
and
Liabilities.
The Fund
helps
manage
counterparty
credit
risk
by
entering
into
agreements
only
with
counterparties
the
Adviser
believes
have
the
financial
resources
to
honor
their
obligations
and
by
having
the
Adviser
monitor
the
financial
stability
of
the
counterparties.
Additionally,
counterparties
may
be
required
to
pledge
collateral
daily
(based
on
the
daily
valuation
of
the
financial
asset)
on
behalf
of the
Fund
with
a
value
approximately
equal
to
the
amount
of
any
unrealized
gain
above
a
pre-determined
threshold.
Reciprocally,
when the
Fund
has
an
unrealized
loss,
the
Fund
has
Fund
Average
Notional
Amount
of
Interest
Rate
Swap
Contracts
Outstanding
*
JMM
$
17,000,000
*
The
average
notional
amount
is
calculated
based
on
the
absolute
aggregate
notional
amount
of
contracts
outstanding
at
the
beginning
of
the
current
fiscal
period
and
at
the
end
of
each
fiscal
quarter
within
the
current
fiscal
period.
Fund
Counterparty
Gross
Unrealized
Appreciation
Interest
Rate
Swaps***
Gross
Unrealized
(Depreciation)
Interest
Rate
Swaps***
Net
Unrealized
Collateral
Pledged
to
(from)
Counterparty
Net
Exposure
JMM
Morgan
Stanley
Capital
Services
LLC
$
554,954
$
-
$
554,954
$
(634,682)
$
(79,728)
*** Represents
gross
unrealized
appreciation
(depreciation)
for
the
counterparty
as
reported
in
the
Fund's
Portfolio
of
Investments.
Asset
Derivatives
Liability
Derivatives
Derivative
Instrument
Risk
Exposure
Location
Value
Location
Value
JMM
Futures
Contracts
Interest
rate
Unrealized
appreciation
on
futures
contracts
*
$
152,242
-
$
–
Interest
Rate
Swaps
Interest
rate
Unrealized
appreciation
on
interest
rate
swaps
contracts
554,954
-
–
1
1
1
1
1
1
1
1
*
The
fair
value
presented
includes
cumulative
gain
(loss)
on
open
futures
contracts;
however,
the
value
reflected
in
the
accompanying
Statements
of
Assets
and
Liabilities
is
only
the
receivable
or
payable
for
variation
margin
on
open
futures
contacts.
Derivative
Instrument
Risk
Exposure
Net
Realized
Gain
(Loss)
Change
in
Unrealized
Appreciation
(Depreciation)
JMM
Futures
contracts
Interest
rate
$
(816,427)
$
93,878
Swap
contracts
Interest
rate
594,084
(367,355)
instructed
the
custodian
to
pledge
assets
of
the
Fund
as
collateral
with
a
value
approximately
equal
to
the
amount
of
the
unrealized
loss
above
a
pre-determined
threshold.
Collateral
pledges
are
monitored
and
subsequently
adjusted
if
and
when
the
valuations
fluctuate,
either
up
or
down,
by
at
least
the
pre-determined
threshold
amount.
6.
Fund
Shares
Common
Shares:
The
Fund
did
not
have
any
transactions
in
common
shares
during
the
current
and
prior
fiscal
periods.
7.
Income
Tax
Information
The
Fund
intends
to
distribute
substantially
all
of
its
net
investment
income
and
net
capital
gains
to
shareholders
and
otherwise
comply
with
the
requirements
of
Subchapter
M
of
the
Internal
Revenue
Code
applicable
to
regulated
investment
companies.
Therefore,
no
federal
income
tax
provision
is
required.
The
Fund
files
income
tax
returns
in
U.S.
federal
and
applicable
state
and
local
jurisdictions.
A
Fund's
federal
income
tax
returns
are
generally
subject
to
examination
for
a
period
of
three
fiscal
years
after
being
filed.
State
and
local
tax
returns
may
be
subject
to
examination
for
an
additional
period
of
time
depending
on
the
jurisdiction.
Management
has
analyzed the
Fund's
tax
positions
taken
for
all
open
tax
years
and
has
concluded
that
no
provision
for
income
tax
is
required
in
the
Fund's
financial
statements.
Differences
between
amounts
for
financial
statement
and
federal
income
tax
purposes
are
primarily
due
to
timing
differences
in
recognizing
gains
and
losses
on
investment
transactions.
Temporary
differences
do
not
require
reclassification.
As
of
year
end,
permanent
differences
that
resulted
in
reclassifications
among
the
components
of
net
assets
relate
primarily
to
bond
premium
amortization
adjustments,
complex
securities
character
adjustments,
foreign
currency
transactions,
paydowns,
and
treatment
of
notional
principal
contracts.
Temporary
and
permanent
differences
have
no
impact
on
a
Fund's
net
assets.
As
of
year
end,
the
aggregate
cost
and
the
net
unrealized
appreciation/(depreciation)
of
all
investments
for
federal
income
tax
purposes
were
as
follows:
For
purposes
of
this
disclosure,
tax
cost
generally
includes
the
cost
of
portfolio
investments
as
well
as
up-front
fees
or
premiums
exchanged
on
derivatives
and
any
amounts
unrealized
for
income
statement
reporting
but
realized
income
and/or
capital
gains
for
tax
reporting,
if
applicable.
As
of
year
end,
the
components
of
accumulated
earnings
on
a
tax
basis
were
as
follows:
The
tax
character
of
distributions
paid
was
as
follows:
As
of
year
end,
the
Fund
had
capital
loss
carryforwards,
which
will
not
expire:
8.
Management
Fees
and
Other
Transactions
with
Affiliates
Management
Fees:
The Fund’s
management
fee
compensates
the
Adviser
for
the
overall
investment
advisory
and
administrative
services
and
general
office
facilities.
The
Sub-Adviser
is
compensated
for
its
services
to
the
Fund
from
the
management
fees
paid
to
the
Adviser.
Fund
Tax
Cost
Gross
Unrealized
Appreciation
Gross
Unrealized
(Depreciation)
Net
Unrealized
Appreciation
(Depreciation)
JMM
$
90,838,918
$
1,039,205
$
(7,174,026)
$
(6,134,821)
Fund
Undistributed
Ordinary
Income
Undistributed
Long-Term
Capital
Gains
Unrealized
Appreciation
(Depreciation)
Capital
Loss
Carryforwards
Late-Year
Loss
Deferrals
Other
Book-to-Tax
Differences
Total
JMM
$
—
$
—
$
(6,134,822)
$
(13,152,323)
$
—
$
(309,025)
$
(19,596,170)
6/30/24
6/30/23
Fund
Ordinary
Income
Long-Term
Capital
Gains
Return
of
Capital
Ordinary
Income
Long-Term
Capital
Gains
Return
of
Capital
JMM
$
2,961,415
$
—
$
161,161
$
2,523,986
$
—
$
740,525
Fund
Short-Term
Long-Term
Total
JMM
$
1,593,076
$
11,559,247
$
13,152,323
Notes
to
Financial
Statements
(continued)
The Fund’s
management
fee
consists
of
two
components
–
a
fund-level
fee,
based
only
on
the
amount
of
assets
within the
Fund,
and
a
complex-
level
fee,
based
on
the
aggregate
amount
of
all
eligible
fund
assets
managed
by
the
Adviser.
This
pricing
structure
enables the
Fund’s
shareholders
to
benefit
from
growth
in
the
assets
within
the
Fund
as
well
as
from
growth
in
the
amount
of
complex-wide
assets
managed
by
the
Adviser.
The
annual
fund-level
fee,
payable
monthly, is
calculated
according
to
the
following
schedule:
For
the
period
June
1,
2023
through
April
30,
2024,
the
annual
complex-level
fee,
payable
monthly,
was
calculated
according
to
the
following
schedule:
*
For
the
complex-level
fees,
managed
assets
include
closed-end
fund
assets
managed
by
the
Adviser
that
are
attributable
to
certain
types
of
leverage.
For
these
purposes,
leverage
includes
the
funds’
use
of
preferred
stock
and
borrowings
and
certain
investments
in
the
residual
interest
certificates
(also
called
inverse
floating
rate
securities)
in
tender
option
bond
(TOB)
trusts,
including
the
portion
of
assets
held
by
a
TOB
trust
that
has
been
effectively
financed
by
the
trust’s
issuance
of
floating
rate
securities,
subject
to
an
agreement
by
the
Adviser
as
to
certain
funds
to
limit
the
amount
of
such
assets
for
determining
managed
assets
in
certain
circumstances.
The
complex-level
fee
is
calculated
based
upon
the
aggregate
daily
managed
assets
of
all
Nuveen
open-end
and
closed-end
funds
that
constitute
‘’eligible
assets.”
Eligible
assets
do
not
include
assets
attributable
to
investments
in
other
Nuveen
funds
or
assets
in
excess
of
a
determined
amount
(originally
$2
billion)
added
to
the
Nuveen
fund
complex
in
connection
with
the
Adviser’s
assumption
of
the
management
of
the
former
First
American
Funds
effective
January
1,
2011,
but
do
not
include
certain
assets
of
certain
Nuveen
funds
that
were
reorganized
into
funds
advised
by
an
affiliate
of
the
Adviser
during
the
2019
calendar
year.
Effective
May
1,
2024,
the
annual
complex-level
fee,
payable
monthly,
is
calculated
according
to
the
following
schedule:
*
The
complex-level
fee
is
calculated
based
upon
the
aggregate
daily
“eligible
assets”
of
all
Nuveen-branded
closed-end
funds
and
Nuveen
branded
open-end
funds
(“Nuveen
Mutual
Funds”).
Except
as
described
below,
eligible
assets
include
the
assets
of
all
Nuveen-branded
closed-end
funds
and
Nuveen
Mutual
Funds
organized
in
the
United
States.
Eligible
assets
do
not
include
the
net
assets
of:
Nuveen
fund-of-funds,
Nuveen
money
market
funds,
Nuveen
index
funds,
Nuveen
Large
Cap
Responsible
Equity
Fund
or
Nuveen
Life
Large
Cap
Responsible
Equity
Fund.
In
addition,
eligible
assets
include
a
fixed
percentage
of
the
aggregate
net
assets
of
the
active
equity
and
fixed
income
Nuveen
Mutual
Funds
advised
by
the
Adviser’s
affiliate,
Teachers
Advisors,
LLC
(except
those
identified
above).
The
fixed
percentage
will
increase
annually
until
May
1,
2033,
at
which
time
eligible
assets
will
include
all
of
the
aggregate
net
assets
of
the
active
equity
and
fixed
income
Nuveen
Mutual
Funds
advised
by
Teachers
Advisors,
LLC
(except
those
identified
above).
Eligible
assets
include
closed-end
fund
assets
managed
by
the
Adviser
that
are
attributable
to
financial
leverage.
For
these
purposes,
financial
leverage
includes
the
closed-end
funds’
use
of
preferred
stock
and
borrowings
and
certain
investments
in
the
residual
interest
certificates
(also
called
inverse
floating
rate
securities)
in
tender
option
bond
(TOB)
trusts,
including
the
portion
of
assets
held
by
a
TOB
trust
that
has
been
effectively
financed
by
the
trust’s
issuance
of
floating
rate
securities,
subject
to
an
agreement
by
the
Adviser
as
to
certain
funds
to
limit
the
amount
of
such
assets
for
determining
eligible
assets
in
certain
circumstances.
JMM
Average
Daily
Managed
Assets*
Fund-Level
Fee
Rate
For
the
first
$125
million
0.7000
%
For
the
next
$125
million
0.6875
For
the
next
$150
million
0.6750
For
the
next
$600
million
0.6625
For
managed
assets
over
$1
billion
0.6500
Complex-Level
Eligible
Asset
Breakpoint
Level*
Effective
Complex-Level
Fee
Rate
at
Breakpoint
Level
$55
billion
0.2000
%
$56
billion
0.1996
$57
billion
0.1989
$60
billion
0.1961
$63
billion
0.1931
$66
billion
0.1900
$71
billion
0.1851
$76
billion
0.1806
$80
billion
0.1773
$91
billion
0.1691
$125
billion
0.1599
$200
billion
0.1505
$250
billion
0.1469
$300
billion
0.1445
Complex-Level
Asset
Breakpoint
Level*
Complex-Level
Fee
For
the
first
$124.3
billion
0.1600
%
For
the
next
$75.7
billion
0.1350
For
the
next
$200
billion
0.1325
For
eligible
assets
over
$400
billion
0.1300
9.
Fund
Leverage
Reverse
Repurchase
Agreements:
During
the
current
fiscal
period, the
fund utilized
reverse
repurchase
agreements
as
a
means
of
leverage.
The Fund
may
enter
into
a
reverse
repurchase
agreement
with
brokers,
dealers,
banks
or
other
financial
institutions
that
have
been
determined
by
the
Adviser
to
be
creditworthy.
In
a
reverse
repurchase
agreement,
the
Fund
sells
to
the
counterparty
a
security
that
it
holds
with
a
contemporaneous
agreement
to
repurchase
the
same
security
at
an
agreed-upon
price
and
date,
reflecting
the
interest
rate
effective
for
the
term
of
the
agreement.
It
may
also
be
viewed
as
the
borrowing
of
money
by
the
Fund.
Cash
received
in
exchange
for
securities
delivered,
plus
accrued
interest
payments
to
be
made
by
the
Fund
to
a
counterparty,
are
reflected
as
a
liability
on
the
Statement
of
Assets
and
Liabilities.
Interest
payments
made
by
the
Fund
to
counterparties
are
recognized
as
a
component
of
"Interest
expense" on
the
Statement
of
Operations.
In
a
reverse
repurchase
agreement,
the
Fund
retains
the
risk
of
loss
associated
with
the
sold
security. Reverse
repurchase
agreements
also
involve
the
risk
that
the
purchaser
fails
to
return
the
securities
as
agreed
upon,
files
for
bankruptcy
or
becomes
insolvent.
Upon
a
bankruptcy
or
insolvency
of
a
counterparty,
the
Fund
is
considered
to
be
an
unsecured
creditor
with
respect
to
excess
collateral
and
as
such
the
return
of
excess
collateral
may
be
delayed.
As
of
the
end
of
the
reporting
period,
the
Fund’s
outstanding
balances
on
its
reverse
repurchase
agreements
were
as
follows:
During
the
current
fiscal
period,
the
average
daily
balance
outstanding
(which
was
for
the
entire
current
reporting
period)
and
average
interest
rate
on
the
Fund’s
reverse
repurchase
agreements
were
as
follows:
The
following
table
presents
the
reverse
repurchase
agreements
subject
to
netting
agreements
and
the
collateral
delivered
related
to
those
reverse
repurchase
agreements.
10.
Borrowing
Arrangements
Inter-Fund
Borrowing
and
Lending:
The
SEC
has
granted
an
exemptive
order
permitting
registered
open-end
and
closed-end
Nuveen
funds
to
participate
in
an
inter-fund
lending
facility
whereby
the
Nuveen
funds
may
directly
lend
to
and
borrow
money
from
each
other
for
temporary
purposes
(e.g.,
to
satisfy
redemption
requests
or
when
a
sale
of
securities
“fails,”
resulting
in
an
unanticipated
cash
shortfall)
(the
“Inter-Fund
Program”).
The
closed-end
Nuveen
funds,
including
the
Fund
covered
by
this
shareholder
report,
will
participate
only
as
lenders,
and
not
as
borrowers,
in
the
Inter-Fund
Program
because
such
closed-end
funds
rarely,
if
ever,
need
to
borrow
cash
to
meet
redemptions.
The
Inter-Fund
Program
is
subject
to
a
number
of
conditions,
including,
among
other
things,
the
requirements
that
(1)
no
fund
may
borrow
or
lend
money
through
the
Inter-Fund
Program
unless
it
receives
a
more
favorable
interest
rate
than
is
typically
available
from
a
bank
or
other
financial
institution
for
a
Fund
Complex-Level
Fee
JMM
0.1574%
Fund
Counterparty
Rate
Principal
Amount
Maturity
Value
Value
and
Accrued
Interest
JMM
BNP
Paribas
SA
5.52%
$
(7,751,350)
7/08/24
$
(7,751,350)
$
(7,779,875)
JMM
Goldman
Sachs
Group
Inc/The
5.72%
(3,612,000)
7/10/24
(3,612,000)
(3,624,052)
JMM
TD
Securities
(USA),
LLC
5.85%
(12,306,800)
7/17/24
(12,306,800)
(12,456,789)
Total
$(23,670,150)
$(23,670,150)
$(23,860,716)
Fund
Utilization
Period
(Days
Outstanding)
Average
Daily
Balance
Outstanding
Average
Annual
Interest
Rate
JMM
366
$
24,204,466
5.88
%
Fund
Counterparty
Reverse
Repurchase
Agreements*
Collateral
Pledged
to
Counterparty
JMM
BNP
Paribas
$
(7,779,875)
$
8,048,646
JMM
Goldman
Sachs
(3,624,052)
3,763,775
JMM
TD
Securities
(USA),
LLC
(12,456,789)
15,727,133
Total
$(23,860,716)
$27,539,554
*
Represents
gross
value
and
accrued
interest
for
the
counterparty
as
reported
in
the
preceding
table.
Notes
to
Financial
Statements
(continued)
comparable
transaction;
(2)
no
fund
may
borrow
on
an
unsecured
basis
through
the
Inter-
Fund
Program
unless
the
fund’s
outstanding
borrowings
from
all
sources
immediately
after
the
inter-fund
borrowing
total
10%
or
less
of
its
total
assets;
provided
that
if
the
borrowing
fund
has
a
secured
borrowing
outstanding
from
any
other
lender,
including
but
not
limited
to
another
fund,
the
inter-fund
loan
must
be
secured
on
at
least
an
equal
priority
basis
with
at
least
an
equivalent
percentage
of
collateral
to
loan
value;
(3)
if
a
fund’s
total
outstanding
borrowings
immediately
after
an
inter-fund
borrowing
would
be
greater
than
10%
of
its
total
assets,
the
fund
may
borrow
through
the
inter-fund
loan
on
a
secured
basis
only;
(4)
no
fund
may
lend
money
if
the
loan
would
cause
its
aggregate
outstanding
loans
through
the
Inter-Fund
Program
to
exceed
15%
of
its
net
assets
at
the
time
of
the
loan;
(5)
a
fund’s
inter-fund
loans
to
any
one
fund
shall
not
exceed
5%
of
the
lending
fund’s
net
assets;
(6)
the
duration
of
inter-
fund
loans
will
be
limited
to
the
time
required
to
receive
payment
for
securities
sold,
but
in
no
event
more
than
seven
days;
and
(7)
each
inter-fund
loan
may
be
called
on
one
business
day’s
notice
by
a
lending
fund
and
may
be
repaid
on
any
day
by
a
borrowing
fund.
In
addition,
a
Nuveen
fund
may
participate
in
the
Inter-Fund
Program
only
if
and
to
the
extent
that
such
participation
is
consistent
with
the
fund’s
investment
objective
and
investment
policies.
The
Board
is
responsible
for
overseeing
the
Inter-Fund
Program.
The
limitations
detailed
above
and
the
other
conditions
of
the
SEC
exemptive
order
permitting
the
Inter-Fund
Program
are
designed
to
minimize
the
risks
associated
with
Inter-Fund
Program
for
both
the
lending
fund
and
the
borrowing
fund.
However,
no
borrowing
or
lending
activity
is
without
risk.
When
a
fund
borrows
money
from
another
fund,
there
is
a
risk
that
the
loan
could
be
called
on
one
day’s
notice
or
not
renewed,
in
which
case
the
fund
may
have
to
borrow
from
a
bank
at
a
higher
rate
or
take
other
actions
to
payoff
such
loan
if
an
inter-fund
loan
is
not
available
from
another
fund.
Any
delay
in
repayment
to
a
lending
fund
could
result
in
a
lost
investment
opportunity
or
additional
borrowing
costs.
During
the
current
reporting
period,
the
Fund
did
not
enter
into
any
inter-fund
loan
activity.
Shareholder
Update
(Unaudited)
CURRENT
INVESTMENT
OBJECTIVE,
INVESTMENT
POLICIES
AND
PRINCIPAL
RISKS
OF
THE
FUND
NUVEEN
MULTI-MARKET
INCOME
FUND
(JMM)
Investment
Objective
The
Fund's
investment
objective
is
to
provide
high
monthly
income
consistent
with
prudent
risk
to
capital.
Investment
Policies
The
Fund
invests
primarily
in
debt
securities
including,
but
not
limited
to
residential
and
commercial
mortgage-backed
securities
(both
U.S.
agency-
backed
and
privately
issued),
asset-backed
securities,
corporate
debt
obligations,
convertible
debt
securities,
U.S
government
securities,
municipal
securities,
repurchase
agreements,
dollar
denominated
debt
obligations
of
foreign
governments,
and
short-term,
high
quality
fixed-income
investments.
The
Fund
also
may
invest
in
preferred
stock.
Preferred
stock
and
convertible
securities
have
characteristics
of
both
common
stock
and
debt.
The
Fund
may
invest
in
securities
of
any
maturity.
“Managed
Assets”
mean
the
total
assets
of
the
Fund,
minus
the
sum
of
its
accrued
liabilities
(other
than
Fund
liabilities
incurred
for
the
express
purpose
of
creating
leverage).
Total
assets
shall
include
assets
attributable
to
the
Fund’s
use
of
leverage
(whether
or
not
those
assets
are
reflected
in
the
Fund’s
financial
statements
for
purposes
of
generally
accepted
accounting
principles),
and
derivatives
will
be
valued
at
their
market
value.
Under
normal
circumstances:
The
Fund
will
invest
at
least
65%
of
its
total
assets
in
securities
that
are
rated
investment
grade
at
the
time
of
purchase
or
are
unrated
and
of
comparable
quality
as
determined
by
the
Fund’s
investment
adviser.
The
Fund
may
invest
up
to
35%
of
its
total
assets
in
securities
that,
at
the
time
of
purchase,
are
rated
lower
than
investment
grade
or
of
comparable
quality.
These
non-investment-grade
securities
are
commonly
referred
to
as
“high
yield”
or
“junk”
bonds.
The
Fund
will
not
purchase
futures
or
options
on
futures
or
sell
futures
if
as
a
result
the
sum
of
the
initial
margin
deposits
on
the
Fund’s
existing
futures
positions
and
premiums
paid
for
outstanding
options
on
futures
contracts
would
exceed
5%
of
the
Fund’s
total
assets.
(For
options
that
are
“in-the-money”
at
the
time
of
purchase,
the
amount
by
which
the
option
is
“in-the-money”
is
excluded
from
this
calculation).
The
foregoing
policies
apply
only
at
the
time
of
any
new
investment.
Approving
Changes
in
Investment
Policies
The
Board
of
Trustees
of
the
Fund
may
change
the
policies
described
above
without
a
shareholder
vote.
Portfolio
Contents
The
Fund
generally
invests
primarily
in
debt
securities
including,
but
not
limited
to
residential
and
commercial
mortgage-backed
securities
(“RMBS”
and
“CMBS”)
(both
U.S.
agency-backed
and
privately
issued),
asset-backed
securities
(“ABS”),
corporate
debt
obligations,
convertible
debt
securities,
U.S
government
securities,
municipal
securities,
repurchase
agreements,
dollar
denominated
debt
obligations
of
foreign
governments,
and
short-term,
high
quality
fixed-income
investments.
The
Fund
may
invest
in
mortgage-backed
securities
(“MBS”).
MBS
are
structured
debt
obligations
collateralized
by
pools
of
commercial
or
residential
mortgages.
Pools
of
mortgage
loans
and
mortgage-related
loans,
such
as
mezzanine
loans,
are
assembled
into
pools
of
assets
that
secure
or
back
securities
sold
to
investors
by
various
governmental,
government-related
and
private
organizations.
MBS
in
which
the
Fund
may
invest
include
those
with
fixed,
floating
or
variable
interest
rates,
those
with
interest
rates
that
change
based
on
a
specified
index
of
interest
rates
and
those
with
interest
rates
that
change
inversely
to
changes
in
interest
rates,
as
well
as
those
that
do
not
bear
interest.
The
Fund
may
invest
in
RMBS.
RMBS
are
securities
with
payments
which
depend
(except
for
rights
or
other
assets
designed
to
assure
the
servicing
or
timely
distribution
of
proceeds
to
holders
of
such
securities)
primarily
on
the
cash
flow
from
residential
mortgage
loans
made
to
borrowers
that
are
secured
on
a
first
priority
basis
or
second
priority
basis,
subject
to
permitted
liens,
easements
and
other
encumbrances
by
residential
real
estate (one-to four-family
properties)
the
proceeds
of
which
are
used
to
purchase
real
estate
and
purchase
or
construct
dwellings
thereon
(or
to
refinance
indebtedness
previously
so
used).
Residential
mortgage
loans
are
obligations
of
the
borrowers
thereunder
only
and
are
not
typically
insured
or
guaranteed
by
any
other
person
or
entity.
The
ability
of
a
borrower
to
repay
a
loan
secured
by
residential
property
is
dependent
upon
the
income
or
assets
of
the
borrower.
A
number
of
factors,
including
a
general
economic
downturn,
acts
of
God,
terrorism,
social
unrest
and
civil
disturbances,
may
impair
borrowers’
abilities
to
repay
their
loans.
The
Fund
may
invest
in
CMBS.
CMBS
generally
are
multi-class
debt
or
pass-through
certificates
secured
or
backed
by
mortgage
loans
on
commercial
properties.
CMBS
generally
are
structured
to
provide
protection
to
the
senior
class
investors
against
potential
losses
on
the
underlying
mortgage
loans.
This
protection
generally
is
provided
by
having
the
holders
of
subordinated
classes
of
securities
take
the
first
loss
if
there
are
defaults
on
the
underlying
commercial
mortgage
loans.
Other
protection,
which
may
benefit
all
of
the
classes
or
particular
classes,
may
include
issuer
guarantees,
Shareholder
Update
(Unaudited)
(continued)
reserve
funds,
cross-collateralization
and
over-collateralization.
The
Fund
may
invest
in
CMBS
issued
or
sponsored
by
commercial
banks,
savings
and
loan
institutions,
mortgage
bankers,
private
mortgage
insurance
companies
and
other non-governmental issuers.
CMBS
have
no
governmental
guarantee.
The
Fund
may
also
invest
in
ABS.
ABS
are
securities
that
are
primarily
serviced
by
the
cash
flows
of
a
discrete
pool
of
receivables
or
other
financial
assets,
either
fixed
or
revolving,
that
by
their
terms
convert
into
cash
within
a
finite
time
period.
Asset-backed
securitization
is
a
financing
technique
in
which
financial
assets,
in
many
cases
themselves
less
liquid,
are
pooled
and
converted
into
instruments
that
may
be
offered
and
sold
in
the
capital
markets.
While
residential
mortgages
were
the
first
financial
assets
to
be
securitized
in
the
form
of
MBS, non-mortgage related
securitizations
have
grown
to
include
many
other
types
of
financial
assets,
such
as
credit
card
receivables,
auto
loans
and
student
loans.
The
Fund’s
investments
in
debt
securities
may
include
investment
grade
and
below
investment
grade
securities.
Below
investment
grade
securities
(such
securities
are
commonly
referred
to
as
“high
yield”
or
“junk”)
generally
provide
high
income
in
an
effort
to
compensate
investors
for
their
higher
risk
of
default,
which
is
the
failure
to
make
required
interest
or
principal
payments.
The
Fund
may
invest
in
U.S.
Government
securities.
U.S.
Government
securities
include
(1) U.S.
Treasury
obligations,
which
differ
in
their
interest
rates,
maturities
and
times
of
issuance:
U.S.
Treasury
bills
(maturities
of
one
year
or
less),
U.S.
Treasury
notes
(maturities
of
one
year
to
ten
years)
and
U.S.
Treasury
bonds
(generally
maturities
of
greater
than
ten
years)
and
(2) obligations
issued
or
guaranteed
by
U.S.
Government
agencies
and
instrumentalities
that
are
supported
by
any
of
the
following:
(i) the
full
faith
and
credit
of
the
U.S.
Treasury,
(ii) the
right
of
the
issuer
to
borrow
an
amount
limited
to
a
specific
line
of
credit
from
the
U.S.
Treasury,
(iii) discretionary
authority
of
the
U.S.
Government
to
purchase
certain
obligations
of
the
U.S.
Government
agency
or
instrumentality
or
(iv) the
credit
of
the
agency
or
instrumentality.
The
Fund
may
invest
in
corporate
debt
securities,
including
corporate
bonds.
Corporate
debt
securities
are
fully
taxable
debt
obligations
issued
by
corporations.
These
securities
fund
capital
improvements,
expansions,
debt
refinancing
or
acquisitions
that
require
more
capital
than
would
ordinarily
be
available
from
a
single
lender.
Investors
in
corporate
debt
securities
lend
money
to
the
issuing
corporation
in
exchange
for
interest
payments
and
repayment
of
the
principal
at
a
set
maturity
date.
Rates
on
corporate
debt
securities
are
set
according
to
prevailing
interest
rates
at
the
time
of
the
issue,
the
credit
rating
of
the
issuer,
the
length
of
the
maturity
and
other
terms
of
the
security,
such
as
a
call
feature.
The
Fund
may
invest
in
convertible
securities,
which
may
include
convertible
debt,
convertible
preferred
stock,
synthetic
convertible
securities
and
may
also
include
secured
and
unsecured
debt,
based
upon
the
judgment
of
the
Fund’s
sub-adviser.
Convertible
securities
may
pay
interest
or
dividends
that
are
based
on
a
fixed
or
floating
rate.
A
convertible
security
is
a
preferred
stock,
warrant
or
other
security
that
may
be
converted
into
or
exchanged
for
a
prescribed
amount
of
common
stock
or
other
security
of
the
same
or
a
different
issuer
or
into
cash
within
a
particular
period
of
time
at
a
specified
price
or
formula.
The
Fund
may
invest
in
securities
issued
by
foreign
companies,
including
securities
issued
by
companies
located
in
emerging
market
countries.
The
Fund
may
invest
in
international
debt
securities
of
foreign
governments.
These
securities
will
be
U.S. dollar
denominated
and
include debt
obligations
issued
or
guaranteed
by
foreign
national,
provincial,
state,
municipal
or
other
governments
with
taxing
authority
or
by
their
agencies
or
instrumentalities.
The
Fund
may
invest
in
emerging
market
debt
securities.
Emerging
market
debt
securities
include
a
broad
range
of
securities
of
emerging
market
issuers
such
as
sovereign
bonds,
corporate
bonds,
and
other
sovereign
or
quasi-sovereign
debt
instruments.
The
Fund
will
classify
an
issuer
of
a
security
as
being
a
U.S.
or
non-U.S.
issuer
based
on
the
determination
of
an
unaffiliated,
recognized
financial
data
provider.
Such
determinations
are
based
on
a
number
of
criteria,
such
as
the
issuer’s
country
of
domicile,
the
primary
exchange
on
which
the
security
predominately
trades,
the
location
from
which
the
majority
of
the
issuer’s
revenue
comes,
and
the
issuer’s
reporting
currency.
Furthermore,
a
country
is
considered
to
be
an
“emerging
market”
if
it
has
a
relatively
low
gross
national
product
per
capita
compared
to
the
world’s
major
economies
and
the
potential
for
rapid
economic
growth.
The
Fund
considers
a
country
an
emerging
market
country
based
on
the
determination
of
an
international
organization,
such
as
the
IMF,
or
an
unaffiliated,
recognized
financial
data
provider.
The
Fund
may
invest
in
municipal
securities.
Municipal
securities
include
municipal
bonds,
notes,
securities
issued
to
finance
and
refinance
public
projects,
certificates
of
participation,
variable
rate
demand
obligations,
lease
obligations,
municipal
notes,
pre-refunded
municipal
bonds,
private
activity
bonds,
securities
issued
by
tender
option
bond
trusts,
including
inverse
floating
rate
securities,
and
other
forms
of
municipal
bonds
and
securities,
and
other
related
instruments
that
create
exposure
to
municipal
bonds,
notes
and
securities
that
provide
for
the
payment
of
interest
income
that
is
exempt
from
regular
U.S.
federal
income
tax.
Municipal
securities
are
debt
obligations
generally
issued
by
states,
cities
and
local
authorities
and
certain
possessions
and
territories
of
the
United
States
(such
as
Puerto
Rico
and
Guam)
to
finance
or
refinance
public
purpose
projects
such
as
roads,
schools,
and
water
supply
systems.
