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  

  

811-22970

Nuveen Dow 30SM Dynamic Overwrite Fund

 

(Exact name of registrant as specified in charter)

Nuveen Investments

333 West Wacker Drive

Chicago, IL 60606

 

(Address of principal executive offices) (Zip code)

Mark L. Winget

Nuveen Investments

333 West Wacker Drive

Chicago, IL 60606

 

(Name and address of agent for service)

Registrant’s telephone number, including area code:    (312) 917-7700                        

Date of fiscal year end:    December 31                                

Date of reporting period:    December 31, 2020                   

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.


ITEM 1. REPORTS TO STOCKHOLDERS.


LOGO

 

Closed-End Funds

 

31 December

2020

 

Nuveen

Closed-End Funds

 

BXMX    Nuveen S&P 500 Buy-Write Income Fund
DIAX    Nuveen Dow 30SM Dynamic Overwrite Fund
SPXX    Nuveen S&P 500 Dynamic Overwrite Fund
QQQX    Nuveen Nasdaq 100 Dynamic Overwrite Fund

 

As permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Funds’ annual and semi-annual shareholder reports will not be sent to you by mail unless you specifically request paper copies of the reports. Instead, the reports will be made available on the Funds’ website (www.nuveen.com), and you will be notified by mail each time a report is posted and provided with a website link to access the report.

You may elect to receive shareholder reports and other communications from the Funds electronically at any time by contacting the financial intermediary (such as a broker-dealer or bank) through which you hold your Fund shares or, if you are a direct investor, by enrolling at www.nuveen.com/e-reports.

You may elect to receive all future shareholder reports in paper free of charge at any time by contacting your financial intermediary or, if you are a direct investor, by calling 800-257-8787 and selecting option #2 or (ii) by logging into your Investor Center account at www.computershare.com/investor and clicking on “Communication Preferences”. Your election to receive reports in paper will apply to all funds held in your account with your financial intermediary or, if you are a direct investor, to all your directly held Nuveen Funds and any other directly held funds within the same group of related investment companies.

 

Annual Report

 


 

IMPORTANT DISTRIBUTION NOTICE

for Shareholders of the Nuveen S&P 500 Buy-Write Income Fund (BXMX), Nuveen Dow 30SM Dynamic Overwrite Fund (DIAX),

Nuveen S&P 500 Dynamic Overwrite Fund (SPXX) and

Nuveen Nasdaq 100 Dynamic Overwrite Fund (QQQX)

Annual Shareholder Report for the period ending December 31, 2020

The Nuveen S&P 500 Buy-Write Income Fund (BXMX), Nuveen Dow 30SM Dynamic Overwrite Fund (DIAX), Nuveen S&P 500 Dynamic Overwrite Fund (SPXX) and Nuveen Nasdaq 100 Dynamic