The
Fund
may
enter
into
mortgage
dollar
rolls
in
which
the
Fund
sells
mortgage
securities
for
delivery
in
the
current
month,
realizing
a
gain
(loss),
and
simultaneously
contracts
to
repurchase
similar
securities
on
a
specified
future
date.
During
the
roll
period,
the
Fund
forgoes
principal
and
interest
paid
on
the
securities.
The
Fund
is
compensated
by
the
interest
earned
on
the
cash
proceeds
of
the
initial
sale
and
by
the
lower
repurchase
price
at
the
future
date.
The
difference
between
the
sales
proceeds
and
the
repurchase
price
is
recorded
as
a
realized
gain
or
loss.
The
Fund
may
enter
into
repurchase
agreements
(the
purchase
of
a
security
coupled
with
an
agreement
to
resell
that
security
at
a
higher
price)
with
respect
to
its
permitted
investments.
The
Fund’s
repurchase
agreements
will
provide
that
the
value
of
the
collateral
underlying
the
repurchase
agreement
will
always
be
at
least
equal
to
the
repurchase
price,
including
any
accrued
interest
earned
on
the
agreement,
and
will
be marked-
to-market daily.
The
Fund
may
also
utilize
reverse
repurchase
agreements
when
it
is
anticipated
that
the
interest
income
to
be
earned
from
the
investment
of
the
proceeds
of
the
transaction
is
greater
than
the
interest
expense
of
the
transaction.
The
Fund
may
invest
in
contingent
capital
securities
(sometimes
referred
to
as
“CoCos”).
CoCos
are
hybrid
securities,
issued
primarily
by non-
U.S. financial
institutions,
which
have
loss
absorption
mechanisms
benefitting
the
issuer
built
into
their
terms.
CoCos
generally
provide
for
mandatory
conversion
into
the
common
stock
of
the
issuer
or
a
write-down
of
the
principal
amount
or
value
of
the
CoCos
upon
the
occurrence
of
certain
triggers
linked
to
regulatory
capital
thresholds.
In
addition,
they
may
provide
for
mandatory
conversion
or
a
principal
write-down
upon
the
occurrence
of
certain
events
such
as
regulatory
actions
calling
into
question
the
issuing
banking
institution’s
continued
viability
as
a
going-concern.
Equity
conversion
or
principal
write-down
features
are
tailored
to
the
issuer
and
its
regulatory
requirements
and,
unlike
traditional
convertible
securities,
conversions
are
not
voluntary.
The
Fund
may
invest
in
loans,
including
senior
secured
loans,
unsecured
and/or
subordinated
loans,
loan
participations,
unfunded
contracts
and
assignments.
These
loans
are
typically
made
by
or
issued
to
corporations
primarily
to
finance
acquisitions,
refinance
existing
debt,
support
organic
growth,
or
pay
out
dividends,
and
are
typically
originated
by
large
banks
and
are
then
syndicated
out
to
institutional
investors
as
well
as
to
other
banks.
Loans
typically
bear
interest
at
a
floating
rate,
although
some
loans
pay
a
fixed
rate.
Floating
rate
loans
have
interest
rates
that
reset
periodically,
typically
monthly
or
quarterly.
The
interest
rates
on
floating
rate
loans
are
generally
based
on
the
Secured
Overnight
Financing
Rate
(“SOFR”),
a
U.S.
bank’s
prime
or
base
rate,
the
overnight
federal
funds
rate
or
another
rate.
Due
to
their
lower
place
in
the
borrower’s
capital
structure,
unsecured
and/or
subordinated
loans
involve
a
higher
degree
of
overall
risk
than
senior
bank
loans
of
the
same
borrower.
Loan
participations
are
loans
that
are
shared
by
a
group
of
lenders.
Unfunded
commitments
are
contractual
obligations
by
lenders
(such
as
the
Fund)
to
loan
an
amount
in
the
future
or
that
is
due
to
be
contractually
funded
in
the
future.
Assignments
may
be
arranged
through
private
negotiations
between
potential
assignees
and
potential
assignors,
and
the
rights
and
obligations
acquired
by
the
purchaser
of
an
assignment
may
differ
from,
and
be
more
limited
than,
those
held
by
the
assigning
lender.
Loans
may
have
restrictive
covenants
limiting
the
ability
of
a
borrower
to
further
encumber
its
assets.
The
types
of
covenants
included
in
loan
agreements
generally
vary
depending
on
market
conditions,
the
creditworthiness
of
the
borrower,
the
nature
of
the
collateral
securing
the
loan
and
other
factors.
Such
restrictive
covenants
normally
allow
for
early
intervention
and
proactive
mitigation
of
credit
risk
by
providing
lenders
with
the
ability
to
(1)
intervene
and
either
prevent
or
restrict
actions
that
may
potentially
compromise
the
borrower’s
ability
to
repay
the
loan
and/or
(2)
obtain
concessions
from
the
borrower
in
exchange
for
waiving
or
amending
a
particular
covenant.
Loans
with
fewer
or
weaker
restrictive
covenants
may
limit
the
Fund’s
ability
to
intervene
or
obtain
additional
concessions
from
borrowers.
The
Fund
may
invest
in
fixed
and
floating
rate
loans.
Loans
may
include
senior
loans
and
secured
and
unsecured
junior
loans,
including
subordinated
loans,
second
lien
or
more
junior
loans
and
bridge
loans.
Loans
are
typically
arranged
through
private
negotiations
between
borrowers
in
the
United
States
or
in
foreign
or
emerging
markets
which
may
be
corporate
issuers
or
issuers
of
sovereign
debt
obligations
and
one
or
more
financial
institutions
and
other
lenders.
The
Fund
may
invest
in
loans
by
purchasing
assignments
of
all
or
a
portion
of
loans
or
loan
participations
from
third
parties.
Loan
participations
are
loans
that
are
shared
by
a
group
of
lenders.
The
Fund
may
invest
in
zero
coupon
bonds.
A
zero
coupon
bond
is
a
bond
that
typically
does
not
pay
interest
for
the
entire
life
of
the
obligation
or
for
an
initial
period
after
the
issuance
of
the
obligation.
The
Fund
may
invest
in
payment-in-kind
securities
(“PIKs”).
PIKs
pay
dividends
or
interest
in
the
form
of
additional
securities
of
the
issuer,
rather
than
in
cash.
Each
of
these
instruments
is
typically
issued
and
traded
at
a
deep
discount
from
its
face
amount.
The
amount
of
the
discount
varies
depending
on
such
factors
as
the
time
remaining
until
maturity
of
the
securities,
prevailing
interest
rates,
the
liquidity
of
the
security
and
the
perceived
credit
quality
of
the
issuer.
The
Fund
may
buy
and
sell
securities
on
a
when-issued
or
delayed
delivery
basis,
making
payment
or
taking
delivery
at
a
later
date,
normally
within
15
to
45
days
of
the
trade
date.
The
Fund
may
enter
into
certain
derivative
instruments
in
pursuit
of
its
investment
objective,
including
to
seek
to
enhance
return,
to
hedge
certain
risks
of
its
investments
or
as
a
substitute
for
a
position
in
the
underlying
asset.
Such
instruments
include
financial
futures
contracts,
swap
contracts
(including
total
return,
interest
rate
and
credit
default
swaps),
interest
rate
caps,
collars
and
floors,
options
on
financial
futures,
options
on
swap
contracts
or
other
derivative
instruments.
The
Fund
may
invest
in
illiquid
securities
(i.e.,
securities
that
are
not
readily
marketable),
including,
but
not
limited
to,
restricted
securities
(securities
the
disposition
of
which
is
restricted
under
the
federal
securities
laws),
securities
that
may
be
resold
only
pursuant
to
Rule
144A
under
the
Securities
Act
of
1933,
as
amended
(the
“1933
Act”),
and
repurchase
agreements
with
maturities
in
excess
of
seven
days.
The
Fund
may
also
invest
in
securities
of
other
open-
or closed-end investment
companies
(including
exchange-traded
funds
(“ETFs”))
that
invest
primarily
in
securities
of
the
types
in
which
the
Fund
may
invest
directly.
The
Fund
may
invest
in
distressed
securities
but
may
not
invest
in
the
securities
of
an
issuer
which,
at
the
time
of
investment,
is
in
default
on
its
obligations
to
pay
principal
or
interest
thereon
when
due
or
that
is
involved
in
a
bankruptcy
proceeding
(i.e.,
rated
below
C-,
at
the
time
of
investment);
provided,
however,
that
the
Fund’s
sub-adviser
may
determine
that
it
is
in
the
best
interest
of
shareholders
in
pursuing
a
workout
arrangement
with
issuers
of
defaulted
securities
to
make
loans
to
the
defaulted
issuer
or
another
party,
or
purchase
a
debt,
equity
or
other
interest
from
the
defaulted
issuer
or
another
party,
or
take
other
related
or
similar
steps
involving
the
investment
of
additional
monies,
but
only
if
that
issuer’s
securities
are
already
held
by
the
Fund.
Use
of
Leverage
The
Fund
uses
leverage
to
pursue
its
investment
objective.
The
Fund
may
use
leverage
to
the
extent
permitted
by
the
Investment
Company
Act
of
1940,
as
amended
(the
“1940
Act”).
The
Fund
may
source
leverage
through
a
number
of
methods
including
investments
in
inverse
floating
rate
securities,
reverse
repurchase
agreements
and
dollar
roll
transactions.
The
amount
and
sources
of
leverage
will
vary
depending
on
market
conditions.
Shareholder
Update
(Unaudited)
(continued)
Temporary
Defensive
Periods
During
temporary
defensive
periods,
the
Fund
may
deviate
from
its
investment
policies
and
objective.
During
such
periods,
the
Fund
may
invest
up
to
100%
of
its
assets
in
high
quality,
short-term
securities,
and
in
short-,
intermediate-,
or
long-term
U.S.
Treasury
securities.
There
can
be
no
assurance
that
such
techniques
will
be
successful.
Accordingly,
during
such
periods,
the
Fund
may
not
achieve
its
investment
objective.
PRINCIPAL
RISKS
OF
THE
FUND
The
factors
that
are
most
likely
to
have
a
material
effect
on
the
Fund’s
portfolio
as
a
whole
are
called
“principal
risks.”
The
Fund
is
subject
to
the
principal
risks
indicated
below,
whether
through
direct
investment
or
derivative
positions.
The
Fund
may
be
subject
to
additional
risks
other
than
those
identified
and
described
below
because
the
types
of
investments
made
by
the
Fund
can
change
over
time.
Risk
JMM
Portfolio
Level
Risks
Asset-Backed
Securities
(“ABS”)
Risk
X
Below
Investment
Grade
Risk
X
Bond
Market
Liquidity
Risk
X
Call
Risk
X
Commercial
Mortgage-Backed
Securities
(“CMBS”)
Risk
X
Contingent
Capital
Securities
(“
CoCos
”)
Risk
X
Convertible
Securities
Risk
X
Credit
Risk
X
Credit
Risk
Associated
with
Originators
and
Servicers
of
Residential
and
Commercial
Mortgage
Loans
X
Credit
Spread
Risk
X
Debt
Securities
Risk
X
Deflation
Risk
X
Derivatives
Risk
X
Defaulted
and
Distressed
Securities
Risk
X
Dollar
Roll
Transactions
Risk
X
Duration
Risk
X
Emerging
Markets
Risk
X
Extension
Risk
X
Financial
Futures
and
Options
Risk
X
Hedging
Risk
X
Income
Risk
X
Inflation
Risk
X
Interest
Rate
Risk
X
Interest
Rate
Risk
Associated
with
Non-Agency
RMBS
and
CMBS
X
Loan
Risk
X
Mortgage-Backed
Securities
(“MBS”)
Risk
X
MBS
Prepayment
Risk
X
Municipal
Securities
Risk
X
Non-Agency
RMBS
Risk
X
Non-Mortgage
Related
ABS
Risk
X
Non-U.S.
Investments
Risk
X
Other
Investment
Companies
Risk
X
Preferred
Securities
Risk
X
Reinvestment
Risk
X
Restricted
and
Illiquid
Investments
Risk
X
Senior
Loan
Agent
Risk
X
Senior
Loan
Risk
X
Shareholder
Update
(Unaudited)
(continued)
Risk
JMM
Portfolio
Level
Risks
Structural
Risks
Associated
with
CMBS
and
Non-Agency
RMBS
X
Subordination
Risk
Associated
with
Non-Agency
RMBS
and
CMBS
X
Swap
Transactions
Risk
X
Unrated
Securities
Risk
X
U.S.
Government
Securities
Risk
X
Valuation
Risk
X
When-Issued
and
Delayed-Delivery
Transactions
Risk
X
“Widening”
Risk
X
Zero
Coupon
Bonds
or
Pay-Ink-Kind
Securities
Risk
X
Risk
JMM
Fund
Level
and
Other
Risks
Anti-Takeover
Provisions
X
Counterparty
Risk
X
Cybersecurity
Risk
X
Fund
Tax
Risk
X
Global
Economic
Risk
X
Investment
and
Market
Risk
X
Legislation
and
Regulatory
Risk
X
Leverage
Risk
X
Market
Discount
from
Net
Asset
Value
X
Recent
Market
Conditions
X
Reverse
Repurchase
Agreement
Risk
X
Portfolio
Level
Risks:
Asset-Backed
Securities
Risk.
Asset-backed
securities
represent
participations
in,
or
are
secured
by
and
payable
from,
pools
of
assets
including
company
receivables,
truck
and
auto
loans,
leases
and
credit
card
receivables.
These
securities
may
be
in
the
form
of
pass-through
instruments
or
asset-backed
bonds.
Asset-backed
securities
are
issued
by
non-governmental
entities
and
carry
no
direct
or
indirect
government
guarantee;
the
asset
pools
that
back
asset-backed
securities
are
securitized
through
the
use
of
privately-formed
trusts
or
special
purpose
corporations.
Payments
on
asset-backed
securities
depend
upon
assets
held
by
the
issuer
and
collections
of
the
underlying
loans.
The
value
of
these
securities
depends
on
many
factors,
including
changing
interest
rates,
the
availability
of
information
about
the
pool
and
its
structure,
the
credit
quality
of
the
underlying
assets,
the
market’s
perception
of
the
servicer
of
the
pool,
and
any
credit
enhancement
provided.
In
certain
market
conditions,
asset-backed
securities
may
experience
volatile
fluctuations
in
value
and
periods
of
illiquidity.
Below
Investment
Grade
Risk.
Investments
of
below
investment
grade
quality
are
regarded
as
having
speculative
characteristics
with
respect
to
the
issuer’s
capacity
to
pay
dividends
or
interest
and
repay
principal,
and
may
be
subject
to
higher
price
volatility
and
default
risk
than
investment
grade
investments
of
comparable
terms
and
duration.
Issuers
of
lower
grade
investments
may
be
highly
leveraged
and
may
not
have
available
to
them
more
traditional
methods
of
financing.
The
prices
of
these
lower
grade
investments
are
typically
more
sensitive
to
negative
developments,
such
as
a
decline
in
the
issuer’s
revenues
or
a
general
economic
downturn.
The
secondary
market
for
lower
rated
investments
may
not
be
as
liquid
as
the
secondary
market
for
more
highly
rated
investments,
a
factor
which
may
have
an
adverse
effect
on
the
Fund’s
ability
to
dispose
of
a
particular
investment.
If
a
below
investment
grade
investment
goes
into
default,
or
its
issuer
enters
bankruptcy,
it
might
be
difficult
to
sell
that
investment
in
a
timely
manner
at
a
reasonable
price.
Bond
Market
Liquidity
Risk.
Dealer
inventories
of
bonds,
which
provide
an
indication
of
the
ability
of
financial
intermediaries
to
“make
markets”
in
those
bonds,
are
at
or
near
historic
lows
in
relation
to
market
size.
This
reduction
in
market
making
capacity
has
the
potential
to
decrease
liquidity
and
increase
price
volatility
in
the
fixed
income
markets
in
which
the
Fund
invests,
particularly
during
periods
of
economic
or
market
stress.
In
addition,
recent
federal
banking
regulations
may
cause
certain
dealers
to
reduce
their
inventories
of
bonds,
which
may
further
decrease
the
Fund’s
ability
to
buy
or
sell
bonds.
As
a
result
of
this
decreased
liquidity,
the
Fund
may
have
to
accept
a
lower
price
to
sell
a
security,
sell
other
securities
to
raise
cash,
or
give
up
an
investment
opportunity,
any
of
which
could
have
a
negative
effect
on
performance.
If
the
Fund
needed
to
sell
large
blocks
of
bonds
to
raise
cash,
those
sales
could
further
reduce
the
bonds’
prices
and
hurt
performance.
Call
Risk.
The
Fund
may
invest
in
securities
that
are
subject
to
call
risk.
Such
securities
may
be
redeemed
at
the
option
of
the
issuer,
or
“called,”
before
their
stated
maturity
or
redemption
date.
In
general,
an
issuer
will
call
its
instruments
if
they
can
be
refinanced
by
issuing
new
instruments
that
bear
a
lower
interest
rate.
The
Fund
is
subject
to
the
possibility
that
during
periods
of
falling
interest
rates,
an
issuer
will
call
its
high
yielding
securities.
The
Fund
would
then
be
forced
to
invest
the
unanticipated
proceeds
at
lower
interest
rates,
resulting
in
a
decline
in
the
Fund’s
income.
Commercial
Mortgage-Backed
Securities
(“CMBS”)
Risk.
CMBS
are,
generally,
securities
backed
by
obligations
(including
certificates
of
participation
in
obligations)
that
are
principally
secured
by
mortgages
on
real
property
or
interests
therein
having
a
multifamily
or
commercial
use,
such
as
regional
malls,
other
retail
space,
office
buildings,
industrial
or
warehouse
properties,
hotels,
nursing
homes
and
senior
living
centers.
The
market
for
CMBS
developed
more
recently
and,
in
terms
of
total
outstanding
principal
amount
of
issues,
is
relatively
small
compared
to
the
market
for
residential
single-family
mortgage-related
securities.
CMBS
are
subject
to
particular
risks,
including
lack
of
standardized
terms,
shorter
maturities
than
residential
mortgage
loans
and
payment
of
all
or
substantially
all
of
the
principal
only
at
maturity
rather
than
regular
amortization
of
principal.
Additional
risks
may
be
presented
by
the
type
and
use
of
a
particular
commercial
property.
Commercial
property
values
and
net
operating
income
are
subject
to
volatility,
which
may
result
in
net
operating
income
becoming
insufficient
to
cover
debt
service
on
the
related
mortgage
loan.
The
repayment
of
loans
secured
by
income-producing
properties
is
typically
dependent
upon
the
successful
operation
of
the
related
real
estate
project
rather
than
upon
the
liquidation
value
of
the
underlying
real
estate.
Furthermore,
the
net
operating
income
from
and
value
of
any
commercial
property
is
subject
to
various
risks,
including
changes
in
general
or
local
economic
conditions
and/or
specific
industry
segments;
the
solvency
of
the
related
tenants;
declines
in
real
estate
values;
declines
in
rental
or
occupancy
rates;
increases
in
interest
rates,
real
estate
tax
rates
and
other
operating
expenses;
changes
in
governmental
rules,
regulations
and
fiscal
policies;
acts
of
God;
terrorist
threats
and
attacks
and
social
unrest
and
civil
disturbances.
Consequently,
adverse
changes
in
economic
conditions
and
circumstances
are
more
likely
to
have
an
adverse
impact
on
mortgage-related
securities
secured
by
loans
on
commercial
properties
than
on
those
secured
by
loans
on
residential
properties.
In
addition,
commercial
lending
generally
is
viewed
as
exposing
the
lender
to
a
greater
risk
of
loss
than
one-
to
four-
family
residential
lending.
Commercial
lending,
for
example,
typically
involves
larger
loans
to
single
borrowers
or
groups
of
related
borrowers
than
residential
one-
to
four-
family
mortgage
loans.
The
exercise
of
remedies
and
successful
realization
of
liquidation
proceeds
relating
to
CMBS
is
also
highly
dependent
on
the
performance
of
the
servicer
or
special
servicer.
There
may
be
a
limited
number
of
special
servicers
available,
particularly
those
that
do
not
have
conflicts
of
interest.
CMBS
are
also
subject
to
prepayment
risk.
Risk
of
prepayment
may
vary
depending
on
whether
underlying
commercial
loans
contain
significant
prepayment
penalties
or
prohibitions
on
principal
payments
for
some
period
following
origination.
Contingent
Capital
Securities
(“
CoCos
”)
Risk.
A
loss
absorption
mechanism
trigger
event
for
CoCos
would
likely
be
the
result
of,
or
related
to,
the
deterioration
of
the
issuer’s
financial
condition
(e.g.,
a
decrease
in
the
issuer’s
capital
ratio)
and
status
as
a
going
concern.
In
such
a
case,
with
respect
to
CoCos
that
provide
for
conversion
into
common
stock
upon
the
occurrence
of
the
trigger
event,
the
market
price
of
the
issuer’s
common
stock
received
by
the
Fund
will
have
likely
declined,
perhaps
substantially,
and
may
continue
to
decline,
which
may
adversely
affect
the
Fund’s
net
asset
value
(“NAV”).
Further,
the
issuer’s
common
stock
would
be
subordinate
to
the
issuer’s
other
classes
of
securities
and
therefore
would
worsen
the
Fund’s
standing
in
a
bankruptcy
proceeding.
In
addition,
because
the
common
stock
of
the
issuer
may
not
pay
a
dividend,
investors
in
these
instruments
could
experience
a
reduced
income
rate,
potentially
to
zero.
In
view
of
the
foregoing,
CoCos
are
often
rated
below
investment
grade
and
are
subject
to
the
risks
of
below
investment
grade
securities.
Shareholder
Update
(Unaudited)
(continued)
CoCos
may
be
subject
to
an
automatic
write-down
(i.e.,
the
automatic
write-down
of
the
principal
amount
or
value
of
the
securities,
potentially
to
zero,
and
the
cancellation
of
the
securities)
under
certain
circumstances,
which
could
result
in
the
Fund
losing
a
portion
or
all
of
its
investment
in
such
securities.
In
addition,
the
Fund
may
not
have
any
rights
with
respect
to
repayment
of
the
principal
amount
of
the
securities
that
has
not
become
due
or
the
payment
of
interest
or
dividends
on
such
securities
for
any
period
from
(and
including)
the
interest
or
dividend
payment
date
falling
immediately
prior
to
the
occurrence
of
such
automatic
write-down.
An
automatic
write-down
could
also
result
in
a
reduced
income
rate
if
the
dividend
or
interest
payment
is
based
on
the
security’s
par
value.
Coupon
payments
on
CoCos
may
be
discretionary
and
may
be
cancelled
by
the
issuer
for
any
reason
or
may
be
subject
to
approval
by
the
issuer’s
regulator
and
may
be
suspended
in
the
event
there
are
insufficient
distributable
reserves.
In
certain
scenarios,
investors
in
CoCos
may
suffer
a
loss
of
capital
ahead
of
equity
holders
or
when
equity
holders
do
not.
There
is
no
guarantee
that
the
Fund
will
receive
a
return
of
principal
on
CoCos.
Any
indication
that
an
automatic
write-down
or
conversion
event
may
occur
can
be
expected
to
have
a
material
adverse
effect
on
the
market
price
of
CoCos.
The
prices
of
CoCos
may
be
volatile.
Additionally,
the
trading
behavior
of
a
given
issuer’s
CoCo
may
be
strongly
impacted
by
the
trading
behavior
of
other
issuers’
CoCos,
such
that
negative
information
from
an
unrelated
CoCo
may
cause
a
decline
in
value
of
one
or
more
CoCos
held
by
a
fund.
Accordingly,
the
trading
behavior
of
CoCos
may
not
follow
the
trading
behavior
of
other
similarly
structured
securities.
CoCos
are
issued
primarily
by
financial
institutions.
Therefore,
CoCos
present
substantially
increased
risks
at
times
of
financial
turmoil,
which
could
affect
financial
institutions
more
than
companies
in
other
sectors
and
industries.
Convertible
Securities
Risk.
Convertible
securities
have
characteristics
of
both
equity
and
debt
securities
and,
as
a
result,
are
exposed
to
certain
additional
risks
that
are
typically
associated
with
debt,
including
but
not
limited
to
Interest
Rate
Risk,
Credit
Risk,
Below
Investment
Grade
Risk
and
Unrated
Securities
Risk.
The
value
of
a
convertible
security
is
influenced
by
both
the
yield
of
non-convertible
securities
of
comparable
issuers
and
by
the
value
of
the
underlying
common
stock.
Convertible
securities
generally
offer
lower
interest
or
dividend
yields
than
non-convertible
securities
of
similar
credit
quality.
The
market
values
of
convertible
securities
tend
to
decline
as
interest
rates
increase
and,
conversely,
to
increase
as
interest
rates
decline.
However,
the
convertible
security’s
market
value
tends
to
reflect
the
market
price
of
the
common
stock
of
the
issuing
company
when
that
stock
price
is
greater
than
the
convertible
security’s
“conversion
price.”
The
conversion
price
is
defined
as
the
predetermined
price
at
which
the
convertible
security
could
be
exchanged
for
the
associated
common
stock.
As
the
market
price
of
the
underlying
common
stock
declines,
the
price
of
the
convertible
security
tends
to
be
influenced
more
by
the
yield
of
the
convertible
security.
Thus,
the
convertible
security
may
not
decline
in
price
to
the
same
extent
as
the
underlying
common
stock.
Convertible
securities
fall
below
debt
obligations
of
the
same
issuer
in
order
of
preference
or
priority
in
the
event
of
a
liquidation
and
are
typically
unrated
or
rated
lower
than
such
debt
obligations.
Credit
Risk.
Issuers
of
securities
in
which
the
Fund
may
invest
may
default
on
their
obligations
to
pay
principal
or
interest
when
due.
This
non-
payment
would
result
in
a
reduction
of
income
to
the
Fund,
a
reduction
in
the
value
of
a
security
experiencing
non-payment
and
potentially
a
decrease
in
the
NAV
of
the
Fund.
To
the
extent
that
the
credit
rating
assigned
to
a
security
in
the
Fund’s
portfolio
is
downgraded,
the
market
price
and
liquidity
of
such
security
may
be
adversely
affected.
Credit
Risk
Associated
with
Originators
and
Servicers
of
Residential
and
Commercial
Mortgage
Loans.
In
the
past,
a
number
of
originators
and
servicers
of
residential
and
commercial
mortgage
loans,
including
some
of
the
largest
originators
and
servicers
in
the
residential
and
commercial
mortgage
loan
market,
experienced
serious
financial
difficulties.
These
difficulties
resulted
from
many
factors,
including
increased
competition
among
originators
for
borrowers,
decreased
originations
by
such
originators
of
mortgage
loans
and
increased
delinquencies
and
defaults
on
such
mortgage
loans,
as
well
as
increases
in
claims
for
repurchases
of
mortgage
loans
previously
sold
by
them
under
agreements
that
require
repurchase
in
the
event
of
breaches
of
representations
regarding
loan
quality
and
characteristics.
Such
difficulties
may
affect
the
performance
of
non-agency
RMBS
and
CMBS
backed
by
mortgage
loans.
Furthermore,
the
inability
of
the
originator
to
repurchase
such
mortgage
loans
in
the
event
of
loan
representation
breaches
or
the
servicer
to
repurchase
such
mortgage
loans
upon
a
breach
of
its
servicing
obligations
also
may
affect
the
performance
of
related
non-agency
RMBS
and
CMBS.
Delinquencies
and
losses
on
mortgage
loans
originated
by
mortgage
lenders
may
arise
or
increase
as
a
result
of
inadequate
underwriting
procedures
and
policies,
including
inadequate
due
diligence,
failure
to
comply
with
predatory
and
other
lending
laws
and,
particularly
in
the
case
of
any
“no
documentation”
or
“limited
documentation”
mortgage
loans
that
may
support
non-agency
RMBS,
inadequate
verification
of
income
and
employment
history.
Delinquencies
and
losses
on,
and
claims
for
repurchase
of,
mortgage
loans
originated
by
mortgage
lenders
also
may
arise
from
fraudulent
activities
of
borrowers,
lenders,
appraisers,
and
other
residential
mortgage
industry
participants
such
as
mortgage
brokers,
including
misstatements
of
income
and
employment
history,
identity
theft
and
overstatements
of
the
appraised
value
of
mortgaged
properties.
Many
of
these
originators
and
servicers
are
highly
leveraged.
These
difficulties
may
also
increase
the
chances
that
these
entities
may
default
on
their
warehousing
or
other
credit
lines
or
become
insolvent
or
bankrupt
and
thereby
increase
the
likelihood
that
repurchase
obligations
will
not
be
fulfilled
and
the
potential
for
loss
to
holders
of
non-agency
RMBS,
CMBS
and
subordinated
security
holders.
The
servicers
of
non-agency
RMBS
and
CMBS
are
often
the
same
entities
as,
or
affiliates
of,
the
originators
of
these
mortgage
loans.
Accordingly,
the
financial
risks
relating
to
originators
of
non-agency
RMBS
and
CMBS
described
immediately
above
also
may
affect
the
servicing
of
non-agency
RMBS
and
CMBS.
In
the
case
of
such
servicers,
and
other
servicers,
financial
difficulties
may
have
a
negative
effect
on
the
ability
of
servicers
to
pursue
collection
on
mortgage
loans
that
are
experiencing
increased
delinquencies
and
defaults
and
to
maximize
recoveries
on
sale
of
underlying
properties
following
foreclosure.
Non-agency
RMBS
and
CMBS
typically
provide
that
the
servicer
is
required
to
make
advances
in
respect
of
delinquent
mortgage
loans.
However,
servicers
experiencing
financial
difficulties
may
not
be
able
to
perform
these
obligations
or
obligations
that
they
may
have
to
other
parties
of
transactions
involving
these
securities.
Like
originators,
these
entities
are
typically
highly
leveraged.
Such
difficulties
may
cause
servicers
to
default
under
their
financing
arrangements.
In
certain
cases,
such
entities
may
be
forced
to
seek
bankruptcy
protection.
Due
to
the
application
of
the
provisions
of
bankruptcy
law,
servicers
who
have
sought
bankruptcy
protection
may
not
be
required
to
advance
such
amounts.
Even
if
a
servicer
were
able
to
advance
amounts
in
respect
of
delinquent
mortgage
loans,
its
obligation
to
make
such
advances
may
be
limited
to
the
extent
that
it
does
not
expect
to
recover
such
advances
due
to
the
deteriorating
credit
of
the
delinquent
mortgage
loans
or
declining
value
of
the
related
mortgaged
properties.
Moreover,
servicers
may
over
advance
against
a
particular
mortgage
loan
or
charge
too
many
costs
of
resolution
or
foreclosure
of
a
mortgage
loan
to
a
securitization,
which
could
increase
the
potential
losses
to
holders
of
non-agency
RMBS
and
CMBS.
In
such
transactions,
a
servicer’s
obligation
to
make
such
advances
may
also
be
limited
to
the
amount
of
its
servicing
fee.
In
addition,
if
an
issue
of
non-agency
RMBS
and
CMBS
provides
for
interest
on
advances
made
by
the
servicer,
in
the
event
that
foreclosure
proceeds
or
payments
by
borrowers
are
not
sufficient
to
cover
such
interest,
such
interest
will
be
paid
to
the
servicer
from
available
collections
or
other
mortgage
income,
thereby
reducing
distributions
made
on
the
non-agency
RMBS
and
CMBS
and,
in
the
case
of
senior-subordinated
non-agency
RMBS
and
CMBS
described
below,
first
from
distributions
that
would
otherwise
be
made
on
the
most
subordinated
non-agency
RMBS
and
CMBS
of
such
issue.
Any
such
financial
difficulties
may
increase
the
possibility
of
a
servicer
termination
and
the
need
for
a
transfer
of
servicing
and
any
such
liabilities
or
inability
to
assess
such
liabilities
may
increase
the
difficulties
and
costs
in
affecting
such
transfer
and
the
potential
loss,
through
the
allocation
of
such
increased
cost
of
such
transfer,
to
subordinated
security
holders.
There
can
be
no
assurance
that
originators
and
servicers
of
mortgage
loans
will
not
experience
serious
financial
difficulties,
including
becoming
subject
to
bankruptcy
or
insolvency
proceedings,
or
that
underwriting
procedures
and
policies
and
protections
against
fraud
will
be
sufficient
in
the
future
to
prevent
such
financial
difficulties
or
significant
levels
of
default
or
delinquency
on
mortgage
loans.
Credit
Spread
Risk.
Credit
spread
risk
is
the
risk
that
credit
spreads
(i.e.,
the
difference
in
yield
between
securities
that
is
due
to
differences
in
their
credit
quality)
may
increase
when
the
market
believes
that
securities
generally
have
a
greater
risk
of
default.
Increasing
credit
spreads
may
reduce
the
market
values
of
the
Fund’s
securities.
Credit
spreads
often
increase
more
for
lower
rated
and
unrated
securities
than
for
investment
grade
securities.
In
addition,
when
credit
spreads
increase,
reductions
in
market
value
will
generally
be
greater
for
longer-maturity
securities.
Debt
Securities
Risk.
Issuers
of
debt
instruments
in
which
the
Fund
may
invest
may
default
on
their
obligations
to
pay
principal
or
interest
when
due.
This
non-payment
would
result
in
a
reduction
of
income
to
the
Fund,
a
reduction
in
the
value
of
a
debt
instrument
experiencing
non-payment
and,
potentially,
a
decrease
in
the
NAV
of
the
Fund.
There
can
be
no
assurance
that
liquidation
of
collateral
would
satisfy
the
issuer’s
obligation
in
the
event
of
non-payment
of
scheduled
interest
or
principal
or
that
such
collateral
could
be
readily
liquidated.
In
the
event
of
bankruptcy
of
an
issuer,
the
Fund
could
experience
delays
or
limitations
with
respect
to
its
ability
to
realize
the
benefits
of
any
collateral
securing
a
security.
To
the
extent
that
the
credit
rating
assigned
to
a
security
in
the
Fund’s
portfolio
is
downgraded,
the
market
price
and
liquidity
of
such
security
may
be
adversely
affected.
Defaulted
or
Distressed
Securities
Risk.
Investments
in
“distressed”
securities,
meaning
those
whose
issuers
are
experiencing
financial
difficulties
or
distress
at
the
time
of
acquisition,
present
a
substantial
risk
of
future
default.
In
the
event
distressed
securities
become
defaulted
securities
or
the
Fund
otherwise
holds
defaulted
securities,
the
Fund
may
incur
losses,
including
additional
expenses,
to
the
extent
it
is
required
to
seek
recovery
upon
a
default
in
the
payment
of
principal
or
interest
on
those
securities.
In
any
reorganization
or
liquidation
proceeding
relating
to
a
portfolio
security,
the
Fund
may
lose
its
entire
investment
or
may
be
required
to
accept
cash
or
securities
with
a
value
less
than
its
original
investment.
Defaulted
or
distressed
securities
may
be
subject
to
restrictions
on
resale.
Deflation
Risk.
Deflation
risk
is
the
risk
that
prices
throughout
the
economy
decline
over
time.
Deflation
may
have
an
adverse
effect
on
the
creditworthiness
of
issuers
and
may
make
issuer
default
more
likely,
which
may
result
in
a
decline
in
the
value
of
the
Fund’s
portfolio.
Derivatives
Risk.
The
use
of
derivatives
involves
additional
risks
and
transaction
costs
which
could
leave
the
Fund
in
a
worse
position
than
if
it
had
not
used
these
instruments.
Derivative
instruments
can
be
used
to
acquire
or
to
transfer
the
risk
and
returns
of
a
security
or
other
asset
without
buying
or
selling
the
security
or
asset.
These
instruments
may
entail
investment
exposures
that
are
greater
than
their
cost
would
suggest.
As
a
result,
a
small
investment
in
derivatives
can
result
in
losses
that
greatly
exceed
the
original
investment.
Derivatives
can
be
highly
volatile,
illiquid
and
difficult
to
value.
An
over-the-counter
derivative
transaction
between
the
Fund
and
a
counterparty
that
is
not
cleared
through
a
central
counterparty
also
involves
the
risk
that
a
loss
may
be
sustained
as
a
result
of
the
failure
of
the
counterparty
to
the
contract
to
make
required
payments.
The
payment
obligation
for
a
cleared
derivative
transaction
is
guaranteed
by
a
central
counterparty,
which
exposes
the
Fund
to
the
creditworthiness
of
the
central
counterparty.
The
use
of
certain
derivatives
involves
leverage,
which
can
cause
the
Fund’s
portfolio
to
be
more
volatile
than
if
the
portfolio
had
not
been
leveraged.
Leverage
can
significantly
magnify
the
effect
of
price
movements
of
the
reference
asset,
disproportionately
increasing
the
Fund’s
losses
and
reducing
the
Fund’s
opportunities
for
gains
when
the
reference
asset
changes
in
unexpected
ways.
In
some
instances,
such
leverage
could
result
in
losses
that
exceed
the
original
amount
invested.
It
is
possible
that
regulatory
or
other
developments
in
the
derivatives
market,
including
changes
in
government
regulation,
could
adversely
impact
the
Fund’s
ability
to
invest
in
certain
derivatives
or
successfully
use
derivative
instruments.
Dollar
Roll
Transaction
Risk.
In
a
dollar
roll
transaction,
the
Fund
sells
mortgage-backed
securities
for
delivery
in
the
current
month
while
contracting
with
the
same
party
to
repurchase
similar
securities
at
a
future
date.
Because
the
Fund
gives
up
the
right
to
receive
principal
and
interest
paid
on
the
securities
sold,
a
dollar
roll
transaction
will
diminish
the
investment
performance
of
the
Fund
unless
the
difference
between
the
price
received
for
the
securities
sold
and
the
price
to
be
paid
for
the
securities
to
be
purchased
in
the
future,
plus
any
fee
income
received,
exceeds
any
income,
principal
payments
and
appreciation
on
the
securities
sold
as
part
of
the
dollar
roll.
Whether
dollar
rolls
will
benefit
the
Fund
may
depend
upon
the
investment
adviser’s
ability
to
predict
mortgage
prepayments
and
interest
rates.
These
transactions
are
subject
to
the
risk
that
the
counterparty
to
the
transaction
may
not
or
be
unable
to
perform
in
accordance
with
the
terms
of
the
instrument.
Duration
Risk.
Duration
is
the
sensitivity,
expressed
in
years,
of
the
price
of
a
fixed-income
security
to
changes
in
the
general
level
of
interest
rates
(or
yields).
Securities
with
longer
durations
tend
to
be
more
sensitive
to
interest
rate
(or
yield)
changes,
which
typically
corresponds
to
increased
volatility
and
risk,
than
securities
with
shorter
durations.
For
example,
if
a
security
or
portfolio
has
a
duration
of
three
years
and
interest
rates
increase
by
1%,
then
the
security
or
portfolio
would
decline
in
value
by
approximately
3%.
Duration
differs
from
maturity
in
that
it
considers
potential
changes
to
interest
rates,
and
a
security’s
coupon
payments,
yield,
price
and
par
value
and
call
features,
in
addition
to
the
amount
of
time
until
the
security
matures.
The
duration
of
a
security
will
be
expected
to
change
over
time
with
changes
in
market
factors
and
time
to
maturity.
Shareholder
Update
(Unaudited)
(continued)
Emerging
Markets
Risk.
Risks
of
investing
in
securities
of
emerging
markets
issuers
include:
smaller
market
capitalization
of
securities
markets,
which
may
suffer
periods
of
relative
illiquidity;
significant
price
volatility;
restrictions
on
foreign
investment;
and
possible
restrictions
on
repatriation
of
investment
income
and
capital.
In
addition,
foreign
investors
may
be
required
to
register
the
proceeds
of
sales;
and
future
economic
or
political
crises
could
lead
to
price
controls,
forced
mergers,
expropriation
or
confiscatory
taxation,
seizure,
nationalization,
or
creation
of
government
monopolies.
Certain
emerging
markets
also
may
face
other
significant
internal
or
external
risks,
including
a
heightened
risk
of
war,
and
ethnic,
religious
and
racial
conflicts.
In
addition,
governments
in
many
emerging
market
countries
participate
to
a
significant
degree
in
their
economies
and
securities
markets,
which
may
impair
investment
and
economic
growth,
and
which
may
in
turn
diminish
the
value
of
the
securities
in
those
markets.
The
considerations
noted
below
in
“Non-U.S.
Securities
Risk”
are
generally
intensified
for
investments
in
emerging
market
countries.
Extension
Risk.
Extension
risk
is
the
flip
side
of
call
or
prepayment
risk.
Extension,
or
slower
prepayments
of
the
underlying
mortgage
loans,
would
extend
the
time
it
would
take
to
receive
cash
flows
and
would
generally
compress
the
yield
on
non-agency
RMBS
and
CMBS.
Rising
interest
rates
can
cause
the
average
maturity
of
the
Fund
to
lengthen
due
to
a
drop
in
mortgage
prepayments.
This
will
increase
both
the
sensitivity
to
rising
interest
rates
and
the
potential
for
price
declines
of
the
Fund.
Financial
Futures
and
Options
Transactions
Risk.
The
Fund
may
use
certain
transactions
for
hedging
the
portfolio’s
exposure
to
credit
risk
and
the
risk
of
increases
in
interest
rates,
which
could
result
in
poorer
overall
performance
for
the
Fund.
There
may
be
an
imperfect
correlation
between
price
movements
of
the
futures
and
options
and
price
movements
of
the
portfolio
securities
being
hedged.
If
the
Fund
engages
in
futures
transactions
or
in
the
writing
of
options
on
futures,
it
will
be
required
to
maintain
initial
margin
and
maintenance
margin
and
may
be
required
to
make
daily
variation
margin
payments
in
accordance
with
applicable
rules
of
the
exchanges
and
the
Commodity
Futures
Trading
Commission
(“CFTC”).
If
the
Fund
purchases
a
financial
futures
contract
or
a
call
option
or
writes
a
put
option
in
order
to
hedge
the
anticipated
purchase
of
securities,
and
if
the
Fund
fails
to
complete
the
anticipated
purchase
transaction,
the
Fund
may
have
a
loss
or
a
gain
on
the
futures
or
options
transaction
that
will
not
be
offset
by
price
movements
in
the
securities
that
were
the
subject
of
the
anticipatory
hedge.
There
can
be
no
assurance
that
a
liquid
market
will
exist
at
a
time
when
the
Fund
seeks
to
close
out
a
derivatives
or
futures
or
a
futures
option
position,
and
the
Fund
would
remain
obligated
to
meet
margin
requirements
until
the
position
is
closed.
Hedging
Risk.
The
Fund’s
use
of
derivatives
or
other
transactions
to
reduce
risk
involves
costs
and
will
be
subject
to
the
investment
adviser’s
and/or
the
sub-adviser’s
ability
to
predict
correctly
changes
in
the
relationships
of
such
hedge
instruments
to
the
Fund’s
portfolio
holdings
or
other
factors.
No
assurance
can
be
given
that
the
investment
adviser’s
and/or
the
sub-adviser’s
judgment
in
this
respect
will
be
correct,
and
no
assurance
can
be
given
that
the
Fund
will
enter
into
hedging
or
other
transactions
at
times
or
under
circumstances
in
which
it
may
be
advisable
to
do
so.
Hedging
activities
may
reduce
the
Fund’s
opportunities
for
gain
by
offsetting
the
positive
effects
of
favorable
price
movements
and
may
result
in
net
losses.
Income
Risk.
The
Fund’s
income
could
decline
due
to
falling
market
interest
rates.
This
is
because,
in
a
falling
interest
rate
environment,
the
Fund
generally
will
have
to
invest
the
proceeds
from
maturing
portfolio
securities
in
lower-yielding
securities.
Inflation
Risk.
Inflation
risk
is
the
risk
that
the
value
of
assets
or
income
from
investments
will
be
worth
less
in
the
future
as
inflation
decreases
the
value
of
money.
As
inflation
increases,
the
real
value
of
the
common
shares
and
distributions
can
decline.
Currently,
inflation
rates
are
elevated
relative
to
normal
market
conditions
and
could
increase.
Interest
Rate
Risk.
Interest
rate
risk
is
the
risk
that
securities
in
the
Fund’s
portfolio
will
decline
in
value
because
of
changes
in
market
interest
rates.
Generally,
when
market
interest
rates
rise,
the
market
value
of
such
securities
will
fall,
and
vice
versa
.
As
interest
rates
decline,
issuers
of
securities
may
prepay
principal
earlier
than
scheduled,
forcing
the
Fund
to
reinvest
in
lower-yielding
securities
and
potentially
reducing
the
Fund’s
income.
As
interest
rates
increase,
slower
than
expected
principal
payments
may
extend
the
average
life
of
securities,
potentially
locking
in
a
below-market
interest
rate
and
reducing
the
Fund’s
value.
In
typical
market
interest
rate
environments,
the
prices
of
longer-term
securities
generally
fluctuate
more
than
prices
of
shorter-term
securities
as
interest
rates
change.
If
the
Fund
invests
in
floating
rate
securities,
the
market
value
of
such
securities
may
fall
in
a
declining
interest
rate
environment
and
may
also
fall
in
a
rising
interest
rate
environment
if
there
is
a
lag
between
the
rise
in
interest
rates
and
the
reset.
A
secondary
risk
associated
with
declining
interest
rates
is
the
risk
that
income
earned
by
the
Fund
on
floating
rate
securities
may
decline
due
to
lower
coupon
payments
on
floating-rate
securities.
Interest
Rate
Risk
Associated
with
Non-Agency
RMBS
and
CMBS.
The
rate
of
interest
payable
on
certain
non-agency
RMBS
and
CMBS
may
be
set
or
effectively
capped
at
the
weighted
average
net
coupon
of
the
underlying
mortgage
loans
themselves,
often
referred
to
as
an
“available
funds
cap.”
As
a
result
of
this
cap,
the
return
to
the
holder
of
such
non-agency
RMBS
and
CMBS
is
dependent
on
the
relative
timing
and
rate
of
delinquencies
and
prepayments
of
mortgage
loans
bearing
a
higher
rate
of
interest.
In
general,
early
prepayments
will
have
a
greater
negative
impact
on
the
yield
to
the
holder
of
such
non-agency
RMBS
and
CMBS.
The
value
of
fixed
rate
debt
securities
can
be
expected
to
vary
inversely
with
changes
in
prevailing
interest
rates.
Fixed
rate
debt
securities
with
longer
maturities,
which
tend
to
produce
higher
yields,
are
subject
to
potentially
greater
capital
appreciation
and
depreciation
than
securities
with
shorter
maturities.
Loan
Risk.
The
lack
of
an
active
trading
market
for
certain
loans
may
impair
the
ability
of
the
Fund
to
realize
full
value
in
the
event
of
the
need
to
sell
a
loan
and
may
make
it
difficult
to
value
such
loans.
Portfolio
transactions
in
loans
may
settle
in
as
short
as
seven
days
but
typically
can
take
up
to
two
or
three
weeks,
and
in
some
cases
much
longer.
As
a
result
of
these
extended
settlement
periods,
the
Fund
may
incur
losses
if
it
is
required
to
sell
other
investments
or
temporarily
borrow
to
meet
its
cash
needs.
The
risks
associated
with
unsecured
loans,
which
are
not
backed
by
a
security
interest
in
any
specific
collateral,
are
higher
than
those
for
comparable
loans
that
are
secured
by
specific
collateral.
For
secured
loans,
there
is
a
risk
that
the
value
of
any
collateral
securing
a
loan
in
which
the
Fund
has
an
interest
may
decline
and
that
the
collateral
may
not
be
sufficient
to
cover
the
amount
owed
on
the
loan.
Interests
in
loans
made
to
finance
highly
leveraged
companies
or
transactions
such
as
corporate
acquisitions
may
be
especially
vulnerable
to
adverse
changes
in
economic
or
market
conditions.
Loans
may
have
restrictive
covenants
limiting
the
ability
of
a
borrower
to
further
encumber
its
assets.
However,
in
periods
of
high
demand
by
lenders
like
the
Fund
for
loan
investments,
borrowers
may
limit
these
covenants
and
weaken
a
lender’s
ability
to
access
collateral
securing
the
loan;
reprice
the
credit
risk
associated
with
the
borrower;
and
mitigate
potential
loss.
The
Fund
may
experience
relatively
greater
realized
or
unrealized
losses
or
delays
and
expenses
in
enforcing
its
rights
with
respect
to
loans
with
fewer
restrictive
covenants.
Additionally,
loans
may
not
be
considered
“securities”
and,
as
a
result,
the
Fund
may
not
be
entitled
to
rely
on
the
anti-
fraud
protections
of
the
securities
laws.
Because
junior
loans
have
a
lower
place
in
an
issuer’s
capital
structure
and
may
be
unsecured,
junior
loans
involve
a
higher
degree
of
overall
risk
than
senior
loans
of
the
issuer.
Mortgage-Backed
Securities
(“MBS”)
Risk.
An
MBS
(including
a
CMBS)
may
be
negatively
affected
by
the
quality
of
the
mortgages
underlying
such
security
and
the
structure
of
its
issuer.
For
example,
if
a
mortgage
underlying
a
particular
mortgage-backed
security
defaults,
the
value
of
that
security
may
decrease.
Moreover,
a
downturn
in
the
markets
for
residential
or
commercial
real
estate
or
a
general
economic
downturn
could
negatively
affect
both
the
price
and
liquidity
of
privately
issued
mortgage-backed
securities,
as
was
the
case
during
the
recession
of
2007
and
2009.
Mortgage-backed
securities
are
subject
to
pre-payment
risk,
which
is
the
risk
that
the
borrowers
under
the
mortgage
loans
underlying
the
Fund’s
mortgage-backed
securities
might
pay
off
their
mortgage
loans
sooner
than
expected,
which
could
happen
when
interest
rates
fall
or
for
other
reasons,
which
could
cause
the
value
of
the
Fund’s
mortgage-backed
securities
to
fall.
Moreover,
if
the
underlying
mortgage
loans
are
paid
off
sooner
than
expected,
the
Fund
may
have
to
reinvest
the
proceeds
in
other
securities
that
have
lower
yields.
Mortgage-backed
securities
are
also
subject
to
extension
risk,
which
is
the
risk
that
rising
interest
rates
could
cause
mortgages
underlying
the
securities
to
be
prepaid
more
slowly
than
expected,
resulting
in
slower
prepayments
of
the
securities.
This
would,
in
effect,
convert
a
short-
or
medium-duration
mortgage-backed
security
into
a
longer-duration
security,
increasing
its
sensitivity
to
interest
rate
changes
and
likely
causing
its
price
to
decline.
Mortgage-backed
securities
issued
by
a
private
issuer,
including
essentially
each
CMBS,
generally
entail
greater
risk
than
obligations
directly
or
indirectly
guaranteed
by
the
U.S.
government
or
a
government-sponsored
entity.
MBS
Prepayment
Risk.
MBS
represent
an
interest
in
a
pool
of
mortgages.
These
mortgages
typically
permit
borrowers
to
prepay
amounts
owing,
often
with
no
penalty.
In
periods
of
falling
interest
rates,
the
rate
of
prepayments
tends
to
increase,
forcing
the
Fund
to
reinvest
in
lower-yielding
securities.
However,
MBS
prepayment
risk
may
not
be
the
same
as
call
risk
for
a
corporate
bond
of
similar
maturity,
making
this
risk
difficult
to
estimate.
Municipal
Securities
Risk.
The
values
of
municipal
securities
may
be
adversely
affected
by
local
political
and
economic
conditions
and
developments.
Adverse
conditions
in
an
industry
significant
to
a
local
economy
could
have
a
correspondingly
adverse
effect
on
the
financial
condition
of
local
issuers.
Other
factors
that
could
affect
municipal
securities
include
a
change
in
the
local,
state,
or
national
economy,
a
downgrade
of
a
state’s
credit
rating
or
the
rating
of
authorities
or
political
subdivisions
of
the
state,
demographic
factors,
ecological
or
environmental
concerns,
inability
or
perceived
inability
of
a
government
authority
to
collect
sufficient
tax
or
other
revenues,
statutory
limitations
on
the
issuer’s
ability
to
increase
taxes,
and
other
developments
generally
affecting
the
revenue
of
issuers
(for
example,
legislation
or
court
decisions
reducing
state
aid
to
local
governments
or
mandating
additional
services).
This
risk
would
be
heightened
to
the
extent
that
the
Fund
invests
a
substantial
portion
of
the
below-investment
grade
quality
portion
of
its
portfolio
in
the
bonds
of
similar
projects
(such
as
those
relating
to
the
education,
health
care,
housing,
transportation,
or
utilities
industries),
in
industrial
development
bonds,
or
in
particular
types
of
municipal
securities
(such
as
general
obligation
bonds,
municipal
lease
obligations,
private
activity
bonds
or
moral
obligation
bonds)
that
are
particularly
exposed
to
specific
types
of
adverse
economic,
business
or
political
events.
The
value
of
municipal
securities
may
also
be
adversely
affected
by
rising
health
care
costs,
increasing
unfunded
pension
liabilities,
and
by
the
phasing
out
of
federal
programs
providing
financial
support.
In
recent
periods,
a
number
of
municipal
issuers
have
defaulted
on
obligations,
been
downgraded
or
commenced
insolvency
proceedings.
Financial
difficulties
of
municipal
issuers
may
continue
or
get
worse.
In
addition,
the
amount
of
public
information
available
about
municipal
bonds
is
generally
less
than
for
certain
corporate
equities
or
bonds,
meaning
that
the
investment
performance
of
the
Fund
may
be
more
dependent
on
the
analytical
abilities
of
the
Fund’s
applicable
sub-advisers
than
funds
that
invest
in
stock
or
other
corporate
investments.
To
the
extent
that
a
fund
invests
a
significant
portion
of
its
assets
in
the
securities
of
issuers
located
in
a
given
state
or
U.S.
territory,
it
will
be
disproportionally
affected
by
political
and
economic
conditions
and
developments
in
that
state
or
territory
and
may
involve
greater
risk
than
funds
that
invest
in
a
larger
universe
of
securities.
In
addition,
economic,
political
or
regulatory
changes
in
that
state
or
territory
could
adversely
affect
municipal
securities
issuers
in
that
state
or
territory
and
therefore
the
value
of
a
fund’s
investment
portfolio.
Non-Agency
RMBS
Risk.
Non-agency
RMBS
are
securities
issued
by
non-governmental
issuers,
the
payments
on
which
depend
(except
for
rights
or
other
assets
designed
to
assure
the
servicing
or
timely
distribution
of
proceeds
to
holders
of
such
securities)
primarily
on
the
cash
flow
from
residential
mortgage
loans
made
to
borrowers
that
are
secured
(on
a
first
priority
basis
or
second
priority
basis,
subject
to
permitted
liens,
easements
and
other
encumbrances)
by
residential
real
estate
(one-
to
four-
family
properties)
the
proceeds
of
which
are
used
to
purchase
real
estate
and
purchase
or
construct
dwellings
thereon
(or
to
refinance
indebtedness
previously
so
used).
Non-agency
RMBS
have
no
direct
or
indirect
government
guarantees
of
payment
and
are
subject
to
various
risks
as
described
herein.
Non-Mortgage
Related
ABS
Risk.
Investing
in
ABS
entails
various
risks,
including
credit
risks,
liquidity
risks,
interest
rate
risks,
market
risks
and
legal
risks.
Credit
risk
is
an
important
issue
in
ABS
because
of
the
significant
credit
risks
inherent
in
the
underlying
collateral
and
because
issuers
are
primarily
private
entities.
The
structure
of
ABS
and
the
terms
of
the
investors’
interest
in
the
collateral
can
vary
widely
depending
on
the
type
of
collateral,
the
desires
of
investors
and
the
use
of
credit
enhancements.
Although
the
basic
elements
of
all
ABS
are
similar,
individual
transactions
can
differ
markedly
in
both
structure
and
execution.
Important
determinants
of
the
risk
associated
with
issuing
or
holding
the
securities
include
the
process
by
which
principal
and
interest
payments
are
allocated
and
distributed
to
investors,
how
credit
losses
affect
the
issuing
vehicle
and
the
return
to
investors
in
such
ABS,
whether
collateral
represents
a
fixed
set
of
specific
assets
or
accounts,
whether
the
underlying
collateral
assets
are
revolving
or
closed-end,
under
what
terms
(including
the
maturity
of
the
ABS
itself)
any
remaining
balance
in
the
accounts
may
revert
to
the
issuing
entity
and
the
extent
to
which
the
entity
that
is
the
actual
source
of
the
collateral
assets
is
obligated
to
provide
support
to
the
issuing
vehicle
or
to
the
investors
in
such
ABS.
The
Fund
may
invest
in
ABS
that
are
subordinate
in
right
of
payment
and
rank
junior
to
other
securities
that
are
secured
by
or
represent
an
ownership
interest
in
the
same
pool
of
assets.
In
addition,
many
of
the
transactions
in
which
such
securities
are
issued
have
structural
features
that
divert
payments
of
interest
and/or
principal
to
more
senior
classes
when
the
delinquency
or
loss
experience
of
the
pool
exceeds
certain
levels.
As
a
result,
such
securities
have
a
higher
risk
of
loss
as
a
result
of
delinquencies
or
losses
on
the
underlying
assets.
Shareholder
Update
(Unaudited)
(continued)
Non-U.S.
Securities
Risk.
Investments
in
securities
of
non-U.S.
issuers
involve
special
risks,
including:
less
publicly
available
information
about
non-U.S.
issuers
or
markets
due
to
less
rigorous
disclosure
or
accounting
standards
or
regulatory
practices;
many
non-U.S.
markets
are
smaller,
less
liquid
and
more
volatile;
the
economies
of
non-U.S.
countries
may
grow
at
slower
rates
than
expected
or
may
experience
a
downturn
or
recession;
the
impact
of
economic,
political,
social
or
diplomatic
events;
and
withholding
and
other
non-U.S.
taxes
may
decrease
the
Fund’s
return.
These
risks
are
more
pronounced
to
the
extent
that
the
Fund
invests
a
significant
amount
of
its
assets
in
issuers
located
in
one
region.
Other
Investment
Companies
Risk.
The
Fund
may
invest
in
the
securities
of
other
investment
companies,
including
ETFs.
Investing
in
an
investment
company
exposes
the
Fund
to
all
of
the
risks
of
that
investment
company’s
investments.
The
Fund,
as
a
holder
of
the
securities
of
other
investment
companies,
will
bear
its
pro
rata
portion
of
the
other
investment
companies’
expenses,
including
advisory
fees.
These
expenses
are
in
addition
to
the
direct
expenses
of
the
Fund’s
own
operations.
As
a
result,
the
cost
of
investing
in
investment
company
shares
may
exceed
the
costs
of
investing
directly
in
its
underlying
investments.
In
addition,
securities
of
other
investment
companies
may
be
leveraged.
As
a
result,
the
Fund
may
be
indirectly
exposed
to
leverage
through
an
investment
in
such
securities
and
therefore
magnify
the
Fund’s
leverage
risk.
With
respect
to
ETF’s,
an
ETF
that
is
based
on
a
specific
index
may
not
be
able
to
replicate
and
maintain
exactly
the
composition
and
relative
weighting
of
securities
in
the
index.
The
value
of
an
ETF
based
on
a
specific
index
is
subject
to
change
as
the
values
of
its
respective
component
assets
fluctuate
according
to
market
volatility.
ETFs
typically
rely
on
a
limited
pool
of
authorized
participants
to
create
and
redeem
shares,
and
an
active
trading
market
for
ETF
shares
may
not
develop
or
be
maintained.
The
market
value
of
shares
of
ETFs
and
closed-end
funds
may
differ
from
their
NAV.
Preferred
Securities
Risk.
Preferred
securities
are
subordinated
to
bonds
and
other
debt
instruments
in
a
company’s
capital
structure,
and
therefore
are
subject
to
greater
credit
risk.
In
addition,
preferred
stockholders
(such
as
the
Fund,
to
the
extent
it
invests
in
preferred
stocks
of
other
issuers)
generally
have
no
voting
rights
with
respect
to
the
issuing
company
unless
preferred
dividends
have
been
in
arrears
for
a
specified
number
of
periods,
at
which
time
the
preferred
stockholders
may
elect
a
number
of
directors
to
the
issuer’s
board.
Generally,
once
all
the
arrearages
have
been
paid,
the
preferred
stockholders
no
longer
have
voting
rights.
In
the
case
of
certain
taxable
preferred
stocks,
holders
generally
have
no
voting
rights,
except
(i)
if
the
issuer
fails
to
pay
dividends
for
a
specified
period
of
time
or
(ii)
if
a
declaration
of
default
occurs
and
is
continuing.
In
such
an
event,
rights
of
preferred
stockholders
generally
would
include
the
right
to
appoint
and
authorize
a
trustee
to
enforce
the
trust
or
special
purpose
entity’s
rights
as
a
creditor
under
the
agreement
with
its
operating
company.
In
certain
varying
circumstances,
an
issuer
of
preferred
stock
may
redeem
the
securities
prior
to
a
specified
date.
For
instance,
for
certain
types
of
preferred
stock,
a
redemption
may
be
triggered
by
a
change
in
U.S.
federal
income
tax
or
securities
laws.
As
with
call
provisions,
a
redemption
by
the
issuer
may
negatively
impact
the
return
of
the
security
held
by
the
Fund.
Reinvestment
Risk.
Reinvestment
risk
is
the
risk
that
income
from
the
Fund’s
portfolio
will
decline
if
and
when
the
Fund
invests
the
proceeds
from
matured,
traded
or
called
securities
at
market
interest
rates
that
are
below
the
portfolio’s
current
earnings
rate.
A
decline
in
income
could
affect
the
common
shares’
market
price,
NAV
and/or
a
common
shareholder’s
overall
returns.
Restricted
and
Illiquid
Investments
Risk.
Illiquid
investments
are
investments
that
are
not
readily
marketable.
These
investments
may
include
restricted
investments,
including
Rule
144A
securities,
which
cannot
be
resold
to
the
public
without
an
effective
registration
statement
under
the
1933
Act,
or,
if
they
are
unregistered,
may
be
sold
only
in
a
privately
negotiated
transaction
or
pursuant
to
an
available
exemption
from
registration.
The
Fund
may
not
be
able
to
readily
dispose
of
such
investments
at
prices
that
approximate
those
at
which
the
Fund
could
sell
such
investments
if
they
were
more
widely
traded
and,
as
a
result
of
such
illiquidity,
the
Fund
may
have
to
sell
other
investments
or
engage
in
borrowing
transactions
if
necessary
to
raise
cash
to
meet
its
obligations.
Limited
liquidity
can
also
affect
the
market
price
of
investments,
thereby
adversely
affecting
the
Fund’s
NAV
and
ability
to
make
dividend
distributions.
The
financial
markets
in
general
have
in
recent
years
experienced
periods
of
extreme
secondary
market
supply
and
demand
imbalance,
resulting
in
a
loss
of
liquidity
during
which
market
prices
were
suddenly
and
substantially
below
traditional
measures
of
intrinsic
value.
During
such
periods,
some
investments
could
be
sold
only
at
arbitrary
prices
and
with
substantial
losses.
Periods
of
such
market
dislocation
may
occur
again
at
any
time.
Senior
Loan
Agent
Risk.
A
financial
institution’s
employment
as
an
agent
under
a
senior
loan
might
be
terminated
in
the
event
that
it
fails
to
observe
a
requisite
standard
of
care
or
becomes
insolvent.
A
successor
agent
would
generally
be
appointed
to
replace
the
terminated
agent,
and
assets
held
by
the
agent
under
the
loan
agreement
would
likely
remain
available
to
holders
of
such
indebtedness.
However,
if
assets
held
by
the
terminated
agent
for
the
benefit
of
the
Fund
were
determined
to
be
subject
to
the
claims
of
the
agent’s
general
creditors,
the
Fund
might
incur
certain
costs
and
delays
in
realizing
payment
on
a
senior
loan
or
loan
participation
and
could
suffer
a
loss
of
principal
and/or
interest.
In
situations
involving
other
interposed
financial
institutions
(e.g.,
an
insurance
company
or
government
agency)
similar
risks
may
arise.
Senior
Loan
Risk.
Senior
loans
typically
hold
the
most
senior
position
in
the
capital
structure
of
a
business
entity,
are
typically
secured
with
specific
collateral
and
have
a
claim
on
the
assets
and/or
stock
of
the
issuer
that
is
senior
to
that
held
by
subordinated
debt
holders
and
stockholders
of
the
issuer.
Senior
loans
are
usually
rated
below
investment
grade,
and
share
the
same
risks
of
other
below
investment
grade
debt
instruments.
Although
the
Fund
may
invest
in
senior
loans
that
are
secured
by
specific
collateral,
there
can
be
no
assurance
that
the
liquidation
of
such
collateral
would
satisfy
an
issuer’s
obligation
to
the
Fund
in
the
event
of
issuer
default
or
that
such
collateral
could
be
readily
liquidated
under
such
circumstances.
If
the
terms
of
a
senior
loan
do
not
require
the
issuer
to
pledge
additional
collateral
in
the
event
of
a
decline
in
the
value
of
the
already
pledged
collateral,
the
Fund
will
be
exposed
to
the
risk
that
the
value
of
the
collateral
will
not
at
all
times
equal
or
exceed
the
amount
of
the
issuer’s
obligations
under
the
senior
loan.
In
the
event
of
bankruptcy
of
an
issuer,
the
Fund
could
also
experience
delays
or
limitations
with
respect
to
its
ability
to
realize
the
benefits
of
any
collateral
securing
a
senior
loan.
Some
senior
loans
are
subject
to
the
risk
that
a
court,
pursuant
to
fraudulent
conveyance
or
other
similar
laws,
could
subordinate
the
senior
loans
to
presently
existing
or
future
indebtedness
of
the
issuer
or
take
other
action
detrimental
to
lenders,
including
the
Fund.
Such
court
action
could
under
certain
circumstances
include
invalidation
of
senior
loans.
Structural
Risks
Associated
with
CMBS
and
Non-Agency
RMBS.
Because
non-agency
RMBS
generally
are
ownership
or
participation
interests
in
pools
of
mortgage
loans
secured
by
a
pool
of
one-
to
four-family
residential
properties
underlying
the
mortgage
loan
pool,
the
non-agency
RMBS
are
entitled
to
payments
provided
for
in
the
underlying
agreement
only
when
and
if
funds
are
generated
by
the
underlying
mortgage
loan
pool.
This
likelihood
of
the
return
of
interest
and
principal
may
be
assessed
as
a
credit
matter.
However,
the
holders
of
non-agency
RMBS
do
not
have
the
legal
status
of
secured
creditors,
and
cannot
accelerate
a
claim
for
payment
on
their
securities,
or
force
a
sale
of
the
mortgage
loan
pool
in
the
event
that
insufficient
funds
exist
to
pay
such
amounts
on
any
date
designated
for
such
payment.
The
holders
of
non-agency
RMBS
do
not
typically
have
any
right
to
remove
a
servicer
solely
as
a
result
of
a
failure
of
the
mortgage
pool
to
perform
as
expected.
A
similar
risk
is
associated
with
CMBS.
Subordination
Risk
Associated
with
Non-Agency
RMBS
and
CMBS
.
Non-agency
RMBS
and
CMBS
may
be
subordinated
to
one
or
more
other
senior
classes
of
securities
of
the
same
series
for
purposes
of,
among
other
things,
offsetting
losses
and
other
shortfalls
with
respect
to
the
related
underlying
mortgage
loans.
For
example,
in
the
case
of
certain
non-agency
RMBS
and
CMBS,
no
distributions
of
principal
will
generally
be
made
with
respect
to
any
class
until
the
aggregate
principal
balances
of
the
corresponding
senior
classes
of
securities
have
been
reduced
to
zero.
As
a
result,
non-agency
RMBS
and
CMBS
may
be
more
sensitive
to
risk
of
loss,
write
downs,
the
non-fulfillment
of
repurchase
obligations,
over
advancing
on
a
pool
of
loans
and
the
costs
of
transferring
servicing
than
senior
classes
of
securities.
Swap
Transactions
Risk.
The
Fund
may
enter
into
debt-related
derivative
instruments
such
as
credit
default
swap
contracts
and
interest
rate
swaps.
Like
most
derivative
instruments,
the
use
of
swaps
is
a
highly
specialized
activity
that
involves
investment
techniques
and
risks
different
from
those
associated
with
ordinary
portfolio
securities
transactions.
In
addition,
the
use
of
swaps
requires
an
understanding
by
the
investment
adviser
and/
or
the
sub-adviser
of
not
only
the
referenced
asset,
rate
or
index,
but
also
of
the
swap
itself.
If
the
investment
adviser
and/or
the
sub-adviser
is
incorrect
in
its
forecasts
of
default
risks,
market
spreads
or
other
applicable
factors
or
events,
the
investment
performance
of
the
Fund
would
diminish
compared
with
what
it
would
have
been
if
these
techniques
were
not
used.
Unrated
Securities
Risk.
The
Fund
may
purchase
securities
that
are
not
rated
by
any
rating
organization.
Unrated
securities
determined
by
the
Fund’s
investment
adviser
to
be
of
comparable
quality
to
rated
investments
which
the
Fund
may
purchase
may
pay
a
higher
dividend
or
interest
rate
than
such
rated
investments
and
be
subject
to
a
greater
risk
of
illiquidity
or
price
changes.
Less
public
information
is
typically
available
about
unrated
investments
or
issuers
than
rated
investments
or
issuers.
Some
unrated
securities
may
not
have
an
active
trading
market
or
may
be
difficult
to
value,
which
means
the
Fund
might
have
difficulty
selling
them
promptly
at
an
acceptable
price.
To
the
extent
that
the
Fund
invests
in
unrated
securities,
the
Fund’s
ability
to
achieve
its
investment
objectives
will
be
more
dependent
on
the
investment
adviser’s
credit
analysis
than
would
be
the
case
when
the
Fund
invests
in
rated
securities.
U.S.
Government
Securities
Risk.
U.S.
government
securities
are
guaranteed
only
as
to
the
timely
payment
of
interest
and
the
payment
of
principal
when
held
to
maturity.
Accordingly,
the
current
market
values
for
these
securities
will
fluctuate
with
changes
in
interest
rates.
Securities
issued
or
guaranteed
by
U.S.
government
agencies
and
instrumentalities
are
supported
by
varying
degrees
of
credit
but
generally
are
not
backed
by
the
full
faith
and
credit
of
the
U.S.
government.
No
assurance
can
be
given
that
the
U.S.
government
will
provide
financial
support
to
its
agencies
and
instrumentalities
if
it
is
not
obligated
by
law
to
do
so.
Valuation
Risk.
The
securities
in
which
the
Fund
invests
typically
are
valued
by
a
pricing
service
utilizing
a
range
of
market-based
inputs
and
assumptions,
including
readily
available
market
quotations
obtained
from
broker-dealers
making
markets
in
such
instruments,
cash
flows
and
transactions
for
comparable
instruments.
There
is
no
assurance
that
the
Fund
will
be
able
to
sell
a
portfolio
security
at
the
price
established
by
the
pricing
service,
which
could
result
in
a
loss
to
the
Fund.
Pricing
services
generally
price
securities
assuming
orderly
transactions
of
an
institutional
“round
lot”
size,
but
some
trades
may
occur
in
smaller,
“odd
lot”
sizes,
often
at
lower
prices
than
institutional
round
lot
trades.
Different
pricing
services
may
incorporate
different
assumptions
and
inputs
into
their
valuation
methodologies,
potentially
resulting
in
different
values
for
the
same
securities.
As
a
result,
if
the
Fund
were
to
change
pricing
services,
or
if
the
Fund’s
pricing
service
were
to
change
its
valuation
methodology,
there
could
be
a
material
impact,
either
positive
or
negative,
on
the
Fund’s
NAV.
When-Issued
and
Delayed-Delivery
Transactions
Risk.
The
Fund
may
invest
in
securities
on
a
“when-issued”
or
“delayed-delivery”
basis.
When-issued
and
delayed-delivery
transactions
may
involve
an
element
of
risk
because
no
interest
accrues
on
the
securities
prior
to
settlement
and,
because
securities
are
subject
to
market
fluctuations,
the
value
of
the
securities
at
time
of
delivery
may
be
less
(or
more)
than
their
cost.
A
separate
account
of
the
Fund
will
be
established
with
its
custodian
consisting
of
cash
equivalents
or
liquid
securities
having
a
market
value
at
all
times
at
least
equal
to
the
amount
of
any
delayed
payment
commitment.
“Widening”
Risk.
The
prices
of
non-agency
RMBS
or
CMBS
may
decline
substantially,
for
reasons
that
may
not
be
attributable
to
any
of
the
other
risks
described
herein.
In
particular,
purchasing
assets
at
what
may
appear
to
be
“undervalued”
levels
is
no
guarantee
that
these
assets
will
not
be
trading
at
even
more
“undervalued”
levels
at
a
time
of
valuation
or
at
the
time
of
sale.
It
may
not
be
possible
to
predict,
or
to
protect
against,
such
“spread
widening”
risk.
Zero
Coupon
or
Pay-In-Kind
Securities
Risk.
Zero
coupon
and pay-in-kind
securities
may
be
subject
to
greater
fluctuation
in
value
and
less liquidity
in
the
event
of
adverse
market
conditions
than
comparably
rated securities
paying
cash
interest
at
regular
interest
payment
periods.
Prices on
non-
cash-paying
instruments
may
be
more
sensitive
to
changes
in
the issuer’s
financial
condition,
fluctuation
in
interest
rates
and
market demand/supply
imbalances
than
cash-paying
securities
with
similar
credit ratings,
and
thus
may
be
more
speculative.
Fund
Level
and
Other
Risks:
Anti-Takeover
Provisions.
The
Declaration
of
Trust
and
the
Fund’s
by-laws
include
provisions
that
could
limit
the
ability
of
other
entities
or
persons
to
acquire
control
of
the
Fund
or
convert
the
Fund
to
open-end
status.
These
provisions
could
have
the
effect
of
depriving
the
common
shareholders
of
opportunities
to
sell
their
common
shares
at
a
premium
over
the
then-current
market
price
of
the
common
shares.
Shareholder
Update
(Unaudited)
(continued)
Counterparty
Risk.
Changes
in
the
credit
quality
of
the
companies
that
serve
as
the
Fund’s
counterparties
with
respect
to
derivatives
or
other
transactions
supported
by
another
party’s
credit
will
affect
the
value
of
those
instruments.
Certain
entities
that
have
served
as
counterparties
in
the
markets
for
these
transactions
have
incurred
or
may
incur
in
the
future
significant
financial
hardships
including
bankruptcy
and
losses
as
a
result
of
exposure
to
sub-prime
mortgages
and
other
lower-quality
credit
investments.
As
a
result,
such
hardships
have
reduced
these
entities’
capital
and
called
into
question
their
continued
ability
to
perform
their
obligations
under
such
transactions.
By
using
such
derivatives
or
other
transactions,
the
Fund
assumes
the
risk
that
its
counterparties
could
experience
similar
financial
hardships.
In
the
event
of
the
insolvency
of
a
counterparty,
the
Fund
may
sustain
losses
or
be
unable
to
liquidate
a
derivatives
position.
Cybersecurity
Risk.
The
Fund
and
its
service
providers
are
susceptible
to
operational
and
information
security
risk
resulting
from
cyber
incidents.
Cyber
incidents
refer
to
both
intentional
attacks
and
unintentional
events
including:
processing
errors,
human
errors,
technical
errors
including
computer
glitches
and
system
malfunctions,
inadequate
or
failed
internal
or
external
processes,
market-wide
technical-related
disruptions,
unauthorized
access
to
digital
systems
(through
“hacking”
or
malicious
software
coding),
computer
viruses,
and
cyber-attacks
which
shut
down,
disable,
slow
or
otherwise
disrupt
operations,
business
processes
or
website
access
or
functionality
(including
denial
of
service
attacks).
Cyber
incidents
could
adversely
impact
the
Fund
and
cause
the
Fund
to
incur
financial
loss
and
expense,
as
well
as
face
exposure
to
regulatory
penalties,
reputational
damage,
and
additional
compliance
costs
associated
with
corrective
measures.
In
addition,
substantial
costs
may
be
incurred
in
order
to
prevent
any
cyber
incidents
in
the
future.
Furthermore,
the
Fund
cannot
control
the
cybersecurity
plans
and
systems
put
in
place
by
its
service
providers
or
any
other
third
parties
whose
operations
may
affect
the
Fund.
Fund
Tax
Risk.
The
Fund
has
elected
to
be
treated
and
intends
to
qualify
each
year
as
a
Regulated
Investment
Company
(“RIC”)
under
the
Internal
Revenue
Code
of
1986,
as
amended
(the
“Code”).
As
a
RIC,
the
Fund
is
not
expected
to
be
subject
to
U.S.
federal
income
tax
to
the
extent
that
it
distributes
its
investment
company
taxable
income
and
net
capital
gains.
To
qualify
for
the
special
tax
treatment
available
to
a
RIC,
the
Fund
must
comply
with
certain
investment,
distribution,
and
diversification
requirements.
Under
certain
circumstances,
the
Fund
may
be
forced
to
sell
certain
assets
when
it
is
not
advantageous
in
order
to
meet
these
requirements,
which
may
reduce
the
Fund’s
overall
return.
If
the
Fund
fails
to
meet
any
of
these
requirements,
subject
to
the
opportunity
to
cure
such
failures
under
applicable
provisions
of
the
Code,
the
Fund’s
income
would
be
subject
to
a
double
level
of
U.S.
federal
income
tax.
The
Fund’s
income,
including
its
net
capital
gain,
would
first
be
subject
to
U.S.
federal
income
tax
at
regular
corporate
rates,
even
if
such
income
were
distributed
to
shareholders
and,
second,
all
distributions
by
the
Fund
from
earnings
and
profits,
including
distributions
of
net
capital
gain
(if
any),
would
be
taxable
to
shareholders
as
dividends.
Global
Economic
Risk.
National
and
regional
economies
and
financial
markets
are
becoming
increasingly
interconnected,
which
increases
the
possibilities
that
conditions
in
one
country,
region
or
market
might
adversely
impact
issuers
in
a
different
country,
region
or
market.
Changes
in
legal,
political,
regulatory,
tax
and
economic
conditions
may
cause
fluctuations
in
markets
and
asset
prices
around
the
world,
which
could
negatively
impact
the
value
of
the
Fund’s
investments.
Major
economic
or
political
disruptions,
particularly
in
large
economies
like
China’s,
may
have
global
negative
economic
and
market
repercussions.
Additionally,
instability
in
various
countries,
such
as
Afghanistan
and
Syria,
war,
natural
and
environmental
disasters,
the
spread
of
infectious
illnesses
or
other
public
health
emergencies
,
possible
terrorist
attacks
in
the
United
States
and
around
the
world,
growing
social
and
political
discord
in
the
United
States,
the
European
debt
crisis,
the
response
of
the
international
community—through
economic
sanctions
and
otherwise—to
international
events,
further
downgrade
of
U.S.
government
securities,
changes
in
the
U.S.
president
or
political
shifts
in
Congress
and
other
similar
events
may
adversely
affect
the
global
economy
and
the
markets
and
issuers
in
which
the
Fund
invests.
Recent
examples
of
such
events
include
Hamas’
attach
on
Israel
in
October
2023
and
the
ensuing
conflict,
the
outbreak
of
a
novel
coronavirus
known
as
COVID-19
that
was
first
detected
in
China
in
December
2019
and
heightened
concerns
regarding
North
Korea’s
nuclear
weapons
and
long-range
ballistic
missile
programs.
In
addition,
Russia’s
invasion
of
Ukraine
in
February
2022
has
resulted
in
sanctions
imposed
by
several
nations,
such
as
the
United
States,
United
Kingdom,
European
Union
and
Canada.
The
current
sanctions
and
potential
further
sanctions
may
negatively
impact
certain
sectors
of
Russia’s
economy,
but
also
may
negatively
impact
the
value
of
the
Fund’s
investments
that
do
not
have
direct
exposure
to
Russia.
These
events
could
reduce
consumer
demand
or
economic
output,
result
in
market
closure,
travel
restrictions
or
quarantines,
and
generally
have
a
significant
impact
on
the
global
economy.
These
events
could
also
impair
the
information
technology
and
other
operational
systems
upon
which
the
Fund’s
service
providers,
including
the
Fund’s
sub-adviser,
rely,
and
could
otherwise
disrupt
the
ability
of
employees
of
the
Fund’s
service
providers
to
perform
essential
tasks
on
behalf
of
the
Fund.
The
Fund
does
not
know
and
cannot
predict
how
long
the
securities
markets
may
be
affected
by
these
events,
and
the
future
impact
of
these
and
similar
events
on
the
global
economy
and
securities
markets
is
uncertain.
The
Fund
may
be
adversely
affected
by
abrogation
of
international
agreements
and
national
laws
which
have
created
the
market
instruments
in
which
the
Fund
may
invest,
failure
of
the
designated
national
and
international
authorities
to
enforce
compliance
with
the
same
laws
and
agreements,
failure
of
local,
national
and
international
organizations
to
carry
out
the
duties
prescribed
to
them
under
the
relevant
agreements,
revisions
of
these
laws
and
agreements
which
dilute
their
effectiveness
or
conflicting
interpretation
of
provisions
of
the
same
laws
and
agreements.
Governmental
and
quasi-governmental
authorities
and
regulators
throughout
the
world
have
in
the
past
responded
to
major
economic
disruptions
with
a
variety
of
significant
fiscal
and
monetary
policy
changes,
including
but
not
limited
to,
direct
capital
infusions
into
companies,
new
monetary
programs
and
dramatically
lower
interest
rates.
An
unexpected
or
quick
reversal
of
these
policies,
or
the
ineffectiveness
of
these
policies,
could
increase
volatility
in
securities
markets,
which
could
adversely
affect
the
Fund’s
investments.
Investment
and
Market
Risk.
An
investment
in
common
shares
is
subject
to
investment
risk,
including
the
possible
loss
of
the
entire
principal
amount
that
you
invest.
Common
shares
frequently
trade
at
a
discount
to
their
NAV.
An
investment
in
common
shares
represents
an
indirect
investment
in
the
securities
owned
by
the
Fund.
Common
shares
at
any
point
in
time
may
be
worth
less
than
your
original
investment,
even
after
taking
into
account
the
reinvestment
of
Fund
dividends
and
distributions.
Legislation
and
Regulatory
Risk.
At
any
time
after
the
date
of
this
report,
legislation
or
additional
regulations
may
be
enacted
that
could
negatively
affect
the
assets
of
the
Fund,
securities
held
by
the
Fund
or
the
issuers
of
such
securities.
Fund
shareholders
may
incur
increased
costs
resulting
from
such
legislation
or
additional
regulation.
There
can
be
no
assurance
that
future
legislation,
regulation
or
deregulation
will
not
have
a
material
adverse
effect
on
the
Fund
or
will
not
impair
the
ability
of
the
Fund
to
achieve
its
investment
objective.
Leverage
Risk.
The
use
of
leverage
creates
special
risks
for
common
shareholders,
including
potential
interest
rate
risks
and
the
likelihood
of
greater
volatility
of
NAV
and
market
price
of,
and
distributions
on,
the
common
shares.
The
use
of
leverage
in
a
declining
market
will
likely
cause
a
greater
decline
in
the
Fund’s
NAV,
which
may
result
at
a
greater
decline
of
the
common
share
price,
than
if
the
Fund
were
not
to
have
used
leverage.
The
Fund
will
pay
(and
common
shareholders
will
bear)
any
costs
and
expenses
relating
to
the
Fund’s
use
of
leverage,
which
will
result
in
a
reduction
in
the
Fund’s
NAV.
The
investment
adviser
may,
based
on
its
assessment
of
market
conditions
and
composition
of
the
Fund’s
holdings,
increase
or
decrease
the
amount
of
leverage.
Such
changes
may
impact
the
Fund’s
distributions
and
the
price
of
the
common
shares
in
the
secondary
market.
The
Fund
may
seek
to
refinance
its
leverage
over
time,
in
the
ordinary
course,
as
current
forms
of
leverage
mature
or
it
is
otherwise
desirable
to
refinance;
however,
the
form
that
such
leverage
will
take
cannot
be
predicted
at
this
time.
If
the
Fund
is
unable
to
replace
existing
leverage
on
comparable
terms,
its
costs
of
leverage
will
increase.
Accordingly,
there
is
no
assurance
that
the
use
of
leverage
may
result
in
a
higher
yield
or
return
to
common
shareholders.
The
amount
of
fees
paid
to
the
investment
adviser
and
the
sub-adviser
for
investment
advisory
services
will
be
higher
if
the
Fund
uses
leverage
because
the
fees
will
be
calculated
based
on
the
Fund’s
Managed
Assets
-
this
may
create
an
incentive
for
the
investment
adviser
and
the
sub-
adviser
to
leverage
the
Fund
or
increase
the
Fund’s
leverage.
Market
Discount
from
Net
Asset
Value
.
Shares
of
closed-end
investment
companies
like
the
Fund
frequently
trade
at
prices
lower
than
their
NAV.
This
characteristic
is
a
risk
separate
and
distinct
from
the
risk
that
the
Fund’s
NAV
could
decrease
as
a
result
of
investment
activities.
Whether
investors
will
realize
gains
or
losses
upon
the
sale
of
the
common
shares
will
depend
not
upon
the
Fund’s
NAV
but
entirely
upon
whether
the
market
price
of
the
common
shares
at
the
time
of
sale
is
above
or
below
the
investor’s
purchase
price
for
the
common
shares.
Furthermore,
management
may
have
difficulty
meeting
the
Fund’s
investment
objective
and
managing
its
portfolio
when
the
underlying
securities
are
redeemed
or
sold
during
periods
of
market
turmoil
and
as
investors’
perceptions
regarding
closed-end
funds
or
their
underlying
investments
change.
Because
the
market
price
of
the
common
shares
will
be
determined
by
factors
such
as
relative
supply
of
and
demand
for
the
common
shares
in
the
market,
general
market
and
economic
circumstances,
and
other
factors
beyond
the
control
of
the
Fund,
the
Fund
cannot
predict
whether
the
common
shares
will
trade
at,
below
or
above
NAV.
The
common
shares
are
designed
primarily
for
long-term
investors,
and
you
should
not
view
the
Fund
as
a
vehicle
for
short-term
trading
purposes.
Recent
Market
Conditions.
Periods
of
unusually
high
financial
market
volatility
and
restrictive
credit
conditions,
at
times
limited
to
a
particular
sector
or
geographic
area,
have
occurred
in
the
past
and
may
be
expected
to
recur
in
the
future.
Some
countries,
including
the
United
States,
have
adopted
or
have
signaled
protectionist
trade
measures,
relaxation
of
the
financial
industry
regulations
that
followed
the
financial
crisis,
and/or
reductions
to
corporate
taxes.
The
scope
of
these
policy
changes
is
still
developing,
but
the
equity
and
debt
markets
may
react
strongly
to
expectations
of
change,
which
could
increase
volatility,
particularly
if
a
resulting
policy
runs
counter
to
the
market’s
expectations.
The
outcome
of
such
changes
cannot
be
foreseen
at
the
present
time.
In
addition,
geopolitical
and
other
risks,
including
environmental
and
public
health
risks,
may
add
to
instability
in
the
world
economy
and
markets
generally.
As
a
result
of
increasingly
interconnected
global
economies
and
financial
markets,
the
value
and
liquidity
of
the
Fund’s
investments
may
be
negatively
affected
by
events
impacting
a
country
or
region,
regardless
of
whether
the
Fund
invests
in
issuers
located
in
or
with
significant
exposure
to
such
country
or
region.
Ukraine
has
experienced
ongoing
military
conflict,
most
recently
in
February
2022
when
Russia
invaded
Ukraine;
this
conflict
may
expand
and
military
attacks
could
occur
elsewhere
in
Europe.
Europe
has
also
been
struggling
with
mass
migration
from
the
Middle
East
and
Africa.
The
ultimate
effects
of
these
events
and
other
socio-political
or
geographical
issues
are
not
known
but
could
profoundly
affect
global
economies
and
markets.
Additionally,
in
October
2023
armed
conflict
broke
out
between
Israel
and
the
militant
group
Hamas
after
Hamas
infiltrated
Israel’s
southern
border
from
the
Gaza
Strip.
Israel
has
since
declared
war
against
Hamas
and
this
conflict
has
escalated
into
a
greater
regional
conflict.
The
ultimate
effects
of
these
events
and
other
socio-political
or
geographical
issues
are
not
known
but
could
profoundly
affect
global
economies
and
markets.
The
ongoing
trade
war
between
China
and
the
United
States,
including
the
imposition
of
tariffs
by
each
country
on
the
other
country’s
products,
has
created
a
tense
political
environment.
These
actions
may
trigger
a
significant
reduction
in
international
trade,
the
oversupply
of
certain
manufactured
goods,
substantial
price
reductions
of
goods
and
possible
failure
of
individual
companies
and/or
large
segments
of
China’s
export
industry,
which
could
have
a
negative
impact
on
the
Fund’s
performance.
U.S.
companies
that
source
material
and
goods
from
China
and
those
that
make
large
amounts
of
sales
in
China
would
be
particularly
vulnerable
to
an
escalation
of
trade
tensions.
Uncertainty
regarding
the
outcome
of
the
trade
tensions
and
the
potential
for
a
trade
war
could
cause
the
U.S.
dollar
to
decline
against
safe
haven
currencies,
such
as
the
Japanese
yen
and
the
euro.
Events
such
as
these
and
their
consequences
are
difficult
to
predict
and
it
is
unclear
whether
further
tariffs
may
be
imposed
or
other
escalating
actions
may
be
taken
in
the
future.
The
U.S.
Federal
Reserve
(the
“Fed”)
has
in
the
past
sharply
raised
interest
rates
and
has
signaled
an
intention
to
maintain
higher
interest
rates
until
current
inflation
levels
re-align
with
the
Fed’s
long-term
inflation
target.
Changing
interest
rate
environments
impact
the
various
sectors
of
the
economy
in
different
ways.
For
example,
in
March
2023,
the
Federal
Deposit
Insurance
Corporation
("FDIC")
was
appointed
receiver
for
each
of
Silicon
Valley
Bank
and
Signature
Bank,
the
second-
and
third-largest
bank
failures
in
U.S.
history,
which
failures
may
be
attributable,
in
part,
to
rising
interest
rates.
Bank
failures
may
have
a
destabilizing
impact
on
the
broader
banking
industry
or
markets
generally.
The
impact
of
these
developments
in
the
near-
and
long-term
is
unknown
and
could
have
additional
adverse
effects
on
economies,
financial
markets
and
asset
valuations
around
the
world.
Reverse
Repurchase
Agreement
Risk.
A
reverse
repurchase
agreement,
in
economic
essence,
constitutes
a
securitized
borrowing
by
the
Fund
from
the
security
purchaser.
The
Fund
may
enter
into
reverse
repurchase
agreements
for
the
purpose
of
creating
a
leveraged
investment
exposure
and,
as
such,
their
usage
involves
essentially
the
same
risks
associated
with
a
leveraging
strategy
generally
since
the
proceeds
from
these
agreements
may
be
invested
in
additional
portfolio
securities.
Reverse
repurchase
agreements
tend
to
be
short-term
in
tenor,
and
there
can
be
no
assurances
that
the
purchaser
(lender)
will
commit
to
extend
or
“roll”
a
given
agreement
upon
its
agreed-upon
repurchase
date
or
an
alternative
purchaser
can
Shareholder
Update
(Unaudited)
(continued)
be
identified
on
similar
terms.
Reverse
repurchase
agreements
also
involve
the
risk
that
the
purchaser
fails
to
return
the
securities
as
agreed
upon,
files
for
bankruptcy
or
becomes
insolvent.
The
Fund
may
be
restricted
from
taking
normal
portfolio
actions
during
such
time,
could
be
subject
to
loss
to
the
extent
that
the
proceeds
of
the
agreement
are
less
than
the
value
of
securities
subject
to
the
agreement
and
may
experience
adverse
tax
consequences.
EFFECTS
OF
LEVERAGE
The
following
table
is
furnished
in
response
to
requirements
of
the
U.S.
Securities
and
Exchange
Commission
(“SEC”).
It
is
designed
to
illustrate
the
effects
of
leverage
through
the
use
of
senior
securities,
as
that
term
is
defined
under
Section
18
of
the
1940
Act,
as
well
as
certain
other
forms
of
leverage,
such
as
reverse
repurchase
agreements
and
dollar
roll
transactions,
on
common
share
total
return,
assuming
investment
portfolio
total
returns
(consisting
of
income
and
changes
in
the
value
of
investments
held
in
the
Fund’s
portfolio)
of
-10%,
-5%,
0%,
5%
and
10%.
The
table
below
reflects
the
Fund’s
(i)
continued
use
of
leverage
as
of
June
30,
2024
as
a
percentage
of
Managed
Assets
(including
assets
attributable
to
such
leverage),
(ii)
the
estimated
annual
effective
interest
expense
rate
payable
by
the
Fund
on
such
instruments
(based
on
actual
leverage
costs
incurred
during
the
fiscal
year
ended
June
30,
2024)
as
set
forth
in
the
table,
and
(iii)
the
annual
return
that
the
Fund’s
portfolio
must
experience
(net
of
expenses)
in
order
to
cover
such
costs
of
leverage
based
on
such
estimated
annual
effective
interest
expense
rate.
The
information
below
does
not
reflect
any
Fund’s
use
of
certain
other
forms
of
economic
leverage
achieved
through
the
use
of
certain
derivative
instruments.
The
numbers
are
merely
estimates,
used
for
illustration.
The
costs
of
leverage
may
vary
frequently
and
may
be
significantly
higher
or
lower
than
the
estimated
rate.
The
assumed
investment
portfolio
returns
in
the
table
below
are
hypothetical
figures
and
are
not
necessarily
indicative
of
the
investment
portfolio
returns
experienced
or
expected
to
be
experienced
by
the
Fund.
Your
actual
returns
may
be
greater
or
less
than
those
appearing
below.
Common
Share
total
return
is
composed
of
two
elements
—
the
distributions
paid
by
the
Fund
to
holders
of
common
shares
(the
amount
of
which
is
largely
determined
by
the
net
investment
income
of
the
Fund
after
paying
dividend
payments
on
any
preferred
shares
issued
by
the
Fund
and
expenses
on
any
forms
of
leverage
outstanding)
and
gains
or
losses
on
the
value
of
the
securities
and
other
instruments
the
Fund
owns.
As
required
by
SEC
rules,
the
table
assumes
that
the
Fund
are
more
likely
to
suffer
capital
losses
than
to
enjoy
capital
appreciation.
For
example,
to
assume
a
total
return
of
0%,
the
Fund
must
assume
that
the
income
it
receives
on
its
investments
is
entirely
offset
by
losses
in
the
value
of
those
investments.
This
table
reflects
hypothetical
performance
of
the
Fund’s
portfolio
and
not
the
actual
performance
of
the
Fund’s
common
shares,
the
value
of
which
is
determined
by
market
forces
and
other
factors.
Should
the
Fund
elect
to
add
additional
leverage
to
its
portfolio,
any
benefits
of
such
additional
leverage
cannot
be
fully
achieved
until
the
proceeds
resulting
from
the
use
of
such
leverage
have
been
received
by
the
Fund
and
invested
in
accordance
with
the
Fund’s
investment
objective
and
policies.
As
noted
above,
the
Fund’s
willingness
to
use
additional
leverage,
and
the
extent
to
which
leverage
is
used
at
any
time,
will
depend
on
many
factors.
JMM
Estimated
Leverage
as
a
Percentage
of
Managed
Assets
(Including
Assets
Attributable
to
Leverage)
27.95%
Estimated
Annual
Effective
Leverage
Expense
Rate
Payable
by
Fund
on
Leverage
5.96%
Annual
Return
Fund
Portfolio
Must
Experience
(net
of
expenses)
to
Cover
Estimated
Annual
Effective
Interest
Expense
Rate
on
Leverage
1.67%
Common
Share
Total
Return
for
(10.00)%
Assumed
Portfolio
Total
Return
(16.19)%
Common
Share
Total
Return
for
(5.00)%
Assumed
Portfolio
Total
Return
(9.25)%
Common
Share
Total
Return
for
0.00%
Assumed
Portfolio
Total
Return
(2.31)%
Common
Share
Total
Return
for
5.00%
Assumed
Portfolio
Total
Return
4.63%
Common
Share
Total
Return
for
10.00%
Assumed
Portfolio
Total
Return
11.57%
Shareholder
Update
(Unaudited)
(continued)
DIVIDEND
REINVESTMENT
PLAN
Nuveen
Closed-End
Funds
Automatic
Reinvestment
Plan
Your
Nuveen
Closed-End
Fund
allows
you
to
conveniently
reinvest
distributions
in
additional
Fund
shares.
By
choosing
to
reinvest,
you’ll
be
able
to
invest
money
regularly
and
automatically,
and
watch
your
investment
grow
through
the
power
of
compounding.
Just
like
distributions
in
cash,
there
may
be
times
when
income
or
capital
gains
taxes
may
be
payable
on
distributions
that
are
reinvested.
It
is
important
to
note
that
an
automatic
reinvestment
plan
does
not
ensure
a
profit,
nor
does
it
protect
you
against
loss
in
a
declining
market.
Easy
and
convenient
To
make
recordkeeping
easy
and
convenient,
each
quarter
you’ll
receive
a
statement
showing
your
total
distributions,
the
date
of
investment,
the
shares
acquired
and
the
price
per
share,
and
the
total
number
of
shares
you
own.
How
shares
are
purchased
The
shares
you
acquire
by
reinvesting
will
either
be
purchased
on
the
open
market
or
newly
issued
by
the
Fund.
If
the
shares
are
trading
at
or
above
NAV
at
the
time
of
valuation,
the
Fund
will
issue
new
shares
at
the
greater
of
the
NAV
or
95%
of
the
then-current
market
price.
If
the
shares
are
trading
at
less
than
NAV,
shares
for
your
account
will
be
purchased
on
the
open
market.
If
Computershare
Trust
Company,
N.A.
(the
“Plan
Agent”)
begins
purchasing
Fund
shares
on
the
open
market
while
shares
are
trading
below
NAV,
but
the
Fund’s
shares
subsequently
trade
at
or
above
their
NAV
before
the
Plan
Agent
is
able
to
complete
its
purchases,
the
Plan
Agent
may
cease
open-market
purchases
and
may
invest
the
uninvested
portion
of
the
distribution
in
newly-issued
Fund
shares
at
a
price
equal
to
the
greater
of
the
shares’
NAV
or
95%
of
the
shares’
market
value
on
the
last
business
day
immediately
prior
to
the
purchase
date.
Distributions
received
to
purchase
shares
in
the
open
market
will
normally
be
invested
shortly
after
the
distribution
payment
date.
No
interest
will
be
paid
on
distributions
awaiting
reinvestment.
Because
the
market
price
of
the
shares
may
increase
before
purchases
are
completed,
the
average
purchase
price
per
share
may
exceed
the
market
price
at
the
time
of
valuation,
resulting
in
the
acquisition
of
fewer
shares
than
if
the
distribution
had
been
paid
in
shares
issued
by
the
Fund.
A
pro
rata
portion
of
any
applicable
brokerage
commissions
on
open
market
purchases
will
be
paid
by
Dividend
Reinvestment
Plan
(the
“Plan”)
participants.
These
commissions
usually
will
be
lower
than
those
charged
on
individual
transactions.
Flexible
You
may
change
your
distribution
option
or
withdraw
from
the
Plan
at
any
time,
should
your
needs
or
situation
change.
You
can
reinvest
whether
your
shares
are
registered
in
your
name,
or
in
the
name
of
a
brokerage
firm,
bank,
or
other
nominee.
Ask
your
investment
advisor
if
his
or
her
firm
will
participate
on
your
behalf.
Participants
whose
shares
are
registered
in
the
name
of
one
firm
may
not
be
able
to
transfer
the
shares
to
another
firm
and
continue
to
participate
in
the
Plan.
The
Fund
reserves
the
right
to
amend
or
terminate
the
Plan
at
any
time.
Although
the
Fund
reserves
the
right
to
amend
the
Plan
to
include
a
service
charge
payable
by
the
participants,
there
is
no
direct
service
charge
to
participants
in
the
Plan
at
this
time.
Call
today
to
start
reinvesting
distributions
For
more
information
on
the
Nuveen
Automatic
Reinvestment
Plan
or
to
enroll
in
or
withdraw
from
the
Plan,
speak
with
your
financial
professional
or
call
us
at
(800)
257-8787.
CHANGES
OCCURRING
DURING
THE
FISCAL
YEAR
The
following
information
in
this
annual
report
is
a
summary
of
certain
changes
during
the
most
recent
fiscal
year.
This
information
may
not
reflect
all
of
the
changes
that
have
occurred
since
you
purchased
shares
of
the
Fund.
During
the
most
recent
fiscal
year,
there
have
been
no
changes
required
to
be
reported
in
connection
with:
(i)
the
Fund’s
investment
objective
and
principal
investment
policies
that
have
not
been
approved
by
shareholders,
(ii)
the
principal
risks
of
the
Fund,
(iii)
the
portfolio
managers
of
the
Fund;
(iv)
the
Fund’s
charter
or
by-laws
that
would
delay
or
prevent
a
change
of
control
of
the
Fund
that
have
not
been
approved
by
shareholders
except
as
follows:
Principal
Risks
The
principal
risk
previously
titled
“Zero
Coupon
Bond
Risk”
has
been
updated
to
include
payment-in-kind
securities
and
now
reads
as
follows:
Zero
Coupon
or
Pay-In-Kind Securities Risk
.
Zero
coupon
and pay-in-kind
securities
may
be
subject
to
greater
fluctuation
in
value
and
less liquidity
in
the
event
of
adverse
market
conditions
than
comparably
rated securities
paying
cash
interest
at
regular
interest
payment
periods.
Prices on
non-
cash-paying
instruments
may
be
more
sensitive
to
changes
in
the issuer’s
financial
condition,
fluctuation
in
interest
rates
and
market demand/supply
imbalances
than
cash-paying
securities
with
similar
credit ratings,
and
thus
may
be
more
speculative.
The
following
principal
risk
factor
has
been
renamed
“Restricted
and
Illiquid
Investments
Risk”:
Illiquid
Investments
Risk.
Illiquid
investments
are
investments
that
are
not
readily
marketable.
These
investments
may
include
restricted
investments,
including
Rule
144A
securities,
which
cannot
be
resold
to
the
public
without
an
effective
registration
statement
under
the
1933
Act,
or
if
they
are
unregistered
may
be
sold
only
in
a
privately
negotiated
transaction
or
pursuant
to
an
available
exemption
from
registration.
The
Fund
may
not
be
able
to
readily
dispose
of
such
investments
at
prices
that
approximate
those
at
which
the
Fund
could
sell
such
investments
if
they
were
more
widely
traded
and,
as
a
result
of
such
illiquidity,
the
Fund
may
have
to
sell
other
investments
or
engage
in
borrowing
transactions
if
necessary
to
raise
cash
to
meet
its
obligations.
Limited
liquidity
can
also
affect
the
market
price
of
investments,
thereby
adversely
affecting
the
Fund’s
NAV
and
ability
to
make
dividend
distributions.
The
financial
markets
in
general
have
in
recent
years
experienced
periods
of
extreme
secondary
market
supply
and
demand
imbalance,
resulting
in
a
loss
of
liquidity
during
which
market
prices
were
suddenly
and
substantially
below
traditional
measures
of
intrinsic
value.
During
such
periods,
some
investments
could
be
sold
only
at
arbitrary
prices
and
with
substantial
losses.
Periods
of
such
market
dislocation
may
occur
again
at
any
time.
The
following
risk
factor
was
added
as
principal
risks
for
the
Fund:
Municipal
Securities
Risk.
The
values
of
municipal
securities
may
be
adversely
affected
by
local
political
and
economic
conditions
and
developments.
Adverse
conditions
in
an
industry
significant
to
a
local
economy
could
have
a
correspondingly
adverse
effect
on
the
financial
condition
of
local
issuers.
Other
factors
that
could
affect
municipal
securities
include
a
change
in
the
local,
state,
or
national
economy,
a
downgrade
of
a
state’s
credit
rating
or
the
rating
of
authorities
or
political
subdivisions
of
the
state,
demographic
factors,
ecological
or
environmental
concerns,
inability
or
perceived
inability
of
a
government
authority
to
collect
sufficient
tax
or
other
revenues,
statutory
limitations
on
the
issuer’s
ability
to
increase
taxes,
and
other
developments
generally
affecting
the
revenue
of
issuers
(for
example,
legislation
or
court
decisions
reducing
state
aid
to
local
governments
or
mandating
additional
services).
This
risk
would
be
heightened
to
the
extent
that
the
Fund
invests
a
substantial
portion
of
the
below-investment
grade
quality
portion
of
its
portfolio
in
the
bonds
of
similar
projects
(such
as
those
relating
to
the
education,
health
care,
housing,
transportation,
or
utilities
industries),
in
industrial
development
bonds,
or
in
particular
types
of
municipal
securities
(such
as
general
obligation
bonds,
municipal
lease
obligations,
private
activity
bonds
or
moral
obligation
bonds)
that
are
particularly
exposed
to
specific
types
of
adverse
economic,
business
or
political
events.
The
value
of
municipal
securities
may
also
be
adversely
affected
by
rising
health
care
costs,
increasing
unfunded
pension
liabilities,
and
by
the
phasing
out
of
federal
programs
providing
financial
support.
In
recent
periods,
a
number
of
municipal
issuers
have
defaulted
on
obligations,
been
downgraded
or
commenced
insolvency
proceedings.
Financial
difficulties
of
municipal
issuers
may
continue
or
get
worse.
In
addition,
the
amount
of
public
information
available
about
municipal
bonds
is
generally
less
than
for
certain
corporate
equities
or
bonds,
meaning
that
the
investment
performance
of
the
Fund
may
be
more
dependent
on
the
analytical
abilities
of
the
Fund’s
applicable
sub-advisers
than
funds
that
invest
in
stock
or
other
corporate
investments.
To
the
extent
that
a
fund
invests
a
significant
portion
of
its
assets
in
the
securities
of
issuers
located
in
a
given
state
or
U.S.
territory,
it
will
be
disproportionally
affected
by
political
and
economic
conditions
and
developments
in
that
state
or
territory
and
may
involve
greater
risk
than
funds
that
invest
in
a
larger
universe
of
securities.
In
addition,
economic,
political
or
regulatory
changes
in
that
state
or
territory
could
adversely
affect
municipal
securities
issuers
in
that
state
or
territory
and
therefore
the
value
of
a
fund’s
investment
portfolio.
The
following
risk
factor
was
removed
as
a
principal
risk
of
the
Fund:
Frequent
Trading
Risk.
The
Fund’s
portfolio
turnover
rate
may
exceed
100%.
Frequent
trading
of
portfolio
securities
may
produce
capital
gains,
which
are
taxable
to
shareholders
when
distributed.
Frequent
trading
may
also
increase
the
amount
of
commissions
or
mark-ups
to
broker-dealers
that
the
Fund
pays
when
it
buys
and
sells
securities,
which
may
detract
from
the
Fund’s
performance.
Developments
Regarding
the
Funds’
Control
Share
By-Law
On
October
5,
2020,
the
Funds
and
certain
other
closed-end
funds
in
the
Nuveen
fund
complex
amended
their
by-laws.
Among
other
things,
the
amended
by-laws
included
provisions
pursuant
to
which,
in
summary,
a
shareholder
who
obtains
beneficial
ownership
of
common
shares
in
a
Control
Share
Acquisition
(as
defined
in
the
by-laws)
shall
have
the
same
voting
rights
as
other
common
shareholders
only
to
the
extent
authorized
by
the
other
disinterested
shareholders
(the
“Control
Share
By-Law”).
On
February
24,
2022
the
Board
of
the
Funds
suspended
the
Control-Share
By-Law
Shareholder
Update
(Unaudited)
(continued)
provisions.
Subsequently,
on
February
28,
2024,
the
Board
of
the
Funds
adopted
Amended
and
Restated
By-Laws
to
eliminate
the
Control
Share
By-
Law
provisions
in
their
entirety.
Other
than
the
elimination
of
the
Control
Share
By-Law
provisions,
the
Amended
and
Restated
By-Laws
are
identical
to
the
previously
adopted
by-laws.
Important
Tax
Information
(Unaudited)
As
required
by
the
Internal
Revenue
Code
and
Treasury
Regulations,
certain
tax
information,
as
detailed
below,
must
be
provided
to
shareholders.
Shareholders
are
advised
to
consult
their
tax
advisor
with
respect
to
the
tax
implications
of
their
investment.
The
amounts
listed
below
may
differ
from
the
actual
amounts
reported
on
Form
1099-DIV,
which
will
be
sent
to
shareholders
shortly
after
calendar
year
end.
Long-Term
Capital
Gains
As
of
year
end, the
Fund
designates
the
following
distribution
amounts,
or
maximum
amount
allowable,
as
being
from
net
long-term
capital
gains
pursuant
to
Section
852(b)(3)
of
the
Internal
Revenue
Code:
Dividends
Received
Deduction
(DRD)
The
Fund
listed
below
had
the
following
percentage,
or
maximum
amount
allowable,
of
ordinary
income
distributions
eligible
for
the
dividends
received
deduction
for
corporate
shareholders:
Qualified
Dividend
Income
(QDI)
The
Fund
listed
below
had
the
following
percentage,
or
maximum
amount
allowable,
of
ordinary
income
distributions
treated
as
qualified
dividend
income
for
individuals
pursuant
to
Section
1(h)(11)
of
the
Internal
Revenue
Code:
Qualified
Interest
Income
(QII)
The Fund
listed
below
had
the
following
percentage,
or
maximum
amount
allowable,
of
ordinary
income
distributions
treated
as
qualified interest
income
and/or short-term
capital
gain
dividends pursuant
to
Section
871(k)
of
the
Internal
Revenue
Code:
163(j)
The Fund
listed
below
had
the
following
percentage,
or
maximum
amount
allowable,
of
ordinary
dividends
treated
as
Section
163(j)
interest
dividends
pursuant
to
Section
163(j)
of
the
Internal
Revenue
Code:
Fund
Net
Long-Term
Capital
Gains
JMM
$
—
Fund
Percentage
JMM
2
.4
%
Fund
Percentage
JMM
4.6
%
Fund
Prior
Year
End
to
12/31
Percentage
1/1
to
Current
Year
End
Percentage
JMM
100
.0
%
54
.0
%
Fund
Percentage
JMM
100
.0
%
Shareholder
Meeting
Report
(Unaudited)
The
annual
meeting
of
shareholders
for
JMM
was
held
on
April
12,
2024
for
shareholders
of
record
on
January
19,
2024;
at
this
meeting
the
shareholders
were
asked
to
elect
Board
Members.
Due
to
the
lack
of
a
quorum
at
the
2024
annual
meeting,
each
Class
I
Trustee
(Thomas
J.
Kenny,
Robert
L.
Young
and
Margaret
L.
Wolff),
each
Class
II
Trustee
(Amy
B.
R.
Lancellotta,
John
K.
Nelson
and
Terence
J.
Toth)
and
each
Class
III
Trustee
(Joanne
T.
Modero,
Albin
F.
Moschner
and
Matthew
Thornton
III)
was
not
elected
but
will
continue
to
serve
on
the
Board
as
a
"holdover"
Board
Member
until
their
successor
has
been
duly
elected
and
qualified.
Additional
Fund
Information
(Unaudited)
Portfolio
of
Investments
Information
The
Fund
is
required
to
file
its
complete
schedule
of
portfolio
holdings
with
the
Securities
and
Exchange
Commission
(SEC)
for
the
first
and
third
quarters
of
each
fiscal
year
as
an
exhibit
to
its
report
on
Form
N-PORT.
You
may
obtain
this
information
on
the
SEC’s
website
at
http://www.sec.gov.
Nuveen
Funds’
Proxy
Voting
Information
You
may
obtain
(i)
information
regarding
how
the
fund
voted
proxies
relating
to
portfolio
securities
held
during
the
most
recent
twelve-month
period
ended
June
30,
without
charge,
upon
request,
by
calling
Nuveen
toll-free
at
(800)
257-8787
or
on
Nuveen’s
website
at
www.nuveen.com
and
(ii)
a
description
of
the
policies
and
procedures
that
the
fund
used
to
determine
how
to
vote
proxies
relating
to
portfolio
securities
without
charge,
upon
request,
by
calling
Nuveen
toll-free
at
(800)
257-8787.
You
may
also
obtain
this
information
directly
from
the
SEC.
Visit
the
SEC
on-line
at
http://www.sec.gov.
CEO
Certification
Disclosure
The
Fund’s
Chief
Executive
Officer
(CEO)
has
submitted
to
the
New
York
Stock
Exchange
(NYSE)
the
annual
CEO
certification
as
required
by
Section
303A.12(a)
of
the
NYSE
Listed
Company
Manual.
The
Fund
has
filed
with
the
SEC
the
certification
of
its
CEO
and
Chief
Financial
Officer
required
by
Section
302
of
the
Sarbanes-Oxley
Act.
Common
Share
Repurchases
The
Fund
intends
to
repurchase,
through
its
open-market
share
repurchase
program,
shares
of
its
own
common
stock
at
such
times
and
in
such
amounts
as
is
deemed
advisable.
During
the
period
covered
by
this
report,
the
Fund
repurchased
shares
of
its
common
stock
as
shown
in
the
accompanying
table.
Any
future
repurchases
will
be
reported
to
shareholders
in
the
next
annual
or
semi-annual
report.
FINRA
BrokerCheck
:
The
Financial
Industry
Regulatory
Authority
(FINRA)
provides
information
regarding
the
disciplinary
history
of
FINRA
member
firms
and
associated
investment
professionals.
This
information
as
well
as
an
investor
brochure
describing
FINRA
BrokerCheck
is
available
to
the
public
by
calling
the
FINRA
BrokerCheck
Hotline
number
at
(800)
289-9999
or
by
visiting
www.FINRA.org.
Board
of
Trustees
Joseph
A.
Boateng*
Michael
A.
Forrester*
Thomas
J.
Kenny
Amy
B.R.
Lancellotta
Joanne
T.
Medero
Albin
F.
Moschner
John
K.
Nelson
Loren
M.
Starr*
Matthew
Thornton
III
Terence
J.
Toth
Margaret
L.
Wolff
Robert
L.
Young
*Serves
as
a
consultant.
Investment
Adviser
Nuveen
Fund
Advisors,
LLC
333
West
Wacker
Drive
Chicago,
IL
60606
Custodian
State
Street
Bank
&
Trust
Company
One
Congress
Street
Suite
1
Boston,
MA
02114-2016
Legal
Counsel
Chapman
and
Cutler
LLP
Chicago,
IL
60603
Independent
Registered
Public
Accounting
Firm
KPMG
LLP
200
East
Randolph
Street
Chicago,
IL
60601
Transfer
Agent
and
Shareholder
Services
Computershare
Trust
Company,
N.A.
150
Royall
Street
Canton,
MA
02021
(800)
257-8787
JMM
Common
shares
repurchased
0
Glossary
of
Terms
Used
in
this
Report
(Unaudited)
Average
Annual
Total
Return
:
This
is
a
commonly
used
method
to
express
an
investment’s
performance
over
a
particular,
usually
multi-year
time
period.
It
expresses
the
return
that
would
have
been
necessary
each
year
to
equal
the
investment’s
actual
cumulative
performance
(including
change
in
NAV
or
offer
price
and
reinvested
dividends
and
capital
gains
distributions,
if
any)
over
the
time
period
being
considered.
Beta:
A
measure
of
the
variability
of
the
change
in
the
share
price
for
a
fund
in
relation
to
a
change
in
the
value
of
the
fund’s
market
benchmark.
Securities
with
betas
higher
than
1.0
have
been,
and
are
expected
to
be,
more
volatile
than
the
benchmark;
securities
with
betas
lower
than
1.0
have
been,
and
are
expected
to
be,
less
volatile
than
the
benchmark.
Contingent
Capital
Securities
(
CoCos
):
CoCos
are
debt
or
capital
securities
of
primarily
non-U.S.
issuers
with
loss
absorption
contingency
mechanisms
built
into
the
terms
of
the
security,
for
example
a
mandatory
conversion
into
common
stock
of
the
issuer,
or
a
principal
write-down,
which
if
triggered
would
likely
cause
the
CoCo
investment
to
lose
value.
Loss
absorption
mechanisms
would
become
effective
upon
the
occurrence
of
a
specified
contingency
event,
or
at
the
discretion
of
a
regulatory
body.
Specified
contingency
events,
as
identified
in
the
CoCo’s
governing
documents,
usually
reference
a
decline
in
the
issuer’s
capital
below
a
specified
threshold
level,
and/or
certain
regulatory
events.
A
loss
absorption
contingency
event
for
CoCos
would
likely
be
the
result
of,
or
related
to,
the
deterioration
of
the
issuer’s
financial
condition
and/or
its
status
as
a
going
concern.
In
such
a
case,
with
respect
to
CoCos
that
provide
for
conversion
into
common
stock
upon
the
occurrence
of
the
contingency
event,
the
market
price
of
the
issuer’s
common
stock
received
by
the
Acquiring
Fund
will
have
likely
declined,
perhaps
substantially,
and
may
continue
to
decline
after
conversion.
CoCos
rated
below
investment
grade
should
be
considered
high
yield
securities,
or
“junk,”
but
often
are
issued
by
entities
whose
more
senior
securities
are
rated
investment
grade.
CoCos
are
a
relatively
new
type
of
security;
and
there
is
a
risk
that
CoCo
security
issuers
may
suffer
the
sort
of
future
financial
distress
that
could
materially
increase
the
likelihood
(or
the
market’s
perception
of
the
likelihood)
that
an
automatic
write-down
or
conversion
event
on
those
issuers’
CoCos
will
occur.
Additionally,
the
trading
behavior
of
a
given
issuer’s
CoCo
may
be
strongly
impacted
by
the
trading
behavior
of
other
issuers’
CoCos,
such
that
negative
information
from
an
unrelated
CoCo
security
may
cause
a
decline
in
value
of
one
or
more
CoCos
held
by
the
Fund.
Accordingly,
the
trading
behavior
of
CoCos
may
not
follow
the
trading
behavior
of
other
types
of
debt
and
preferred
securities.
Despite
these
concerns,
the
prospective
reward
vs.
risk
characteristics
of
at
least
certain
CoCos
may
be
very
attractive
relative
to
other
fixed-income
alternatives.
Duration:
Duration
is
a
measure
of
the
expected
period
over
which
a
bond’s
principal
and
interest
will
be
paid,
and
consequently
is
a
measure
of
the
sensitivity
of
a
bond’s
or
bond
fund’s
value
to
changes
when
market
interest
rates
change.
Generally,
the
longer
a
bond’s
or
fund’s
duration,
the
more
the
price
of
the
bond
or
fund
will
change
as
interest
rates
change.
Effective
Leverage:
Effective
leverage
is
a
fund’s
effective
economic
leverage,
and
includes
both
regulatory
leverage
(see
leverage)
and
the
leverage
effects
of
certain
derivative
investments
in
a
fund’s
portfolio.
Currently,
the
leverage
effects
of
Tender
Option
Bond
(TOB)
inverse
floater
holdings
are
included
in
effective
leverage
values,
in
addition
to
any
regulatory
leverage.
Gross
Domestic
Product
(GDP):
The
total
market
value
of
all
final
goods
and
services
produced
in
a
country/region
in
a
given
year,
equal
to
total
consumer,
investment
and
government
spending,
plus
the
value
of
exports,
minus
the
value
of
imports.
Leverage:
Leverage
is
created
whenever
a
fund
has
investment
exposure
(both
reward
and/or
risk)
equivalent
to
more
than
100%
of
the
investment
capital.
Net
Asset
Value
(NAV)
Per
Share:
A
fund’s
Net
Assets
is
equal
to
its
total
assets
(securities,
cash,
accrued
earnings
and
receivables)
less
its
total
liabilities.
NAV
per
share
is
equal
to
the
fund’s
Net
Assets
divided
by
its
number
of
shares
outstanding.
Regulatory
Leverage:
Regulatory
leverage
consists
of
preferred
shares
issued
by
or
borrowings
of
a
fund.
Both
of
these
are
part
of
a
fund’s
capital
structure.
Regulatory
leverage
is
subject
to
asset
coverage
limits
set
in
the
Investment
Company
Act
of
1940.
Statement
Regarding
Basis
for
Approval
of
Investment
Advisory
Contract
(Unaudited)
Nuveen
Multi-Market
Income
Fund
The
Approval
Process
At
meetings
held
on
April
18
and
19,
2024
(the
“Meeting”),
the
Board
of
Trustees
(the
“Board”
and
each
Trustee,
a
“Board
Member”)
of
the
Fund
approved
the
renewal
of
the
investment
management
agreement
(the
“Investment
Management
Agreement”)
with
Nuveen
Fund
Advisors,
LLC
(“NFAL”;
NFAL
is
an
“Adviser”)
pursuant
to
which
NFAL
serves
as
investment
adviser
to
the
Fund.
Similarly,
the
Board
approved
the
renewal
of
the
sub-advisory
agreement
(the
“Sub-Advisory
Agreement”)
with
Nuveen
Asset
Management,
LLC
(the
“Sub-Adviser”)
pursuant
to
which
the
Sub-
Adviser
serves
as
the
sub-adviser
to
the
Fund.
The
Board
Members
are
not
“interested
persons”
(as
defined
under
the
Investment
Company
Act
of
1940
(the
“1940
Act”))
and,
therefore,
the
Board
is
deemed
to
be
comprised
of
all
disinterested
Board
Members.
References
to
the
Board
and
the
Board
Members
are
interchangeable.
Below
is
a
summary
of
the
annual
review
process
the
Board
undertook
related
to
its
most
recent
renewal
of
the
Investment
Management
Agreement
and
Sub-Advisory
Agreement
on
behalf
of
the
Fund.
In
accordance
with
applicable
law,
following
up
to
an
initial
two-year
period,
the
Board
considers
the
renewal
of
the
Investment
Management
Agreement
and
Sub-Advisory
Agreement
on
behalf
of
the
Fund
on
an
annual
basis.
The
Investment
Management
Agreement
and
Sub-Advisory
Agreement
are
collectively
referred
to
as
the
“Advisory
Agreements,”
and
NFAL
and
the
Sub-Adviser
are
collectively,
the
“Fund
Advisers”
and
each
a
“Fund
Adviser.”
In
addition,
the
fund
complex
consists
of
the
group
of
funds
advised
by
NFAL
(collectively
referred
to
as
the
“Nuveen
funds”)
and
the
group
of
funds
advised
by
Teachers
Advisors,
LLC
(“TAL”
and
such
funds
are
collectively,
the
“TC
funds”).
For
clarity,
NFAL
serves
as
Adviser
to
the
Nuveen
funds,
including
the
Fund,
and
TAL
serves
as
“Adviser”
to
the
TC
funds.
The
Board
Members
considered
that
the
prior
separate
boards
of
the
TC
funds
and
Nuveen
funds
were
consolidated
effective
in
January
2024.
Accordingly,
at
the
Meeting,
the
Board
Members
considered
the
review
of
the
advisory
agreements
for
the
Nuveen
funds
as
well
as
reviewed
the
investment
management
agreements
for
the
TC
funds.
Depending
on
the
appropriate
context,
references
to
“the
Adviser”
may
be
to
NFAL
with
respect
to
the
Nuveen
funds
and/or
TAL
with
respect
to
the
TC
funds.
The
Board
Members
considered
the
review
of
the
advisory
agreements
of
the
Nuveen
funds
and
the
TC
funds
to
be
an
ongoing
process.
The
Board
Members
therefore
employed
the
accumulated
information,
knowledge
and
experience
they
had
gained
during
their
tenure
on
the
respective
board
of
the
TC
funds
or
Nuveen
funds
(as
the
case
may
be)
governing
the
applicable
funds
and
working
with
the
respective
investment
advisers
and
sub-
advisers,
as
applicable,
in
their
review
of
the
advisory
agreements
for
the
fund
complex.
During
the
course
of
the
year
prior
to
the
Meeting,
the
Board
and/or
its
committees
received
a
wide
variety
of
materials
that
covered
a
range
of
topics
relevant
to
the
Board’s
annual
consideration
of
the
renewal
of
the
advisory
agreements,
including
reports
on
fund
investment
results
over
various
periods;
product
initiatives
for
various
funds;
fund
expenses;
compliance,
regulatory
and
risk
management
matters;
trading
practices,
including
soft
dollar
arrangements
(as
applicable);
the
liquidity
and
derivatives
risk
management
programs;
management
of
distributions;
valuation
of
securities;
payments
to
financial
intermediaries
(as
applicable);
securities
lending
(as
applicable);
overall
market
and
regulatory
developments;
and
with
respect
to
closed-end
funds,
capital
management
initiatives,
institutional
ownership,
management
of
leverage
financing
and
the
secondary
market
trading
of
the
closed-end
funds
and
any
actions
to
address
discounts.
The
Board
also
met
periodically
with
and/or
received
presentations
by
key
investment
professionals
managing
a
fund’s
portfolio.
In
particular,
at
the
Board
meeting
held
on
February
27-29,
2024
(the
“February
Meeting”),
the
Board
and/or
its
Investment
Committee
received
the
annual
performance
review
of
the
funds
as
described
in
further
detail
below.
The
presentations,
discussions
and
meetings
throughout
the
year
also
provide
a
means
for
the
Board
to
evaluate
and
consider
the
level,
breadth
and
quality
of
services
provided
by
the
Adviser
and
sub-advisers,
as
applicable,
and
how
such
services
have
changed
over
time
in
light
of
new
or
modified
regulatory
requirements,
changes
to
market
conditions
or
other
factors.
In
connection
with
its
annual
consideration
of
the
advisory
agreements,
the
Board,
through
its
independent
legal
counsel,
requested
and
received
extensive
materials
and
information
prepared
specifically
for
its
review
of
the
advisory
agreements.
The
materials
provided
at
the
Meeting
and/or
prior
meetings
covered
a
wide
range
of
matters
including,
but
not
limited
to,
a
description
of
the
nature,
extent
and
quality
of
services
provided
by
the
Fund
Advisers;
the
consolidation
of
the
Nuveen
fund
family
and
TC
fund
family;
a
review
of
product
actions
advanced
in
2023
for
the
benefit
of
particular
funds
and/or
the
fund
complex;
a
review
of
each
sub-adviser,
if
applicable,
and/or
applicable
investment
team;
an
analysis
of
fund
performance
with
a
focus
on
funds
considered
to
have
met
certain
challenged
performance
measurements;
an
analysis
of
the
fees
and
expense
ratios
of
the
funds
with
a
focus
on
funds
considered
to
have
certain
expense
characteristics;
a
list
of
management
fee
and,
if
applicable,
sub-advisory
fee
schedules;
a
description
of
portfolio
manager
compensation;
an
overview
of
the
primary
and
secondary
markets
for
the
Nuveen
closed-end
funds
(including,
among
other
things,
premium
or
discount
data
and
commentary
regarding
the
leverage
management,
share
repurchase
and
shelf
offering
programs
during
2023);
a
description
of
the
profitability
and/or
financial
data
of
Nuveen,
TAL
and
the
sub-advisers;
and
a
description
of
indirect
benefits
received
by
the
Adviser
and
the
sub-advisers
as
a
result
of
their
relationships
with
the
funds,
as
applicable.
The
Board
also
considered
information
provided
by
Broadridge
Financial
Solutions,
Inc.
(“Broadridge”),
an
independent
provider
of
investment
company
data,
comparing
fee
and
expense
levels
of
each
respective
fund
to
those
of
a
peer
universe.
The
information
prepared
specifically
for
the
annual
review
supplemented
the
information
provided
to
the
Board
and
its
committees
and
the
evaluations
of
the
funds
by
the
Board
and
its
committees
during
the
year.
The
Board’s
review
of
the
advisory
agreements
for
the
fund
complex
is
based
on
all
the
information
provided
to
the
Board
and
its
committees
over
time.
The
performance,
fee
and
expense
data
and
other
information
provided
by
a
Fund
Adviser,
Broadridge
or
other
service
providers
were
not
independently
verified
by
the
Board
Members.
Statement
Regarding
Basis
for
Approval
of
Investment
Advisory
Contract
(Unaudited)
(continued)
As
part
of
their
review,
the
Board
Members
and
independent
legal
counsel
met
by
videoconference
in
executive
session
on
April
10,
2024
(the
“April
Executive
Session”)
to
review
and
discuss
materials
provided
in
connection
with
their
annual
review
of
the
advisory
agreements
for
the
fund
complex.
After
reviewing
this
information,
the
Board
Members
requested,
directly
or
through
independent
legal
counsel,
additional
information,
and
the
Board
subsequently
reviewed
and
discussed
the
responses
to
these
follow-up
questions
and
requests.
The
Board
Members
were
advised
by
independent
legal
counsel
during
the
annual
review
process
as
well
as
throughout
the
year,
including
meeting
in
executive
sessions
with
such
counsel
at
which
no
representatives
of
management
were
present.
In
connection
with
their
annual
review,
the
Board
Members
also
received
a
memorandum
from
independent
legal
counsel
outlining
their
fiduciary
duties
and
legal
standards
in
reviewing
the
Advisory
Agreements,
including
guidance
from
court
cases
evaluating
advisory
fees.
The
Board’s
decisions
to
renew
each
Advisory
Agreement
were
not
based
on
a
single
identified
factor,
but
rather
each
decision
reflected
the
comprehensive
consideration
of
all
the
information
provided
to
the
Board
and
its
committees
throughout
the
year
as
well
as
the
materials
prepared
specifically
in
connection
with
the
annual
review
process.
The
contractual
arrangements
may
reflect
the
results
of
prior
year(s)
of
review,
negotiation
and
information
provided
in
connection
with
the
Board’s
annual
review
of
the
funds’
advisory
arrangements
and
oversight
of
the
funds.
Each
Board
Member
may
have
attributed
different
levels
of
importance
to
the
various
factors
and
information
considered
in
connection
with
the
annual
review
process
and
may
have
placed
different
emphasis
on
the
relevant
information
year
to
year
in
light
of,
among
other
things,
changing
market
and
economic
conditions.
A
summary
of
the
principal
factors
and
information,
but
not
all
the
factors,
the
Board
considered
in
deciding
to
renew
the
Advisory
Agreements
is
set
forth
below.
A.
Nature,
Extent
and
Quality
of
Services
In
evaluating
the
renewal
of
the
Advisory
Agreements,
the
Board
Members
received
and
considered
information
regarding
the
nature,
extent
and
quality
of
the
applicable
Fund
Adviser’s
services
provided
to
the
Fund
with
particular
focus
on
the
services
and
enhancements
or
changes
to
such
services
provided
during
the
last
year.
The
Board
Members
considered
the
Investment
Management
Agreement
and
the
Sub-Advisory
Agreement
separately
in
the
course
of
their
review.
With
this
approach,
they
considered
the
roles
of
NFAL
and
the
Sub-Adviser
in
providing
services
to
the
Fund.
The
Board
considered
that
the
Adviser
provides
a
wide
array
of
management,
oversight
and
other
services
to
manage
and
operate
the
applicable
funds.
The
Board
considered
the
Adviser’s
and
its
affiliates’
dedication
of
resources,
time,
people
and
capital
as
well
as
continual
program
of
improvement
and
innovation
aimed
at
enhancing
the
funds
and
fund
complex
for
investors
and
meeting
the
needs
of
an
increasingly
complex
regulatory
environment.
In
particular,
over
the
past
several
years,
the
Board
considered
the
significant
resources,
both
financial
and
personnel,
the
Adviser
and
its
affiliates
have
committed
in
working
to
consolidate
the
Nuveen
fund
family
and
TC
fund
family
under
one
centralized
umbrella.
The
Board
considered
that
the
organizational
changes
in
bringing
together
Nuveen,
its
affiliates
and
TIAA’s
(as
defined
below)
asset
management
businesses,
consolidating
the
Nuveen
and
TC
fund
families
and
other
initiatives
were
anticipated
to
provide
various
benefits
for
the
funds
through,
among
other
things,
enhanced
operating
efficiencies,
centralized
investment
leadership
and
a
centralized
shared
resources
and
support
model.
As
part
of
these
efforts,
the
boards
of
the
TC
funds
and
Nuveen
funds
were
consolidated
effective
in
January
2024.
In
addition,
in
conjunction
with
these
consolidation
efforts,
the
Board
approved
at
the
Meeting
changes
to
fee
and
breakpoint
structures
(as
applicable)
that
could
provide
cost
savings
to
participating
funds,
as
described
in
further
detail
below.
The
Board
also
reviewed
information
regarding
other
product
actions
undertaken
or
continued
by
management
in
the
2023
calendar
year
in
seeking
to
improve
the
effectiveness
of
the
organization,
the
product
line-up
as
well
as
particular
funds
through,
among
other
things,
continuing
to
review
and
optimize
the
product
line
and
gaining
efficiencies
through
mergers
and
liquidations;
reviewing
and
updating
investment
policies
and
benchmarks;
implementing
fee
waivers
and/or
expense
cap
changes
for
certain
funds;
evaluating
and
adjusting
portfolio
management
teams
as
appropriate
for
various
funds;
and
developing
policy
positions
on
a
broad
range
of
regulatory
proposals
that
may
impact
the
funds
and
communicating
with
lawmakers
and
other
regulatory
authorities
to
help
ensure
these
positions
are
considered.
In
its
review,
the
Board
considered
that
the
funds
operated
in
a
highly
regulated
industry
and
the
scope
and
complexity
of
the
services
and
resources
that
the
Adviser
and
its
affiliates
must
provide
to
manage
and
operate
the
applicable
funds
have
expanded
over
the
years
as
a
result
of,
among
other
things,
regulatory,
market
and
other
developments,
such
as
the
adoption
of
the
tailored
shareholder
report
or
the
revised
fund
name
rule.
In
considering
the
breadth
and
quality
of
services
the
Adviser
and
its
various
teams
provide,
the
Board
considered
that
the
Adviser
provides
investment
advisory
services.
With
respect
to
the
Nuveen
funds,
such
funds
utilize
sub-advisers
to
manage
the
portfolios
of
the
funds
subject
to
the
supervision
of
NFAL.
Accordingly,
the
Board
considered
that
NFAL
and
its
affiliates,
among
other
things,
oversee
and
review
the
performance
of
the
respective
sub-adviser
and
its
investment
team(s);
evaluate
Nuveen
fund
performance
and
market
conditions;
evaluate
investment
strategies
and
recommend
changes
thereto;
set
and
manage
distributions
consistent
with
the
respective
Nuveen
fund’s
product
design;
oversee
trade
execution
and,
as
applicable,
securities
lending;
evaluate
investment
risks;
and
manage
valuation
matters.
With
respect
to
closed-end
Nuveen
funds,
such
services
also
include
managing
leverage;
monitoring
asset
coverage
levels
for
leveraged
funds
and
compliance
with
rating
agency
criteria;
providing
capital
management
and
secondary
market
services
(such
as
implementing
common
share
shelf
offerings,
capital
return
programs
and
common
share
repurchases);
and
maintaining
a
closed-end
fund
investor
relations
program.
The
Board
considered
that,
with
respect
to
such
funds,
management
actively
monitors
any
discount
from
net
asset
value
per
share
at
which
the
respective
Nuveen
fund’s
common
stock
trades
and
evaluates
potential
avenues
to
mitigate
the
discount,
including
evaluating
the
level
of
distributions
that
the
fund
pays.
The
Board
further
considered
that
over
the
course
of
the
2023
calendar
year,
the
Nuveen
global
public
product
team
which
supports
the
funds
in
the
fund
complex
and
their
shareholders
assessed
the
investment
personnel
across
the
investment
leadership
teams
which
resulted
in
additions
or
other
modifications
to
the
portfolio
management
teams
of
various
funds.
The
Board
also
reviewed
a
description
of
the
compensation
structure
applicable
to
certain
portfolio
managers.
In
addition
to
the
above
investment
advisory
services,
the
Board
further
considered
the
extensive
compliance,
regulatory,
administrative
and
other
services
the
Adviser
and
its
various
teams
or
affiliates
provide
to
manage
and
operate
the
applicable
funds.
Given
the
highly
regulated
industry
in
which
the
funds
operate,
the
Board
considered
the
breadth
of
the
Adviser’s
compliance
program
and
related
policies
and
procedures.
The
Board
reviewed
various
initiatives
the
Adviser’s
compliance
team
undertook
or
continued
in
2023,
in
part,
to
address
new
regulatory
requirements,
support
international
business
growth
and
product
development,
enhance
international
trading
capabilities,
enhance
monitoring
capabilities
in
light
of
the
new
regulatory
requirements
and
guidance
and
maintain
a
comprehensive
training
program.
The
Board
further
considered,
among
other
that
other
non-advisory
services
provided
included,
among
other
things,
board
support
and
reporting;
establishing
and
reviewing
the
services
provided
by
other
fund
service
providers
(such
as
a
fund’s
custodian,
accountant,
and
transfer
agent);
risk
management,
including
reviews
of
the
liquidity
risk
management
and
derivatives
risk
management
programs;
legal
support
services;
regulatory
advocacy;
and
cybersecurity,
business
continuity
and
disaster
recovery
planning
and
testing.
Aside
from
the
services
provided,
the
Board
considered
the
financial
resources
of
the
Adviser
and/or
its
affiliates
and
their
willingness
to
make
investments
in
the
technology,
personnel
and
infrastructure
to
support
the
funds,
including
to
enhance
global
talent,
middle
office
systems,
software
and
international
and
internal
capabilities.
The
Board
considered
the
access
provided
by
the
Adviser
and
its
affiliates
to
a
seed
capital
budget
to
support
new
or
existing
funds
and/or
facilitate
changes
for
a
respective
fund.
The
Board
considered
the
benefits
to
shareholders
of
investing
in
a
fund
that
is
a
part
of
a
large
fund
complex
with
a
variety
of
investment
disciplines,
capabilities,
expertise
and
resources
available
to
navigate
and
support
the
funds
including
during
stressed
times.
The
Board
considered
the
overall
reputation
and
capabilities
of
the
Adviser
and
its
affiliates
and
the
Adviser’s
continuing
commitment
to
provide
high
quality
services.
In
its
review,
the
Board
also
considered
the
significant
risks
borne
by
the
Adviser
and
its
affiliates
in
connection
with
their
services
to
the
applicable
funds,
including
entrepreneurial
risks
in
sponsoring
and
supporting
new
funds
and
smaller
funds
and
ongoing
risks
with
managing
the
funds,
such
as
investment,
operational,
reputational,
regulatory,
compliance
and
litigation
risks.
With
respect
to
the
Fund,
the
Board
considered
the
division
of
responsibilities
between
NFAL
and
the
Sub-Adviser
and
considered
that
the
Sub-
Adviser
and
its
investment
personnel
generally
are
responsible
for
the
management
of
the
Fund’s
portfolio
under
the
oversight
of
NFAL
and
the
Board.
The
Board
considered
an
analysis
of
the
Sub-Adviser
provided
by
NFAL
which
included,
among
other
things,
a
summary
of
changes
in
the
leadership
teams
and/or
portfolio
manager
teams;
the
performance
of
the
Nuveen
funds
sub-advised
by
the
Sub-Adviser
over
various
periods
of
time;
and
data
reflecting
product
changes
(if
any)
taken
with
respect
to
certain
Nuveen
funds.
The
Board
considered
that
NFAL
recommended
the
renewal
of
the
Sub-Advisory
Agreement.
Based
on
its
review,
the
Board
determined,
in
the
exercise
of
its
reasonable
business
judgment,
that
it
was
satisfied
with
the
nature,
extent
and
quality
of
services
provided
to
the
Fund
under
each
Advisory
Agreement.
B.
The
Investment
Performance
of
the
Fund
and
Fund
Advisers
In
evaluating
the
quality
of
the
services
provided
by
the
Fund
Advisers,
the
Board
also
considered
a
variety
of
investment
performance
data
of
the
Fund.
In
this
regard,
the
Board
and/or
its
Investment
Committee
reviewed,
among
other
things,
performance
of
the
Fund
over
the
quarter,
one-,
three-
and
five-year
periods
ending
December 31,
2023
and
March 31,
2024.
The
Board
performed
its
annual
review
of
fund
performance
at
its
February
Meeting
and
an
additional
review
at
the
April
Executive
Session
and
also
reviewed
and
discussed
performance
data
at
its
other
regularly
scheduled
quarterly
meetings
throughout
the
year.
The
Board
therefore
took
into
account
the
performance
data,
presentations
and
discussions
(written
and
oral)
that
were
provided
at
the
Meeting
and
in
prior
meetings
over
time
in
evaluating
fund
performance,
including
management’s
analysis
of
a
fund’s
performance
with
particular
focus
on
funds
that
met
certain
challenged
performance
measurements
as
determined
pursuant
to
a
methodology
approved
by
the
Board
or
additional
measurements
as
determined
by
management’s
investment
analysts.
As
various
Nuveen
funds
have
modified
their
portfolio
teams
and/or
made
significant
changes
to
their
portfolio
strategies
over
time,
the
Board
reviewed,
among
other
things,
certain
tracking
performance
data
over
specific
periods
comparing
performance
before
and
after
such
changes.
The
Board
considered
that
performance
data
reflects
performance
over
a
specified
period
which
may
differ
significantly
depending
on
the
ending
dates
selected,
particularly
during
periods
of
market
volatility.
Further,
the
Board
considered
that
shareholders
may
evaluate
performance
based
on
their
own
respective
holding
periods
which
may
differ
from
the
performance
periods
reviewed
by
the
Board
and
lead
to
differing
results.
In
its
evaluation,
the
Board
reviewed
fund
performance
results
from
different
perspectives.
In
general,
subject
to
certain
exceptions,
the
Board
reviewed
both
absolute
and
relative
fund
performance
over
the
various
time
periods
and
considered
performance
results
in
light
of
a
fund’s
investment
objective(s),
strategies
and
risks.
With
respect
to
the
relative
performance,
the
Board
considered
fund
performance
in
comparison
to
the
performance
of
peer
funds
(the
“Performance
Peer
Group”),
subject
to
certain
exceptions,
and
recognized
and/or
customized
benchmarks
(i.e.,
generally
benchmarks
derived
from
multiple
recognized
benchmarks).
In
reviewing
such
comparative
performance,
the
Board
was
cognizant
of
the
inherent
limitations
of
such
data
which
can
make
meaningful
performance
comparisons
generally
difficult.
As
an
illustration,
differences
in
the
composition
of
the
Performance
Peer
Group,
the
investment
objective(s),
strategies,
dates
of
fund
inception
and
other
characteristics
of
the
peers
in
the
Performance
Peer
Group,
the
level,
type
and
cost
of
leverage
(if
any)
of
the
peers,
and
the
varying
sizes
of
peers
all
may
contribute
to
differences
in
the
performance
results
of
a
Performance
Peer
Group
compared
to
the
applicable
fund.
With
respect
to
relative
performance
of
a
fund
compared
to
a
benchmark
index,
differences,
among
other
things,
in
the
investment
objective(s)
and
strategies
of
a
fund
and
the
benchmark
(particularly
an
actively
managed
fund
that
does
not
directly
follow
an
index)
as
well
as
the
costs
of
operating
a
fund
would
necessarily
contribute
to
differences
in
performance
results
and
limit
the
value
of
the
comparative
performance
information.
To
assist
the
Board
in
its
review
of
the
comparability
of
the
relative
performance,
management
generally
has
ranked
the
relevancy
of
the
Performance
Peer
Groups
to
the
Fund
as
low,
medium
or
high.
In
its
review
of
relative
performance,
the
Board
considered
the
Fund’s
performance
relative
to
its
Performance
Peer
Group,
among
other
things,
by
evaluating
its
quartile
ranking
with
the
1st
quartile
representing
the
top
performing
funds
within
the
Performance
Peer
Group
and
the
4th
quartile
representing
the
lowest
performing
funds.
Statement
Regarding
Basis
for
Approval
of
Investment
Advisory
Contract
(Unaudited)
(continued)
The
Board
also
considered
that
secondary
market
trading
of
shares
of
the
Nuveen
closed-end
funds
also
continues
to
be
a
priority
for
the
Board
given
its
importance
to
shareholders,
and
therefore,
the
Board
and/or
its
Closed-end
Fund
committee
reviews
certain
performance
data
reflecting,
among
other
things,
the
premiums
and
discounts
at
which
the
shares
of
the
Nuveen
closed-end
funds
have
traded
at
various
periods
throughout
the
year.
In
its
review,
the
Board
considers,
among
other
things,
changes
to
investment
mandates
and
guidelines,
distribution
policies,
leverage
levels
and
types;
share
repurchases
and
similar
capital
market
actions;
and
effective
communications
programs
to
build
greater
awareness
and
deepen
understanding
of
closed-end
funds.
As
applicable,
the
Board
considered
the
impact
of
leverage
on
a
Nuveen
fund’s
performance.
The
Board
further
considered
that
performance
results
should
include
the
distribution
yields
of
funds
that
seek
to
provide
income
as
part
of
their
investment
objective(s)
to
shareholders.
In
this
regard,
the
Board
considered
that
the
use
of
leverage
by
various
funds
may
have
detracted
from
total
return
performance
of
such
funds
over
various
periods
in
current
market
conditions,
but
the
leverage
also
was
accretive
in
providing
higher
levels
of
income.
The
Board
evaluated
performance
in
light
of
various
relevant
factors
which
may
include,
among
other
things,
general
market
conditions,
issuer-
specific
information,
asset
class
information,
leverage
and
fund
cash
flows.
The
Board
considered
that
long-term
performance
could
be
impacted
by
even
one
period
of
significant
outperformance
or
underperformance
and
that
a
single
investment
theme
could
disproportionately
affect
performance.
Further,
the
Board
considered
that
market
and
economic
conditions
may
significantly
impact
a
fund’s
performance,
particularly
over
shorter
periods,
and
such
performance
may
be
more
reflective
of
such
economic
or
market
events
and
not
necessarily
reflective
of
management
skill.
Although
the
Board
reviews
short-,
intermediate-
and
longer-term
performance
data,
the
Board
considered
that
longer
periods
of
performance
may
reflect
full
market
cycles.
In
their
review
from
year
to
year,
the
Board
Members
consider
and
may
place
different
emphasis
on
the
relevant
information
in
light
of
changing
circumstances
in
market
and
economic
conditions.
In
evaluating
performance,
the
Board
focused
particular
attention
on
funds
with
less
favorable
performance
records.
However,
depending
on
the
facts
and
circumstances,
including
any
differences
between
the
respective
fund
and
its
benchmark
and/or
Performance
Peer
Group,
the
Board
may
be
satisfied
with
a
fund’s
performance
notwithstanding
that
its
performance
may
be
below
that
of
its
benchmark
and/or
peer
group
for
certain
periods.
With
respect
to
any
funds
for
which
the
Board
has
identified
performance
issues,
the
Board
seeks
to
monitor
such
funds
more
closely
until
performance
improves,
discuss
with
the
Adviser
the
reasons
for
such
results,
consider
whether
any
steps
are
necessary
or
appropriate
to
address
such
issues,
discuss
and
evaluate
the
potential
consequences
of
such
steps
and
review
the
results
of
any
steps
undertaken.
The
performance
determinations
with
respect
to
the
Fund
are
summarized
below.
The
Board
considered
that
although
the
Fund’s
performance
was
below
the
performance
of
its
blended
benchmark
for
the
five-year
period
ended
December 31,
2023,
the
Fund
outperformed
its
blended
benchmark
for
the
one-
and
three-year
periods
ended
December
31,
2023.
In
addition,
although
the
Fund
ranked
in
the
fourth
quartile
of
its
Performance
Peer
Group
for
the
three-year
period
ended
December
31,
2023,
the
Fund
ranked
in
the
third
quartile
of
its
Performance
Peer
Group
for
the
one-year
period
and
second
quartile
for
the
five-year
period
ended
December
31,
2023.
Further,
although
the
Fund’s
performance
was
below
the
performance
of
its
blended
benchmark
for
the
five-year
period
ended
March
31,
2024,
the
Fund
outperformed
its
blended
benchmark
for
the
one-
and
three-year
periods
ended
March
31,
2024
and
ranked
in
the
third
quartile
of
its
Performance
Peer
Group
for
the
one-
and
three-year
periods
ended
March
31,
2024
and
second
quartile
for
the
five-year
period
ended
March
31,
2024.
In
considering
performance,
the
Board
considered
that
the
Performance
Peer
Group
was
classified
as
low
for
relevancy.
On
the
basis
of
the
Board’s
ongoing
review
of
investment
performance
and
all
relevant
factors,
including
the
relative
market
conditions
during
certain
reporting
periods,
the
Fund’s
investment
objective(s)
and
management’s
discussion
of
performance,
the
Board
concluded
that
the
Fund’s
performance
supported
renewal
of
the
Advisory
Agreements.
C.
Fees,
Expenses
and
Profitability
1.
Fees
and
Expenses
As
part
of
its
annual
review,
the
Board
generally
reviewed,
among
other
things,
with
respect
to
the
Nuveen
closed-end
funds,
the
contractual
management
fee
and
the
actual
management
fee
(i.e.,
the
management
fee
after
taking
into
consideration
fee
waivers
and/or
expense
reimbursements,
if
any)
paid
by
the
Fund
to
the
Adviser
in
light
of
the
nature,
extent
and
quality
of
the
services
provided.
The
Board
also
reviewed
information
about
other
expenses
and
the
total
operating
expense
ratio
of
the
Fund
(after
any
fee
waivers
and/or
expense
reimbursements).
More
specifically,
the
Board
Members
reviewed,
among
other
things,
the
Fund’s
management
fee
rates
and
net
total
expense
ratio
in
relation
to
similar
data
for
a
comparable
universe
of
funds
(the
“Expense
Universe”)
established
by
Broadridge.
The
Board
Members
reviewed
the
methodology
Broadridge
employed
to
establish
its
Expense
Universe
and
considered
that
differences
between
the
applicable
fund
and
its
respective
Expense
Universe
as
well
as
changes
to
the
composition
of
the
Expense
Universe
from
year
to
year,
may
limit
some
of
the
value
of
the
comparative
data.
The
Board
Members
also
considered
that
it
can
be
difficult
to
compare
management
fees
among
funds
as
there
are
variations
in
the
services
that
are
included
for
the
fees
paid.
The
Board
Members
took
these
limitations
and
differences
into
account
when
reviewing
comparative
peer
data.
The
Board
Members
also
considered
the
Fund’s
operating
expense
ratio
as
it
more
directly
reflected
a
shareholder’s
total
costs
in
investing
in
the
respective
fund.
In
their
review,
the
Board
Members
considered,
in
particular,
each
fund
with
a
net
total
expense
ratio
(based
on
common
assets
and
excluding
investment-related
costs
such
as
the
costs
of
leverage
and
taxes
for
closed-end
funds)
meeting
certain
expense
or
fee
criteria
when
compared
to
its
Expense
Universe
and
an
analysis
as
to
the
factors
contributing
to
each
such
fund’s
relative
net
total
expense
ratio.
In
addition,
although
the
Board
reviewed
a
fund’s
net
total
expense
ratio
both
including
and
excluding
investment-related
expenses
(e.g.,
leverage
costs)
for
certain
of
the
closed-end
funds,
the
Board
considered
that
leverage
expenses
will
vary
across
funds
and
peers
because
of
differences
in
the
forms
and
terms
of
leverage
employed
by
the
respective
fund.
Accordingly,
in
reviewing
the
comparative
data
between
a
fund
and
its
peers,
the
Board
generally
considered
the
fund’s
net
total
expense
ratio
and
fees
excluding
investment-related
costs
and
taxes
for
the
closed-end
funds.
The
Board
also
considered
that
the
use
of
leverage
for
closed-end
funds
may
create
a
conflict
of
interest
for
NFAL
and
the
applicable
sub-adviser
given
the
increase
of
assets
from
leverage
upon
which
an
advisory
or
sub-advisory
fee
is
based.
The
Board
Members
considered,
however,
that
NFAL
and
the
sub-advisers
(as
applicable)
would
seek
to
manage
the
potential
conflict
by
recommending
to
the
Board
to
leverage
the
applicable
fund
or
increase
such
leverage
when
NFAL
and/or
a
sub-adviser,
as
applicable,
has
determined
that
such
action
would
be
in
the
best
interests
of
the
respective
fund
and
its
common
shareholders
and
by
periodically
reviewing
with
the
Board
the
fund’s
performance
and
the
impact
of
the
use
of
leverage
on
that
performance.
The
Board
Members
also
considered,
in
relevant
part,
the
Fund’s
management
fee
and
net
total
expense
ratio
in
light
of
the
Fund’s
performance
history,
including
reviewing
certain
funds
identified
by
management
and/or
the
Board
as
having
a
higher
net
total
expense
ratio
or
management
fee
compared
to
their
respective
peers
coupled
with
experiencing
periods
of
challenged
performance
and
considering
the
reasons
for
such
comparative
positions.
In
their
evaluation
of
the
fee
arrangements
for
the
Fund,
the
Board
Members
also
reviewed
the
management
fee
schedules
and
the
expense
reimbursements
and/or
fee
waivers
agreed
to
by
the
Adviser
for
the
respective
fund
(if
any).
In
its
review,
the
Board
considered
that
the
management
fees
of
the
Nuveen
funds
were
generally
comprised
of
two
components,
a
fund-level
component
and
a
complex-level
component,
each
with
its
own
breakpoint
schedule,
subject
to
certain
exceptions.
As
indicated
above,
the
Board
approved
a
revised
fee
schedule
which
would
reduce
and
streamline
the
asset
thresholds
necessary
to
meet
breakpoints
in
the
complex-level
fee
component.
The
Board
considered
that
management
anticipated
approximately
$50
million
in
savings
for
Nuveen
fund
shareholders
as
a
result
of
the
revised
fee
schedule
as
well
as
additional
estimated
savings
over
time.
The
Board
further
considered
management’s
representation
that
there
will
be
no
increase
to
any
Nuveen
fund’s
respective
advisory
agreement
fee
rate
as
a
result
of
the
revised
complex-level
fee
schedule.
In
its
review,
the
Board
considered
that
across
the
Nuveen
fund
and
TC
fund
complex,
management
estimated
that
fund-level
breakpoints
resulted
in
approximately
$82.5
million
in
reduced
fees
overall
in
2023.
In
addition,
the
Board
considered
that
management
determined
that
the
Nuveen
funds
achieved
additional
fee
reductions
of
approximately
$49
million
due
to
the
complex-wide
management
fee
structure
in
2023.
With
respect
to
the
Sub-Adviser,
the
Board
also
considered,
among
other
things,
the
sub-advisory
fee
schedule
paid
to
the
Sub-Adviser
in
light
of
the
sub-advisory
services
provided
to
the
Fund.
In
its
review,
the
Board
considered
that
the
compensation
paid
to
the
Sub-Adviser
is
the
responsibility
of
NFAL,
not
the
Fund.
The
Board’s
considerations
regarding
the
comparative
fee
data
for
the
Fund
are
set
forth
below.
Although
the
Fund’s
net
total
expense
ratio
was
above
the
Expense
Universe
median,
the
Fund’s
contractual
management
fee
rate
and
actual
management
fee
rate
matched
the
Expense
Universe
median.
Based
on
its
review
of
the
information
provided,
the
Board
determined
that
the
Fund’s
management
fees
(as
applicable)
to
a
Fund
Adviser
were
reasonable
in
light
of
the
nature,
extent
and
quality
of
services
provided
to
the
Fund.
2.
Comparisons
with
the
Fees
of
Other
Clients
In
evaluating
the
appropriateness
of
fees,
the
Board
also
considered
that
the
Adviser,
affiliated
sub-advisers
and/or
their
affiliate(s)
provide
investment
management
services
to
other
types
of
clients
which
may
include:
separately
managed
accounts,
retail
managed
accounts,
foreign
funds
(UCITS),
other
investment
companies
(as
sub-advisers),
limited
partnerships
and
collective
investment
trusts.
The
Board
reviewed
the
equal
weighted
average
fee
or
other
fee
data
for
the
other
types
of
clients
managed
in
a
similar
manner
to
certain
of
the
Nuveen
funds
and
TC
funds.
The
Board
considered
the
Adviser’s
rationale
for
the
differences
in
the
management
fee
rates
of
the
funds
compared
to
the
management
fee
rates
charged
to
these
other
types
of
clients.
In
this
regard,
the
Board
considered
that
differences,
including
but
not
limited
to,
the
amount,
type
and
level
of
services
provided
by
the
Adviser
to
the
funds
compared
to
that
provided
to
other
clients
as
well
as
differences
in
investment
policies;
regulatory,
disclosure
and
governance
requirements;
servicing
relationships
with
vendors;
the
manner
of
managing
such
assets;
product
structure;
investor
profiles;
and
account
sizes
all
may
contribute
to
variations
in
relative
fee
rates.
Further,
differences
in
the
client
base,
governing
bodies,
distribution,
jurisdiction
and
operational
complexities
also
would
contribute
to
variations
in
management
fees
assessed
the
funds
compared
to
foreign
fund
clients.
In
addition,
differences
in
the
level
of
advisory
services
required
for
passively
managed
funds
also
contribute
to
differences
in
the
management
fee
levels
of
such
funds
compared
to
actively
managed
funds.
As
a
general
matter,
higher
fee
levels
reflect
higher
levels
of
service
provided
by
the
Adviser,
increased
investment
management
complexity,
greater
product
management
requirements,
and
higher
levels
of
business
risk
or
some
combination
of
these
factors.
The
Board
considered
the
wide
range
of
services
in
addition
to
investment
management
that
the
Adviser
had
provided
to
the
funds
compared
to
other
types
of
clients
as
well
as
the
increased
entrepreneurial,
legal
and
regulatory
risks
that
the
Adviser
incurs
in
sponsoring
and
managing
the
funds.
The
Board
further
considered
that
a
sub-adviser’s
fee
is
essentially
for
portfolio
management
services
and
therefore
more
comparable
to
the
fees
it
receives
for
retail
wrap
accounts
and
other
external
sub-advisory
mandates.
The
Board
concluded
that
the
varying
levels
of
fees
were
reasonable
given,
among
other
things,
the
more
extensive
services,
regulatory
requirements
and
legal
liabilities,
and
the
entrepreneurial,
legal
and
regulatory
risks
incurred
in
sponsoring
and
advising
a
registered
investment
company
compared
to
that
required
in
advising
other
types
of
clients.
3.
Profitability
of
Fund
Advisers
In
their
review,
the
Board
Members
considered
various
profitability
data
relating
to
the
Fund
Advisers’
services
to
the
Nuveen
funds.
With
respect
to
the
Nuveen
funds,
the
Board
Members
reviewed
the
estimated
profitability
information
of
Nuveen
as
a
result
of
its
advisory
services
to
the
Nuveen
funds
overall
as
well
as
profitability
data
of
certain
other
asset
management
firms.
Such
profitability
information
included,
among
other
things,
gross
and
net
revenue
margins
(excluding
distribution)
of
Nuveen
Investments,
Inc.
(“Nuveen
Investments”)
for
services
to
the
Nuveen
funds
on
a
pre-tax
and
after-tax
basis
for
the
2023
and
2022
calendar
years
as
well
as
the
revenues
earned
(less
any
expense
reimbursements/fee
waivers)
and
expenses
incurred
by
Nuveen
Investments
for
its
advisory
activities
to
the
Nuveen
funds
(excluding
distribution)
for
the
2023
and
2022
Statement
Regarding
Basis
for
Approval
of
Investment
Advisory
Contract
(Unaudited)
(continued)
calendar
years.
The
Board
Members
also
considered
the
rationale
for
the
change
in
Nuveen’s
profitability
from
2022
to
2023.
In
addition,
the
Board
reviewed
the
revenues,
expenses
and
operating
margin
(pre-
and
after-tax)
NFAL
derived
from
its
exchange-traded
fund
product
line
for
the
2023
and
2022
calendar
years.
In
developing
the
profitability
data,
the
Board
Members
considered
the
subjective
nature
of
calculating
profitability
as
the
information
is
not
audited
and
is
necessarily
dependent
on
cost
allocation
methodologies
to
allocate
expenses
throughout
the
complex
and
among
the
various
advisory
products.
Given
there
is
no
single
universally
recognized
expense
allocation
methodology
and
that
other
reasonable
and
valid
allocation
methodologies
could
be
employed
and
could
lead
to
significantly
different
results,
the
Board
reviewed,
among
other
things,
a
description
of
the
cost
allocation
methodologies
employed
to
develop
the
financial
information,
a
summary
of
the
refinements
Nuveen
had
made
to
the
methodology
that
had
occurred
over
the
years
from
2010
through
2021
to
provide
Nuveen’s
profitability
analysis,
and
a
historical
expense
analysis
of
Nuveen
Investments’
revenues,
expenses
and
pre-tax
net
revenue
margins
derived
from
its
advisory
services
to
the
Nuveen
funds
(excluding
distribution)
for
the
calendar
years
from
2017
through
2023.
The
Board
of
the
Nuveen
funds
had
also
appointed
two
Board
Members
to
serve
as
the
Board’s
liaisons
to
meet
with
representatives
of
NFAL
and
review
the
development
of
the
profitability
data
and
to
report
to
the
full
Board.
In
addition,
the
Board
considered
certain
comparative
operating
margin
data.
In
this
regard,
the
Board
reviewed
the
operating
margins
of
Nuveen
Investments
compared
to
the
adjusted
operating
margins
of
a
peer
group
of
asset
management
firms
with
publicly
available
data
and
the
most
comparable
assets
under
management
(based
on
asset
size
and
asset
composition)
to
Nuveen.
The
Board
considered
that
the
operating
margins
of
the
peers
were
adjusted
generally
to
address
that
certain
services
provided
by
the
peers
were
not
provided
by
Nuveen.
The
Board
also
reviewed,
among
other
things,
the
net
revenue
margins
(pre-tax)
of
Nuveen
Investments
on
a
company-wide
basis
and
the
net
revenue
margins
(pre-tax)
of
Nuveen
Investments
derived
from
its
services
to
the
Nuveen
funds
only
(including
and
excluding
distribution)
compared
to
the
adjusted
operating
margins
of
the
peer
group
for
each
calendar
year
from
2014
to
2023.
In
their
review
of
the
comparative
data,
the
Board
Members
considered
the
limitations
of
the
comparative
data
given
that
peer
data
is
not
generally
public
and
the
calculation
of
profitability
is
subjective
and
affected
by
numerous
factors
(such
as
types
of
funds
a
peer
manages,
its
business
mix,
its
cost
of
capital,
the
numerous
assumptions
underlying
the
methodology
used
to
allocate
expenses
and
other
factors)
that
can
have
a
significant
impact
on
the
results.
Aside
from
the
profitability
data,
the
Board
considered
that
NFAL
and
TAL
are
affiliates
of
Teachers
Insurance
and
Annuity
Association
of
America
(“TIAA”).
NFAL
is
a
subsidiary
of
Nuveen,
LLC,
the
investment
management
arm
of
TIAA,
and
TAL
is
an
indirect
wholly
owned
subsidiary
of
TIAA.
Accordingly,
the
Board
also
reviewed
a
balance
sheet
for
TIAA
reflecting
its
assets,
liabilities
and
capital
and
contingency
reserves
for
the
2023
and
2022
calendar
years
to
consider
the
financial
strength
of
TIAA.
The
Board
considered
the
benefit
of
an
investment
adviser
and
its
parent
with
significant
resources,
particularly
during
periods
of
market
volatility.
The
Board
also
considered
the
reinvestments
the
Adviser,
its
parent
and/
or
other
affiliates
made
into
their
business
through,
among
other
things,
the
investment
of
seed
capital
in
certain
funds,
initiatives
in
international
expansion,
investments
in
infrastructure
and
continued
investments
in
enhancements
to
technological
capabilities.
The
Board
Members
considered
the
profitability
of
the
Sub-Adviser
from
its
relationships
with
the
respective
Nuveen
funds.
In
this
regard,
the
Board
Members
reviewed,
among
other
things,
the
Sub-Adviser’s
revenues,
expenses
and
net
revenue
margins
(pre-
and
after-tax)
for
its
advisory
activities
to
the
respective
Nuveen
funds
for
the
calendar
years
ended
December 31,
2023
and
December
31,
2022.
The
Board
Members
also
reviewed
a
profitability
analysis
reflecting
the
revenues,
expenses
and
revenue
margin
(pre-
and
after-tax)
grouped
by
similar
types
of
funds
(such
as
municipal,
taxable
fixed
income,
equity,
real
assets
and
index/asset
allocation)
for
the
Sub-Adviser
for
the
calendar
years
ending
December 31,
2023
and
December
31,
2022.
In
evaluating
the
reasonableness
of
the
compensation,
the
Board
Members
also
considered
the
indirect
benefits
NFAL
or
the
Sub-Adviser
received
that
were
directly
attributable
to
the
management
of
the
applicable
funds
as
discussed
in
further
detail
below.
Based
on
its
review,
the
Board
was
satisfied
that
each
Fund
Adviser’s
level
of
profitability
from
its
relationship
with
each
Nuveen
fund
was
not
unreasonable
over
various
time
frames
in
light
of
the
nature,
extent
and
quality
of
services
provided.
D.
Economies
of
Scale
and
Whether
Fee
Levels
Reflect
These
Economies
of
Scale
The
Board
considered
whether
there
have
been
economies
of
scale
with
respect
to
the
management
of
the
funds
in
the
fund
complex,
including
the
Fund,
whether
these
economies
of
scale
have
been
appropriately
shared
with
such
funds
and
whether
there
is
potential
for
realization
of
further
economies
of
scale.
Although
the
Board
considered
that
economies
of
scale
are
difficult
to
measure
with
any
precision
and
the
rates
at
which
certain
expenses
are
incurred
may
not
decline
with
a
rise
in
assets,
the
Board
considered
that
there
are
various
methods
that
may
be
employed
to
help
share
the
benefits
of
economies
of
scale,
including,
among
other
things,
through
the
use
of
breakpoints
in
the
management
fee
schedule,
fee
waivers
and/or
expense
limitations,
the
pricing
of
funds
at
scale
at
inception
and
investments
in
the
Adviser’s
business
which
can
enhance
the
services
provided
to
the
applicable
funds
for
the
fees
paid.
The
Board
considered
that
the
Adviser
has
generally
employed
one
or
more
of
these
various
methods
among
the
applicable
funds.
In
this
regard,
the
Board
considered,
as
noted
above,
that
the
management
fee
of
NFAL
generally
was
comprised
of
a
fund-level
component
and
a
complex-level
component
each
with
its
own
breakpoint
schedule,
subject
to
certain
exceptions.
With
this
structure,
the
Board
considered
that
the
complex-level
breakpoint
schedule
was
designed
to
deliver
the
benefits
of
economies
of
scale
to
shareholders
when
the
assets
of
eligible
funds
in
the
complex
pass
certain
thresholds
even
if
the
assets
of
a
particular
fund
are
unchanged
or
have
declined,
and
the
fund-level
breakpoint
schedules
were
designed
to
share
economies
of
scale
with
shareholders
if
the
particular
fund
grows.
The
Board
reviewed
the
fund-level
and
complex-level
fee
schedules.
As
summarized
above,
the
Board
approved
a
new
complex-level
breakpoint
schedule
which
would
simplify
and
reduce
the
complex-level
fee
rates
at
various
thresholds
and
expanded
the
eligible
funds
whose
assets
would
be
included
in
calculating
the
complex-level
fee,
effective
May
1,
2024.
Among
other
things,
the
assets
of
certain
TC
funds
advised
by
TAL
would
be
phased
into
the
calculation
of
the
complex-wide
assets
in
determining
the
complex-level
fee
over
a
ten-year
period.
The
Board
considered
the
cost
savings
and
additional
potential
sharing
of
economies
of
scale
as
a
result
of
the
reduced
complex-level
breakpoint
schedule
and
the
additional
assets
from
more
eligible
funds
in
calculating
the
assets
of
the
complex
for
determining
the
complex-level
fee
component.
The
Board
reviewed
the
projected
shareholder
savings
derived
from
such
modifications
over
a
ten-year
period
from
2024
to
2033.
The
Board
considered
management’s
representation
that
there
will
be
no
increase
to
any
fund’s
respective
advisory
agreement
fee
rate.
The
Board
also
considered
that
with
respect
to
Nuveen
closed-end
funds,
although
closed-end
funds
may
make
additional
share
offerings
from
time
to
time,
the
closed-end
funds
have
a
more
limited
ability
to
increase
their
assets
because
the
growth
of
their
assets
will
occur
primarily
from
the
appreciation
of
their
investment
portfolios.
The
Board
Members
also
considered
the
continued
reinvestment
in
Nuveen/TIAA’s
business
to
enhance
its
capabilities
and
services
to
the
benefit
of
its
various
clients.
The
Board
understood
that
many
of
these
investments
were
not
specific
to
individual
funds,
but
rather
incurred
across
a
variety
of
products
and
services
pursuant
to
which
the
family
of
funds
as
a
whole
may
benefit.
The
Board
further
considered
that
the
Adviser
and
its
affiliates
have
provided
certain
additional
services,
including,
but
not
limited
to,
services
required
by
new
regulations
and
regulatory
interpretations,
without
raising
advisory
fees
to
the
funds,
and
this
was
also
a
means
of
sharing
economies
of
scale
with
the
funds
and
their
shareholders.
The
Board
considered
the
Adviser’s
and/or
its
affiliates’
ongoing
efforts
to
streamline
the
product
line-up,
among
other
things,
to
create
more
scaled
funds
which
may
help
improve
both
expense
and
trading
economies.
Based
on
its
review,
the
Board
was
satisfied
that
the
current
fee
arrangements
together
with
the
reinvestment
in
management’s
business
appropriately
shared
any
economies
of
scale
with
shareholders.
E.
Indirect
Benefits
The
Board
Members
received
and
considered
information
regarding
various
indirect
benefits
the
respective
Fund
Adviser
or
its
affiliates
may
receive
as
a
result
of
their
relationship
with
the
funds
in
the
fund
complex,
including
the
Fund.
These
benefits
included,
among
other
things,
economies
of
scale
to
the
extent
the
Adviser
or
its
affiliates
share
investment
resources
and/or
personnel
with
other
clients
of
the
Adviser.
The
funds
may
also
be
used
as
investment
options
for
other
products
or
businesses
offered
by
the
Adviser
and/or
its
affiliates,
such
as
variable
products,
fund
of
funds
and
529
education
savings
plans,
and
affiliates
of
the
Adviser
may
serve
as
sub-advisers
to
various
funds
in
which
case
all
advisory
and
sub-advisory
fees
generated
by
such
funds
stay
within
Nuveen.
The
Board
considered
that
an
affiliate
of
the
Adviser
received
compensation
in
2023
for
serving
as
an
underwriter
on
shelf
offerings
of
existing
Nuveen
closed-end
funds
and
reviewed
the
amounts
paid
for
such
services
in
2023
and
2022.
In
addition,
the
Board
Members
considered
that
the
Adviser
and
Sub-Adviser
may
utilize
soft
dollar
brokerage
arrangements
attributable
to
the
respective
funds
to
obtain
research
and
other
services
for
any
or
all
of
their
clients,
although
the
Board
Members
also
considered
reimbursements
of
such
costs
by
the
Adviser
and/or
Sub-Adviser.
The
Adviser
and
its
affiliates
may
also
benefit
from
the
advisory
relationships
with
the
funds
in
the
fund
complex
to
the
extent
this
relationship
results
in
potential
investors
viewing
the
TIAA
group
of
companies
as
a
leading
retirement
plan
provider
in
the
academic
and
nonprofit
market
and
a
single
source
for
all
their
financial
service
needs.
The
Adviser
and/or
its
affiliates
may
further
benefit
to
the
extent
that
they
have
pricing
or
other
information
regarding
vendors
the
funds
utilize
in
establishing
arrangements
with
such
vendors
for
other
products.
Based
on
its
review,
the
Board
concluded
that
any
indirect
benefits
received
by
a
Fund
Adviser
as
a
result
of
its
relationship
with
the
Fund
were
reasonable
in
light
of
the
services
provided.
F.
Other
Considerations
The
Board
Members
did
not
identify
any
single
factor
discussed
previously
as
all-important
or
controlling.
The
Board
Members
concluded
that
the
terms
of
each
Advisory
Agreement
were
reasonable,
that
the
respective
Fund
Adviser’s
fees
were
reasonable
in
light
of
the
services
provided
to
the
Fund
and
that
the
Advisory
Agreements
be
renewed
for
an
additional
one-year
period.
Board
Members
&
Officers
(Unaudited)
The
management
of
the
Funds,
including
general
supervision
of
the
duties
performed
for
the
Funds
by
the
Adviser,
is
the
responsibility
of
the
Board
of
Trustees
of
the
Funds.
None
of
the
trustees
who
are
not
“interested”
persons
of
the
Funds
(referred
to
herein
as
“independent
board
members”)
has
ever
been
a
director
or
employee
of,
or
consultant
to,
Nuveen
or
its
affiliates.
The
names
and
business
addresses
of
the
trustees
and
officers
of
the
Funds,
their
principal
occupations
and
other
affiliations
during
the
past
five
years,
the
number
of
portfolios
each
Trustee
oversees
and
other
directorships
they
hold
are
set
forth
below.
Name,
Year
of
Birth
&
Address
Position(s)
Held
with
the
Funds
Year
First
Elected
or
Appointed
and
Term
(1)
Principal
Occupatio
n(s)
Including
other
Directorships
During
Past
5
Years
Number
of
Portfolios
in
Fund
Complex
Overseen
By
Board
Member
Independent
Trustees:
Joseph
A.
Boateng
1963
730
Third
Avenue
New
York,
NY
10017
Board
Member
2024
Class
II
Chief
Investment
Officer,
Casey
Family
Programs
(since
2007);
formerly,
Director
of
U.S.
Pension
Plans,
Johnson
&
Johnson
(2002–2006);
Board
Member,
Lumina
Foundation
(since
2019)
and
Waterside
School
(since
2021);
Board
Member
(2012–2019)
and
Emeritus
Board
Member
(since
2020),
Year-Up
Puget
Sound;
Investment
Advisory
Committee
Member
and
Former
Chair
(since
2007),
Seattle
City
Employees’
Retirement
System;
Investment
Committee
Member
(since
2019),
The
Seattle
Foundation;
Trustee
(2018–2023),
the
College
Retirement
Equities
Fund;
Manager
(2019–2023),
TIAA
Separate
Account
VA-1.
210
Michael
A.
Forrester
1967
730
Third
Avenue
New
York,
NY
10017
Board
Member
2024
Class
I
Formerly,
Chief
Executive
Officer
(2014–2021)
and
Chief
Operating
Officer
(2007–2014),
Copper
Rock
Capital
Partners,
LLC;
Trustee,
Dexter
Southfield
School
(since
2019);
Member
(since
2020),
Governing
Council
of
the
Independent
Directors
Council
(IDC);
Trustee,
the
College
Retirement
Equities
Fund
and
Manager,
TIAA
Separate
Account
VA-1
(2007–2023).
210
Thomas
J.
Kenny
1963
730
Third
Avenue
New
York,
NY
10017
Co-Chair
and
Board
Member
2024
Class
I
Formerly,
Advisory
Director
(2010–2011),
Partner
(2004–2010),
Managing
Director
(1999–2004)
and
Co-Head
of
Global
Cash
and
Fixed
Income
Portfolio
Management
Team
(2002–2010),
Goldman
Sachs
Asset
Management;
Director
(since
2015)
and
Chair
of
the
Finance
and
Investment
Committee
(since
2018),
Aflac
Incorporated;
Director
(since
2018),
ParentSquare;
formerly,
Director
(2021–2022)
and
Finance
Committee
Chair
(2016–2022),
Sansum
Clinic;
formerly,
Advisory
Board
Member
(2017–2019),
B’Box;
formerly,
Member
(2011–2012),
the
University
of
California
at
Santa
Barbara
Arts
and
Lectures
Advisory
Council;
formerly,
Investment
Committee
Member
(2012–2020),
Cottage
Health
System;
formerly,
Board
member
(2009–2019)
and
President
of
the
Board
(2014–2018),
Crane
Country
Day
School;
Trustee
(2011–
2023)
and
Chairman
(2017–2023),
the
College
Retirement
Equities
Fund;
Manager
(2011–2023)
and
Chairman
(2017–2023),
TIAA
Separate
Account
VA-1.
216
Amy
B.
R.
Lancellotta
1959
333
W.
Wacker
Drive
Chicago,
IL
60606
Board
Member
2021
Class
II
Formerly,
Managing
Director,
IDC
(supports
the
fund
independent
director
community
and
is
part
of
the
Investment
Company
Institute
(ICI),
which
represents
regulated
investment
companies)
(2006-2019);
formerly,
various
positions
with
ICI
(1989-2006);
President
(since
2023)
and
Member
(since
2020)
of
the
Board
of
Directors,
Jewish
Coalition
Against
Domestic
Abuse
(JCADA).
216
Name,
Year
of
Birth
&
Address
Position(s)
Held
with
the
Funds
Year
First
Elected
or
Appointed
and
Term
(1)
Principal
Occupation(s)
Including
other
Directorships
During
Past
5
Years
Number
of
Portfolios
in
Fund
Complex
Overseen
By
Board
Member
Joanne
T.
Medero
1954
333
W.
Wacker
Drive
Chicago,
IL
60606
Board
Member
2021
Class
III
Formerly,
Managing
Director,
Government
Relations
and
Public
Policy
(2009-2020)
and
Senior
Advisor
to
the
Vice
Chairman
(2018-
2020),
BlackRock,
Inc.
(global
investment
management
firm);
formerly,
Managing
Director,
Global
Head
of
Government
Relations
and
Public
Policy,
Barclays
Group
(IBIM)
(investment
banking,
investment
management
and
wealth
management
businesses)
(2006-2009);
formerly,
Managing
Director,
Global
General
Counsel
and
Corporate
Secretary,
Barclays
Global
Investors
(global
investment
management
firm)
(1996-2006);
formerly,
Partner,
Orrick,
Herrington
&
Sutcliffe
LLP
(law
firm)
(1993-1995);
formerly,
General
Counsel,
Commodity
Futures
Trading
Commission
(government
agency
overseeing
U.S.
derivatives
markets)
(1989-1993);
formerly,
Deputy
Associate
Director/Associate
Director
for
Legal
and
Financial
Affairs,
Office
of
Presidential
Personnel,
The
White
House
(1986-1989);
Member
of
the
Board
of
Directors,
Baltic-American
Freedom
Foundation
(seeks
to
provide
opportunities
for
citizens
of
the
Baltic
states
to
gain
education
and
professional
development
through
exchanges
in
the
U.S.)
(since
2019).
216
Albin
F.
Moschner
1952
333
W.
Wacker
Drive
Chicago,
IL
60606
Board
Member
2016
Class
III
Founder
and
Chief
Executive
Officer,
Northcroft
Partners,
LLC,
(management
consulting)
(since
2012);
formerly,
Chairman
(2019),
and
Director
(2012-2019),
USA
Technologies,
Inc.,
(provider
of
solutions
and
services
to
facilitate
electronic
payment
transactions);
formerly,
Director,
Wintrust
Financial
Corporation
(1996-2016);
previously,
held
positions
at
Leap
Wireless
International,
Inc.
(consumer
wireless
services),
including
Consultant
(2011-2012),
Chief
Operating
Officer
(2008-2011),
and
Chief
Marketing
Officer
(2004-2008);
formerly,
President,
Verizon
Card
Services
division
of
Verizon
Communications,
Inc.
(2000-2003);
formerly,
President,
One
Point
Services
at
One
Point
Communications
(telecommunication
services)
(1999-2000);
formerly,
Vice
Chairman
of
the
Board,
Diba,
Incorporated
(internet
technology
provider)
(1996-1997);
formerly,
various
executive
positions
(1991-1996)
including
Chief
Executive
Officer
(1995-1996)
of
Zenith
Electronics
Corporation
(consumer
electronics).
216
John
K.
Nelson
1962
333
W.
Wacker
Drive
Chicago,
IL
60606
Board
Member
2013
Class
II
Formerly,
Member
of
Board
of
Directors
of
Core12
LLC
(2008–
2023)
(private
firm
which
develops
branding,
marketing
and
communications
strategies
for
clients);
formerly,
Member
of
The
President’s
Council
of
Fordham
University
(2010–2019);
formerly,
Director
of
the
Curran
Center
for
Catholic
American
Studies
(2009–2018);
formerly,
senior
external
advisor
to
the
Financial
Services
practice
of
Deloitte
Consulting
LLP.
(2012–2014);
formerly,
Trustee
and
Chairman
of
the
Board
of
Trustees
of
Marian
University
(2010–2014);
formerly
Chief
Executive
Officer
of
ABN
AMRO
Bank
N.V.,
North
America,
and
Global
Head
of
the
Financial
Markets
Division
(2007–2008),
with
various
executive
leadership
roles
in
ABN
AMRO
Bank
N.V.
between
1996
and
2007.
216
Loren
M.
Starr
1961
730
Third
Avenue
New
York,
NY
10017
Board
Member
2024
Class
III
Independent
Consultant/Advisor
(since
2021);
formerly,
Vice
Chair,
Senior
Managing
Director
(2020–2021),
Chief
Financial
Officer,
Senior
Managing
Director
(2005–2020),
Invesco
Ltd.;
Director
(since
2023)
and
Audit
Committee
member
(since
2024),
AMG;
formerly,
Chair
and
Member
of
the
Board
of
Directors
(2014–2021),
Georgia
Leadership
Institute
for
School
Improvement
(GLISI);
formerly,
Chair
and
Member
of
the
Board
of
Trustees
(2014–2018),
Georgia
Council
on
Economic
Education
(GCEE);
Trustee,
the
College
Retirement
Equities
Fund
and
Manager,
TIAA
Separate
Account
VA-1
(2022–2023).
215
Board
Members
&
Officers
(Unaudited)
(continued)
Name,
Year
of
Birth
&
Address
Position(s)
Held
with
the
Funds
Year
First
Elected
or
Appointed
and
Term
(1)
Principal
Occupation(s)
Including
other
Directorships
During
Past
5
Years
Number
of
Portfolios
in
Fund
Complex
Overseen
By
Board
Member
Matthew
Thornton
III
1958
333
W.
Wacker
Drive
Chicago,
IL
60606
Board
Member
2020
Class
III
Formerly,
Executive
Vice
President
and
Chief
Operating
Officer
(2018-2019),
FedEx
Freight
Corporation,
a
subsidiary
of
FedEx
Corporation
(FedEx)
(provider
of
transportation,
e-commerce
and
business
services
through
its
portfolio
of
companies);
formerly,
Senior
Vice
President,
U.S.
Operations
(2006-2018),
Federal
Express
Corporation,
a
subsidiary
of
FedEx;
formerly
Member
of
the
Board
of
Directors
(2012-2018),
Safe
Kids
Worldwide®
(a
non-profit
organization
dedicated
to
preventing
childhood
injuries).
Member
of
the
Board
of
Directors
(since
2014),
The
Sherwin-Williams
Company
(develops,
manufactures,
distributes
and
sells
paints,
coatings
and
related
products);
Director
(since
2020),
Crown
Castle
International
(provider
of
communications
infrastructure).
216
Terence
J.
Toth
1959
333
W.
Wacker
Drive
Chicago,
IL
60606
Board
Member
2008
Class
II
Formerly,
a
Co–Founding
Partner,
Promus
Capital
(investment
advisory
firm)
(2008–2017);
formerly,
Director,
Quality
Control
Corporation
(manufacturing)
(2012–2021);
Chair
and
Member
of
the
Board
of
Directors
(since
2021),
Kehrein
Center
for
the
Arts
(philanthropy);
Member
of
the
Board
of
Directors
(since
2008),
Catalyst
Schools
of
Chicago
(philanthropy);
Member
of
the
Board
of
Directors
(since
2012),
formerly,
Investment
Committee
Chair
(2017–2022),
Mather
Foundation
Board
(philanthropy);
formerly,
Member
(2005–2016),
Chicago
Fellowship
Board
(philanthropy);
formerly,
Director,
Fulcrum
IT
Services
LLC
(information
technology
services
firm
to
government
entities)
(2010–2019);
formerly,
Director,
LogicMark
LLC
(health
services)
(2012–2016);
formerly,
Director,
Legal
&
General
Investment
Management
America,
Inc.
(asset
management)
(2008–2013);
formerly,
CEO
and
President,
Northern
Trust
Global
Investments
(financial
services)
(2004–2007);
Executive
Vice
President,
Quantitative
Management
&
Securities
Lending
(2000–2004);
prior
thereto,
various
positions
with
Northern
Trust
Company
(financial
services)
(since
1994);
formerly,
Member,
Northern
Trust
Mutual
Funds
Board
(2005–2007),
Northern
Trust
Global
Investments
Board
(2004–2007),
Northern
Trust
Japan
Board
(2004–2007),
Northern
Trust
Securities
Inc.
Board
(2003–
2007)
and
Northern
Trust
Hong
Kong
Board
(1997–2004).
216
Margaret
L.
Wolff
1955
333
W.
Wacker
Drive
Chicago,
IL
60606
Board
Member
2016
Class
I
Formerly,
member
of
the
Board
of
Directors
(2013-2017)
of
Travelers
Insurance
Company
of
Canada
and
The
Dominion
of
Canada
General
Insurance
Company
(each,
a
part
of
Travelers
Canada,
the
Canadian
operation
of
The
Travelers
Companies,
Inc.);
formerly,
Of
Counsel,
Skadden,
Arps,
Slate,
Meagher
&
Flom
LLP
(Mergers
&
Acquisitions
Group)
(legal
services)
(2005-
2014);
Member
of
the
Board
of
Trustees
of
New
York-Presbyterian
Hospital
(since
2005);
Member
of
the
Board
of
Trustees
(since
2004)
formerly,
Chair
(2015-2022)
of
The
John
A.
Hartford
Foundation
(a
philanthropy
dedicated
to
improving
the
care
of
older
adults);
formerly,
Member
(2005-2015)
and
Vice
Chair
(2011-
2015)
of
the
Board
of
Trustees
of
Mt.
Holyoke
College.
216
Robert
L.
Young
1963
333
W.
Wacker
Drive
Chicago,
IL
60606
Co-Chair
and
Board
Member
2017
Class
I
Formerly,
Chief
Operating
Officer
and
Director,
J.P.
Morgan
Investment
Management
Inc.
(financial
services)
(2010-2016);
formerly,
President
and
Principal
Executive
Officer
(2013-2016),
and
Senior
Vice
President
and
Chief
Operating
Officer
(2005-2010),
of
J.P.
Morgan
Funds;
formerly,
Director
and
various
officer
positions
for
J.P.
Morgan
Investment
Management
Inc.
(formerly,
JPMorgan
Funds
Management,
Inc.
and
formerly,
One
Group
Administrative
Services)
and
JPMorgan
Distribution
Services,
Inc.
(financial
services)
(formerly,
One
Group
Dealer
Services,
Inc.)
(1999-2017).
216
Name,
Year
of
Birth
&
Address
Position(s)
Held
with
the
Funds
Year
First
Elected
or
Appointed
(2)
Principal
Occupation(s)
Including
other
Directorships
During
Past
5
Years
Officers
of
the
Funds:
David
J.
Lamb
1963
333
W.
Wacker
Drive
Chicago,
IL
60606
Chief
Administrative
Officer
(Principal
Executive
Officer)
2015
Managing
Director
of
Nuveen
Fund
Advisors,
LLC;
Senior
Managing
Director
of
Nuveen
Securities,
LLC;
Senior
Managing
Director
of
Nuveen;
has
previously
held
various
positions
with
Nuveen.
Brett
E.
Black
1972
333
W.
Wacker
Drive
Chicago,
IL
60606
Vice
President
and
Chief
Compliance
Officer
2022
Managing
Director,
Chief
Compliance
Officer
of
Nuveen;
formerly,
Vice
President
(2014-2022),
Chief
Compliance
Officer
and
Anti-Money
Laundering
Compliance
Officer
(2017-2022)
of
BMO
Funds,
Inc.
Mark
J.
Czarniecki
1979
901
Marquette
Avenue
Minneapolis,
MN
55402
Vice
President
and
Assistant
Secretary
2013
Managing
Director
and
Assistant
Secretary
of
Nuveen
Securities,
LLC
and
Nuveen
Fund
Advisors,
LLC;
Managing
Director
and
Associate
General
Counsel
of
Nuveen;
Managing
Director,
Assistant
Secretary
and
Associate
General
Counsel
of
Nuveen
Asset
Management,
LLC;
has
previously
held
various
positions
with
Nuveen;
Managing
Director,
Associate
General
Counsel
and
Assistant
Secretary
of
Teachers
Advisors,
LLC
and
TIAA-CREF
Investment
Management,
LLC.
Jeremy
D.
Franklin
1983
8500
Andrew
Carnegie
Blvd.
Charlotte,
NC
28262
Vice
President
and
Assistant
Secretary
2024
Managing
Director
and
Assistant
Secretary,
Nuveen
Fund
Advisors,
LLC;
Managing
Director,
Associate
General
Counsel
and
Assistant
Secretary,
Nuveen
Asset
Management,
LLC,
Teachers
Advisors,
LLC
and
TIAA-CREF
Investment
Management,
LLC;
Vice
President
and
Associate
General
Counsel,
Teachers
Insurance
and
Annuity
Association
of
America;
Vice
President
and
Assistant
Secretary,
TIAA-CREF
Funds
and
TIAA-CREF
Life
Funds;
Vice
President,
Associate
General
Counsel,
and
Assistant
Secretary,
TIAA
Separate
Account
VA-1
and
College
Retirement
Equities
Fund.
Diana
R.
Gonzalez
1978
8500
Andrew
Carnegie
Blvd.
Charlotte,
NC
28262
Vice
President
and
Assistant
Secretary
2017
Vice
President
and
Assistant
Secretary
of
Nuveen
Fund
Advisors,
LLC;
Vice
President,
Associate
General
Counsel
and
Assistant
Secretary
of
Nuveen
Asset
Management,
LLC,
Teachers
Advisors,
LLC
and
TIAA-CREF
Investment
Management,
LLC;
Vice
President
and
Associate
General
Counsel
of
Nuveen.
Nathaniel
T.
Jones
1979
333
W.
Wacker
Drive
Chicago,
IL
60606
Vice
President
and
Treasurer
2016
Senior
Managing
Director
of
Nuveen;
Senior
Managing
Director
of
Nuveen
Fund
Advisors,
LLC;
has
previously
held
various
positions
with
Nuveen;
Chartered
Financial
Analyst.
Brian
H.
Lawrence
1982
8500
Andrew
Carnegie
Blvd.
Charlotte,
NC
28262
Vice
President
and
Assistant
Secretary
2023
Vice
President
and
Associate
General
Counsel
of
Nuveen;
Vice
President,
Associate
General
Counsel
and
Assistant
Secretary
of
Teachers
Advisors,
LLC
and
TIAA-CREF
Investment
Management,
LLC;
formerly
Corporate
Counsel
of
Franklin
Templeton
(2018-2022).
Tina
M.
Lazar
1961
333
W.
Wacker
Drive
Chicago,
IL
60606
Vice
President
2002
Managing
Director
of
Nuveen
Securities,
LLC.
Brian
J.
Lockhart
1974
333
W.
Wacker
Drive
Chicago,
IL
60606
Vice
President
2019
Senior
Managing
Director
and
Head
of
Investment
Oversight
of
Nuveen;
Senior
Managing
Director
of
Nuveen
Fund
Advisors,
LLC;
has
previously
held
various
positions
with
Nuveen;
Chartered
Financial
Analyst
and
Certified
Financial
Risk
Manager.
John
M.
McCann
1975
8500
Andrew
Carnegie
Blvd.
Charlotte,
NC
28262
Vice
President
and
Assistant
Secretary
2022
Managing
Director,
General
Counsel
and
Secretary
of
Nuveen
Fund
Advisors,
LLC;
Managing
Director,
Associate
General
Counsel
and
Assistant
Secretary
of
Nuveen
Asset
Management,
LLC;
Managing
Director
and
Assistant
Secretary
of
TIAA
SMA
Strategies
LLC;
Managing
Director,
Associate
General
Counsel
and
Assistant
Secretary
of
College
Retirement
Equities
Fund,
TIAA
Separate
Account
VA-1,
TIAA-
CREF
Funds,
TIAA-CREF
Life
Funds,
Teachers
Insurance
and
Annuity
Association
of
America,
Teacher
Advisors
LLC,
TIAA-CREF
Investment
Management,
LLC,
and
Nuveen
Alternative
Advisors
LLC;
has
previously held
various
positions
with
Nuveen/TIAA.
Board
Members
&
Officers
(Unaudited)
(continued)
Name,
Year
of
Birth
&
Address
Position(s)
Held
with
the
Funds
Year
First
Elected
or
Appointed
(2)
Principal
Occupation(s)
Including
other
Directorships
During
Past
5
Years
Kevin
J.
McCarthy
1966
333
W.
Wacker
Drive
Chicago,
IL
60606
Vice
President
and
Assistant
Secretary
2007
Executive
Vice
President,
Secretary
and
General
Counsel
of
Nuveen
Investments,
Inc.;
Executive
Vice
President
and
Assistant
Secretary
of
Nuveen
Securities,
LLC and
Nuveen
Fund
Advisors,
LLC;
Executive
Vice
President
and
Secretary
of
Nuveen
Asset
Management,
LLC;
Executive
Vice
President,
General
Counsel
and
Secretary
of
Teachers
Advisors,
LLC,
TIAA-CREF
Investment
Management,
LLC
and
Nuveen
Alternative
Investments,
LLC;
Executive
Vice
President,
Associate
General
Counsel
and
Assistant
Secretary of
TIAA-CREF
Funds
and
TIAA-CREF
Life
Funds;
has
previously
held
various
positions
with
Nuveen;
Vice
President
and
Secretary
of
Winslow
Capital
Management,
LLC;
formerly,
Vice
President
(2007-2021)
and
Secretary
(2016-2021)
of
NWQ
Investment
Management
Company,
LLC
and
Santa
Barbara
Asset
Management,
LLC.
Jon
Scott
Meissner
1973
8500
Andrew
Carnegie
Blvd.
Charlotte,
NC
28262
Vice
President
and
Assistant
Secretary
2019
Managing
Director,
Mutual
Fund
Tax
and
Expense
Administration
of
Nuveen,
TIAA-CREF
Funds,
TIAA-CREF
Life
Funds,
TIAA
Separate
Account
VA-1
and
the
College
Retirement
Equities
Fund;
Managing
Director
of
Nuveen
Fund
Advisors,
LLC,
Teachers
Advisors,
LLC
and
TIAA-CREF
Investment
Management,
LLC;
has
previously
held
various
positions
with
TIAA.
Mary
Beth
Ramsay
1965
8500
Andrew
Carnegie
Blvd.
Charlotte,
NC
28262
Vice
President
2024
Chief
Risk
Officer,
Nuveen
and
TIAA
Financial
Risk;
Head
of
Nuveen
Risk
&
Compliance;
Executive
Vice
President,
Teachers
Insurance
and
Annuity
Association
of
America;
Executive
Vice
President,
Risk,
TIAA
Separate
Account
VA-1
and
the
College
Retirement
Equities
Fund;
formerly,
Senior
Vice
President,
Head
of
Sales
and
Client
Solutions
(2019-2022)
and
U.S.
Chief
Pricing
Actuary
(2016-2019),
SCOR
Global
Life
Americas;
Member
of
the
Board
of
Directors
of
Society
of
Actuaries.
William
A.
Siffermann
1975
333
W.
Wacker
Drive
Chicago,
IL
60606
Vice
President
2017
Managing
Director
of
Nuveen.
E.
Scott
Wickerham
1973
8500
Andrew
Carnegie
Blvd.
Charlotte,
NC
28262
Vice
President
and
Controller
(Principal
Financial
Officer)
2019
Senior
Managing
Director,
Head
of
Public
Investment
Finance
of
Nuveen;
Senior
Managing
Director
of
Nuveen
Fund
Advisors,
LLC
and
Nuveen
Asset
Management,
LLC;
Principal
Financial
Officer,
Principal
Accounting
Officer
and
Treasurer
of
the
TIAA-CREF
Funds,
the
TIAA-CREF
Life
Funds,
the
TIAA
Separate
Account
VA-1
and
the
College
Retirement
Equities
Fund;
has
previously
held
various
positions
with
TIAA.
Mark
L.
Winget
1968
333
W.
Wacker
Drive
Chicago,
IL
60606
Vice
President
and
Secretary
2008
Vice
President
and
Assistant
Secretary
of
Nuveen
Securities,
LLC
and
Nuveen
Fund
Advisors,
LLC;
Vice
President,
Associate
General
Counsel
and
Assistant
Secretary
of
Teachers
Advisors,
LLC
and
TIAA-CREF
Investment
Management,
LLC
and
Nuveen
Asset
Management,
LLC;
Vice
President
and
Associate
General
Counsel
of
Nuveen.
Rachael
Zufall
1973
8500
Andrew
Carnegie
Blvd.
Charlotte,
NC
28262
Vice
President
and
Assistant
Secretary
2022
Managing
Director
and
Assistant
Secretary
of
Nuveen
Fund
Advisors,
LLC;
Managing
Director,
Associate
General
Counsel
and
Assistant
Secretary
of
the
College
Retirement
Equities
Fund,
TIAA
Separate
Account
VA-1,
TIAA-CREF
Funds
and
TIAA-CREF
Life
Funds;
Managing
Director,
Associate
General
Counsel
and
Assistant
Secretary
of
Teacher
Advisors,
LLC
and
TIAA-CREF
Investment
Management,
LLC;
Managing
Director
of
Nuveen,
LLC
and
of
TIAA.
(1)
The
Board
of
Trustees
is
divided
into
three
classes,
Class
I,
Class
II,
and
Class
III,
with
each
being
elected
to
serve
until
the
third
succeeding
annual
shareholders’
meeting
subsequent
to
its
election
or
thereafter
in
each
case
when
its
respective
successors
are
duly
elected
or
appointed,
except
two
board
members
are
elected
by
the
holders
of
Preferred
Shares,
when
appli
cable,
to
serve
until
the
next
annual
shareholders’
meeting
subsequent
to
its
election
or
thereafter
in
each
case
when
its
respective
successors
are
duly
elected
or
appointed.
The
year
first
elected
or
appointed
represents
the
year
in
which
the
board
member
was
first
elected
or
appointed
to
any
fund
in
the
Nuveen
complex.
(2)
Officers
serve
indefinite
terms
until
their
successor
has
been
duly
elected
and
qualified,
their
death
or
their
resignation
or
removal. The
year
first
elected
or
appointed
represents
the
year
in
which
the
Officer
was
first
elected
or
appointed
to
any
fund
in
the
Nuveen
Complex.
Nuveen
Securities,
LLC,
member
FINRA
and
SIPC
333
West
Wacker
Drive
Chicago,
IL
60606
www.nuveen.com
EAN-A-0624P
3734572-INV-Y-08/25
Nuveen:
Serving
Investors
for
Generations
Since
1898,
financial
advisors
and
their
clients
have
relied
on
Nuveen
to
provide
dependable
investment
solutions
through
continued
adherence
to
proven,
long-term
investing
principles.
Today,
we
offer
a
range
of
high
quality
solutions
designed
to
be
integral
components
of
a
well-diversified
core
portfolio.
Focused
on
meeting
investor
needs.
Nuveen
is
the
investment
manager
of
TIAA.
We
have
grown
into
one
of
the
world’s
premier
global
asset
managers,
with
specialist
knowledge
across
all
major
asset
classes
and
particular
strength
in
solutions
that
provide
income
for
investors
and
that
draw
on
our
expertise
in
alternatives
and
responsible
investing.
Nuveen
is
driven
not
only
by
the
independent
investment
processes
across
the
firm,
but
also
the
insights,
risk
management,
analytics
and
other
tools
and
resources
that
a
truly
world-class
platform
provides.
As
a
global
asset
manager,
our
mission
is
to
work
in
partnership
with
our
clients
to
create
solutions
which
help
them
secure
their
financial
future.
Find
out
how
we
can
help
you.
To
learn
more
about
how
the
products
and
services
of
Nuveen
may
be
able
to
help
you
meet
your
financial
goals,
talk
to
your
financial
advisor,
or
call
us
at
(800)
257-8787.
Please
read
the
information
provided
carefully
before
you
invest.
Investors
should
consider
the
investment
objective
and
policies,
risk
considerations,
charges
and
expenses
of
any
investment
carefully.
Where
applicable,
be
sure
to
obtain
a
prospectus,
which
contains
this
and
other
relevant
information.
To
obtain
a
prospectus,
please
contact
your
securities
representative
or
Nuveen,
333
W.
Wacker
Dr.,
Chicago,
IL
60606.
Please
read
the
prospectus
carefully
before
you
invest
or
send
money.
Learn
more
about
Nuveen
Funds
at:
www.nuveen.com/closed-end-funds
NOT
FDIC
INSURED
MAY
LOSE
VALUE
NO
BANK
GUARANTEE
As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. There were no amendments to or waivers from the code during the period covered by this report. Upon request, a copy of the registrant’s code of ethics is available without charge by calling 800-257-8787.
| Item 3. | Audit Committee Financial Expert. |
As of the end of the period covered by this report, the registrant’s Board of Directors or Trustees (“Board”) had determined that the registrant has at least one “audit committee financial expert” (as defined in Item 3 of Form N-CSR) serving on its Audit Committee. The members of the registrant’s audit committee that have been designated as audit committee financial experts are Joseph A. Boateng, Albin F. Moschner, John K. Nelson, Loren M. Starr and Robert L. Young, who are “independent” for purposes of Item 3 of Form N-CSR.
Mr. Boateng has served as the Chief Investment Officer for Casey Family Programs since 2007. He was previously Director of U.S. Pension Plans for Johnson & Johnson from 2002-2006. Mr. Boateng is a board member of the Lumina Foundation and Waterside School, an emeritus board member of Year Up Puget Sound, member of the Investment Advisory Committee and former Chair for the Seattle City Employees’ Retirement System, and an Investment Committee Member for The Seattle Foundation. Mr. Boateng previously served on the Board of Trustees for the College Retirement Equities Fund (2018-2023) and on the Management Committee for TIAA Separate Account VA-1 (2019-2023).
Mr. Moschner is a consultant in the wireless industry and, in July 2012, founded Northcroft Partners, LLC, a management consulting firm that provides operational, management and governance solutions. Prior to founding Northcroft Partners, LLC, Mr. Moschner held various positions at Leap Wireless International, Inc., a provider of wireless services, where he was as a consultant from February 2011 to July 2012, Chief Operating Officer from July 2008 to February 2011, and Chief Marketing Officer from August 2004 to June 2008. Before he joined Leap Wireless International, Inc., Mr. Moschner was President of the Verizon Card Services division of Verizon Communications, Inc. from 2000 to 2003, and President of One Point Services at One Point Communications from 1999 to 2000. Mr. Moschner also served at Zenith Electronics Corporation as Director, President and Chief Executive Officer from 1995 to 1996, and as Director, President and Chief Operating Officer from 1994 to 1995.
Mr. Nelson formerly served on the Board of Directors of Core12, LLC from 2008 to 2023, a private firm which develops branding, marketing, and communications strategies for clients. Mr. Nelson has extensive experience in global banking and markets, having served in several senior executive positions with ABN AMRO Holdings N.V. and its affiliated entities and predecessors, including LaSalle Bank Corporation from 1996 to 2008, ultimately serving as Chief Executive Officer of ABN AMRO N.V. North America. During his tenure at the bank, he also served as Global Head of its Financial Markets Division, which encompassed the bank’s Currency, Commodity, Fixed Income, Emerging Markets, and Derivatives businesses. He was a member of the Foreign Exchange Committee of the Federal Reserve Bank of the United States and during his tenure with ABN AMRO served as the bank’s representative on various committees of The Bank of Canada, European Central Bank, and The Bank of England. Mr. Nelson previously served as a senior, external advisor to the financial services practice of Deloitte Consulting LLP. (2012-2014).
Mr. Starr was Vice Chair, Senior Managing Director from 2020 to 2021, and Chief Financial Officer, Senior Managing Director from 2005 to 2020, for Invesco Ltd. Mr. Starr is also a Director and member of the Audit Committee for AMG. He is former Chair and member of the Board of Directors, Georgia Leadership Institute for School Improvement (GLISI); former Chair and member of the Board of Trustees, Georgia Council on Economic Education (GCEE). Mr. Starr previously served on the Board of Trustees for the College Retirement Equities Fund and on the Management Committee for TIAA Separate Account VA-1 (2022-2023).
Mr. Young has more than 30 years of experience in the investment management industry. From 1997 to 2017, he held various positions with J.P. Morgan Investment Management Inc. (“J.P. Morgan Investment”) and its affiliates (collectively, “J.P. Morgan”). Most recently, he served as Chief Operating Officer and Director of J.P. Morgan Investment (from 2010 to 2016) and as President and Principal Executive Officer of the J.P. Morgan Funds (from 2013 to 2016). As Chief Operating Officer of J.P. Morgan Investment, Mr. Young led service, administration and business platform support activities for J.P. Morgan’s domestic retail mutual fund and institutional commingled and separate account businesses and co-led these activities for J.P. Morgan’s global retail and institutional
investment management businesses. As President of the J.P. Morgan Funds, Mr. Young interacted with various service providers to these funds, facilitated the relationship between such funds and their boards, and was directly involved in establishing board agendas, addressing regulatory matters, and establishing policies and procedures. Before joining J.P. Morgan, Mr. Young, a former Certified Public Accountant (CPA), was a Senior Manager (Audit) with Deloitte & Touche LLP (formerly, Touche Ross LLP), where he was employed from 1985 to 1996. During his tenure there, he actively participated in creating, and ultimately led, the firm’s midwestern mutual fund practice.
| Item 4. | Principal Accountant Fees and Services. |
Nuveen Multi-Market Income Fund
The following tables show the amount of fees that KPMG LLP, the Fund’s auditor, billed to the Fund during the Fund’s last two full fiscal years. For engagements with KPMG LLP the Audit Committee approved in advance all audit services and non-audit services that KPMG LLP provided to the Fund, except for those non-audit services that were subject to the pre-approval exception under Rule 2-01 of Regulation S-X (the “pre-approval exception”). The pre-approval exception for services provided directly to the Fund waives the pre-approval requirement for services other than audit, review or attest services if: (A) the aggregate amount of all such services provided constitutes no more than 5% of the total amount of revenues paid by the Fund to its accountant during the fiscal year in which the services are provided; (B) the Fund did not recognize the services as non-audit services at the time of the engagement; and (C) the services are promptly brought to the Audit Committee’s attention, and the Committee (or its delegate) approves the services before the audit is completed.
The Audit Committee has delegated certain pre-approval responsibilities to its Chair (or, in his absence, any other member of the Audit Committee).
SERVICES THAT THE FUND’S AUDITOR BILLED TO THE FUND
| | | | | | | | | | | | | | | | |
| Fiscal Year Ended | | Audit Fees Billed to Fund1 | | | Audit-Related Fees Billed to Fund2 | | | Tax Fees Billed to Fund3 | | | All Other Fees Billed to Fund4 | |
| |
| June 30, 2024 | | | $42,800 | | | | $0 | | | | $0 | | | | $0 | |
| | | | |
| | | | | | | | | | | | | | | | |
| Percentage approved pursuant to pre-approval exception | | | 0% | | | | 0% | | | | 0% | | | | 0% | |
| | | | |
| | | | | | | | | | | | | | | | |
| June 30, 2023 | | | $45,000 | | | | $0 | | | | $0 | | | | $0 | |
| | | | |
| | | | | | | | | | | | | | | | |
| Percentage approved pursuant to pre-approval exception | | | 0% | | | | 0% | | | | 0% | | | | 0% | |
| | | | |
| 1 | “Audit Fees” are the aggregate fees billed for professional services for the audit of the Fund’s annual financial statements and services provided in connection with statutory and regulatory filings or engagements. |
| 2 | “Audit-Related Fees” are the aggregate fees billed for assurance and related services reasonably related to the performance of the audit or review of financial statements that are not reported under “Audit Fees”. These fees include offerings related to the Fund’s common shares and leverage. |
| 3 | “Tax Fees” are the aggregate fees billed for professional services for tax advice, tax compliance, and tax planning. These fees include: all global withholding tax services; excise and state tax reviews; capital gain, tax equalization and taxable basis calculations performed by the principal accountant. |
| 4 | “All Other Fees” are the aggregate fees billed for products and services other than “Audit Fees”, “Audit-Related Fees” and “Tax Fees”. These fees represent all “Agreed-Upon Procedures” engagements pertaining to the Fund’s use of leverage. |
SERVICES THAT THE FUND’S AUDITOR BILLED TO THE
ADVISER AND AFFILIATED FUND SERVICE PROVIDERS
The following tables show the amount of fees billed by KPMG LLP to Nuveen Fund Advisors, LLC (formerly Nuveen Fund Advisors, Inc.) (the “Adviser”), and any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund (“Affiliated Fund Service Provider”), for engagements directly related to the Fund’s operations and financial reporting, during the Fund’s last two full fiscal years.
The tables also show the percentage of fees subject to the pre-approval exception. The pre-approval exception for services provided to the Adviser and any Affiliated Fund Service Provider (other than audit, review or attest services) waives the pre-approval requirement if: (A) the aggregate amount of all such services provided constitutes no more than 5% of the total amount of revenues paid to KPMG LLP by the Fund, the Adviser and
Affiliated Fund Service Providers during the fiscal year in which the services are provided that would have to be pre-approved by the Audit Committee; (B) the Fund did not recognize the services as non-audit services at the time of the engagement; and (C) the services are promptly brought to the Audit Committee’s attention, and the Committee (or its delegate) approves the services before the Fund’s audit is completed.
| | | | | | | | | | | | |
| Fiscal Year Ended | | Audit-Related Fees Billed to Adviser and Affiliated
Fund Service
Providers | | | Tax Fees Billed to Adviser and Affiliated Fund
Service Providers | | | All Other Fees Billed to Adviser and Affiliated Fund
Service Providers | |
| |
June 30, 2024 | | | $0 | | | | $0 | | | | $0 | |
| | | | |
| | | | | | | | | | | | |
Percentage approved pursuant to pre-approval exception | | | 0% | | | | 0% | | | | 0% | |
| | | | |
| | | | | | | | | | | | |
June 30, 2023 | | | $0 | | | | $0 | | | | $0 | |
| | | | |
| | | | | | | | | | | | |
Percentage approved pursuant to pre-approval exception | | | 0% | | | | 0% | | | | 0% | |
| | | | |
NON-AUDIT SERVICES
The following table shows the amount of fees that KPMG LLP billed during the Fund’s last two full fiscal years for non-audit services. The Audit Committee is required to pre-approve non-audit services that KPMG LLP provides to the Adviser and any Affiliated Fund Services Provider, if the engagement related directly to the Fund’s operations and financial reporting (except for those subject to the pre-approval exception described above). The Audit Committee requested and received information from KPMG LLP about any non-audit services that KPMG LLP rendered during the Fund’s last fiscal year to the Adviser and any Affiliated Fund Service Provider. The Committee considered this information in evaluating KPMG LLP’s independence.
| | | | | | | | | | | | | | | | |
| Fiscal Year Ended | | Total Non-Audit Fees
Billed to Fund | | | Total Non-Audit Fees
Billed to Adviser and
Affiliated Fund Service
Providers (engagements
related directly to the
operations and financial
reporting of the Fund) | | | Total Non-Audit Fees
Billed to Adviser and
Affiliated Fund Service
Providers (all other
engagements) | | | Total | |
| |
June 30, 2024 | | | $0 | | | | $0 | | | | $0 | | | | $0 | |
June 30, 2023 | | | $0 | | | | $0 | | | | $0 | | | | $0 | |
“Non-Audit Fees billed to Fund” for both fiscal year ends represent “Tax Fees” and “All Other Fees” billed to Fund in their respective amounts from the previous table.
Less than 50 percent of the hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.
Audit Committee Pre-Approval Policies and Procedures. Generally, the Audit Committee must approve (i) all non-audit services to be performed for the Fund by the Fund’s independent accountants and (ii) all audit and non-audit services to be performed by the Fund’s independent accountants for the Affiliated Fund Service Providers with respect to operations and financial reporting of the Fund. Regarding tax and research projects conducted by the independent accountants for the Fund and Affiliated Fund Service Providers (with respect to operations and financial reports of the Fund) such engagements will be (i) pre-approved by the Audit Committee if they are expected to be for amounts greater than $10,000; (ii) reported to the Audit Committee chair for his verbal approval prior to engagement if they are expected to be for amounts under $10,000 but greater than $5,000; and (iii) reported to the Audit Committee at the next Audit Committee meeting if they are expected to be for an amount under $5,000.
Item 4(i) and Item 4(j) are not applicable to the registrant.
| Item 5. | Audit Committee of Listed Registrants. |
The registrant’s Board has a separately designated Audit Committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended (15 U.S.C. 78c(a)(58)(A)). The members of the audit committee are Joseph A. Boateng, Albin F. Moschner, John K. Nelson, Chair, Loren M. Starr, Margaret L. Wolff and Robert L. Young.
| (a) | Schedule of Investments is included as part of the Portfolio of Investments filed under Item 1 of this Form N-CSR. |
| Item 7. | Financial Statements and Financial Highlights for Open-End Management Investment Companies. |
Not applicable to closed-end investment companies.
| Item 8. | Changes in and Disagreements with Accountants for Open-End Management Investment Companies. |
Not applicable to closed-end investment companies.
| Item 9. | Proxy Disclosures for Open-End Management Investment Companies. |
Not applicable to closed-end investment companies.
| Item 10. | Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies. |
Not applicable to closed-end investment companies.
| Item 11. | Statement Regarding Basis for Approval of Investment Advisory Contract. |
See Statement Regarding Basis for Approval of Investment Advisory Contract in Item 1.
| Item 12. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Nuveen Fund Advisors, LLC is the registrant’s investment adviser (referred to herein as the “Adviser”). The Adviser is responsible for the on-going monitoring of the Fund’s investment portfolio, managing the Fund’s business affairs and providing certain clerical, bookkeeping and administrative services. The Adviser has engaged Nuveen Asset Management, LLC (“Sub-Adviser”) as Sub-Adviser to provide discretionary investment advisory services. As part of these services, the Adviser has delegated to the Sub-Adviser the full responsibility for proxy voting on securities held in the registrant’s portfolio and related duties in accordance with the Sub-Adviser’s policies and procedures. The Adviser periodically monitors the Sub-Adviser’s voting to ensure that it is carrying out its duties. The Sub-Adviser’s proxy voting policies and procedures are attached to this filing as an exhibit and incorporated herein by reference.
| Item 13. | Portfolio Managers of Closed-End Management Investment Companies. |
Nuveen Fund Advisors, LLC is the registrant’s investment adviser (also referred to as the “Adviser”). The Adviser is responsible for the selection and on-going monitoring of the Fund’s investment portfolio, managing the Fund’s business affairs and providing certain clerical, bookkeeping and administrative services. The Adviser has engaged Nuveen Asset Management, LLC (“Nuveen Asset Management” or “Sub-Adviser”) as Sub-Adviser to provide discretionary investment advisory services. The following section provides information on the portfolio managers at the Sub-Adviser:
(a)(1) Portfolio Manager Biographies
As of the date of filing this report, the following individuals at the Sub-Adviser (the “Portfolio Managers”) have primary responsibility for the day-to-day implementation of the registrant’s investment strategies:
Jason J. O’Brien, CFA, is a portfolio manager for Nuveen’s global fixed income team. He is a portfolio manager on the Nuveen Core Fixed Income and Public Funds strategies. Previously, he oversaw the securitized debt sector team and is a member of the global fixed income strategy committee. He began working in the investment industry in 1993 and became a portfolio manager in 2001. He received a B.A. in Finance from the University of St. Thomas. He holds the CFA designation and is a member of the CFA Institute and the CFA Society of Minnesota.
Peter L. Agrimson, CFA, is a portfolio manager for Nuveen’s global fixed income team and the lead portfolio of the Stable Value, Short Duration Multi-Sector and Short Term Bond strategies and related institutional portfolios. He is also a member of the teams managing the Core Bond and Inflation-Linked Bond strategies and related institutional portfolios. Prior to his current role, he was a member of the securitized debt sector team, responsible for trading mortgage-backed securities, asset-backed securities and commercial mortgage-backed securities. Peter also performed credit analysis and surveillance for the firm’s mortgage-backed securities and asset-backed securities portfolios. Before joining the firm in 2008, he served as credit analyst at Long Lake Partners, LLC, where he performed credit analysis for the company’s structured products portfolio. He received a B.S. in Finance from Northern Illinois University. He holds the CFA designation and is a member of the CFA Institute.
(a)(2) Other Accounts Managed by Portfolio Managers
Other Accounts Managed. In addition to managing the registrant, the Portfolio Managers are also primarily responsible for the day-to-day portfolio management of the following accounts:
| | | | | | |
| Portfolio Manager | | Type of Account Managed | | Number of Accounts | | Assets* |
|
Jason J. O’Brien | | Registered Investment Company | | 3 | | $21.11 billion |
| | Other Pooled Investment Vehicles | | 1 | | $20.27 million |
| | Other Accounts | | 46 | | $4.01 billion |
| | | | | | |
Peter L. Agrimson | | Registered Investment Company | | 10 | | $35.21 billion |
| | Other Pooled Investment Vehicles | | 2 | | $121.71 million |
| | Other Accounts | | 3 | | $8.89 million |
| * | Assets are as of June 30, 2024. None of the assets in these accounts are subject to an advisory fee based on performance. |
Potential Material Conflicts of Interest
Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one account. More specifically, portfolio managers who manage multiple accounts are presented a number of potential conflicts, including, among others, those discussed below.
The management of multiple accounts may result in a portfolio manager devoting unequal time and attention to the management of each account. Nuveen Asset Management seeks to manage such competing interests for the time and attention of portfolio managers by having portfolio managers focus on a particular investment discipline. Most accounts managed by a portfolio manager in a particular investment strategy are managed using the same investment models.
If a portfolio manager identifies a limited investment opportunity which may be suitable for more than one account, an account may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible accounts. To deal with these situations, Nuveen Asset Management has adopted procedures for allocating limited opportunities across multiple accounts.
With respect to many of its clients’ accounts, Nuveen Asset Management determines which broker to use to execute transaction orders, consistent with its duty to seek best execution of the transaction. However, with respect to certain other accounts, Nuveen Asset Management may be limited by the client with respect to the selection of brokers or may be instructed to direct trades through a particular broker. In these cases, Nuveen Asset Management may place separate, non-simultaneous, transactions for a Fund and other accounts which may temporarily affect the market price of the security or the execution of the transaction, or both, to the detriment of the Fund or the other accounts.
Some clients are subject to different regulations. As a consequence of this difference in regulatory requirements, some clients may not be permitted to engage in all the investment techniques or transactions or to engage in these transactions to the same extent as the other accounts managed by a portfolio manager. Finally, the appearance of a conflict of interest may arise where Nuveen Asset Management has an incentive, such as a performance-based management fee, which relates to the management of some accounts, with respect to which a portfolio manager has day-to-day management responsibilities.
Conflicts of interest may also arise when the Sub-Adviser invests one or more of its client accounts in different or multiple parts of the same issuer’s capital structure, including investments in public versus private securities, debt versus equity, or senior versus junior/subordinated debt, or otherwise where there are different or inconsistent rights or benefits. Decisions or actions such as investing, trading, proxy voting, exercising, waiving or amending rights or covenants, workout activity, or serving on a board, committee or other involvement in governance may result in conflicts of interest between clients holding different securities or investments. Generally, individual portfolio managers will seek to act in a manner that they believe serves the best interest of the accounts they manage. In cases where a portfolio manager or team faces a conflict among its client accounts, it will seek to act in a manner that it believes best reflects its overall fiduciary duty, which may result in relative advantages or disadvantages for particular accounts.
Nuveen Asset Management has adopted certain compliance procedures which are designed to address these types of conflicts common among investment managers. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.
Nuveen Asset Management or its affiliates, including TIAA, sponsor an array of financial products for retirement and other investment goals, and provide services worldwide to a diverse customer base. Accordingly, from time to time, a Fund may be restricted from purchasing or selling securities, or from engaging in other investment activities because of regulatory, legal or contractual restrictions that arise due to another client account’s investments and/or the internal policies of Nuveen Asset Management, TIAA or its affiliates designed to comply with such restrictions. As a result, there may be periods, for example, when Nuveen Asset Management will not initiate or recommend certain types of transactions in certain securities or instruments with respect to which investment limits have been reached.
The investment activities of Nuveen Asset Management or its affiliates may also limit the investment strategies and rights of the Funds. For example, in certain circumstances where the Funds invest in securities issued by companies that operate in certain regulated industries, in certain emerging or international markets, or are subject
to corporate or regulatory ownership definitions, or invest in certain futures and derivative transactions, there may be limits on the aggregate amount invested by Nuveen Asset Management or its affiliates for the Funds and other client accounts that may not be exceeded without the grant of a license or other regulatory or corporate consent. If certain aggregate ownership thresholds are reached or certain transactions undertaken, the ability of Nuveen Asset Management, on behalf of the Funds or other client accounts, to purchase or dispose of investments or exercise rights or undertake business transactions may be restricted by regulation or otherwise impaired. As a result, Nuveen Asset Management, on behalf of the Funds or other client accounts, may limit purchases, sell existing investments, or otherwise restrict or limit the exercise of rights (including voting rights) when Nuveen Asset Management, in its sole discretion, deems it appropriate in light of potential regulatory or other restrictions on ownership or other consequences resulting from reaching investment thresholds.
(a)(3) Fund Manager Compensation
As of the most recently completed fiscal year end, the primary Portfolio Managers’ compensation is as follows:
Portfolio manager compensation consists primarily of base salary and variable components consisting of (i) a cash bonus; (ii) a long-term performance award; and (iii) participation in a profits interest plan.
Base salary. A portfolio manager’s base salary is determined based upon an analysis of the portfolio manager’s general performance, experience and market levels of base pay for such position.
Cash bonus. A portfolio manager is eligible to receive an annual cash bonus that is based on three variables: risk-adjusted investment performance relative to benchmark generally measured over the most recent one, three and five year periods (unless the portfolio manager’s tenure is shorter), ranking versus Morningstar peer funds generally measured over the most recent one, three and five year periods (unless the portfolio manager’s tenure is shorter), and management and peer reviews.
Long-term performance award. A portfolio manager is eligible to receive a long-term performance award that vests after three years. The amount of the award when granted is based on the same factors used in determining the cash bonus. The value of the award at the completion of the three-year vesting period is adjusted based on the risk-adjusted investment performance of Fund(s) managed by the portfolio manager during the vesting period and the performance of the TIAA organization as a whole.
Profits interest plan. Portfolio managers are eligible to receive profits interests in Nuveen Asset Management and its affiliate, Teachers Advisors, LLC, which vest over time and entitle their holders to a percentage of the firms’ annual profits. Profits interests are allocated to each portfolio manager based on such person’s overall contribution to the firms.
There are generally no differences between the methods used to determine compensation with respect to the Fund and the Other Accounts shown in the table above.
(a)(4) Beneficial Ownership of JMM Securities
As of June 30, 2024, the portfolio managers beneficially owned the following dollar range of equity securities issued by the Fund.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Name of Portfolio Manager | | None | | $1- $10,000 | | | $10,001- $50,000 | | | $50,001- $100,000 | | | $100,001- $500,000 | | | $500,001- $1,000,000 | | | Over
$1,000,000 | |
Jason J. O’Brien | | X | | | | | | | | | | | | | | | | | | | | | | | | |
Peter L. Agrimson | | X | | | | | | | | | | | | | | | | | | | | | | | | |
| Item 14. | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. |
Not applicable.
| Item 15. | Submission of Matters to a Vote of Security Holders. |
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board implemented after the registrant last provided disclosure in response to this Item.
| Item 16. | Controls and Procedures. |
| (a) | The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (17 CFR 240.13a-15(b) or 240.15d-15(b)). |
| (b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
| Item 17. | Disclosure of Securities Lending Activities for Closed-End Management Investment Companies. |
Not applicable.
| Item 18. | Recovery of Erroneously Awarded Compensation. |
| (a)(1) | Not applicable because the code of ethics is available, upon request and without charge, by calling 800-257-8787 and there were no amendments during the period covered by this report. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Nuveen Multi-Market Income Fund
| | | | | | |
| Date: September 5, 2024 | | | | By: | | /s/ David J. Lamb |
| | | | | | David J. Lamb |
| | | | | | Chief Administrative Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| | | | | | |
| Date: September 5, 2024 | | | | By: | | /s/ David J. Lamb |
| | | | | | David J. Lamb |
| | | | | | Chief Administrative Officer (principal executive officer) |
| | | |
| Date: September 5, 2024 | | | | By: | | /s/ E. Scott Wickerham |
| | | | | | E. Scott Wickerham |
| | | | | | Vice President and Controller (principal financial officer) |
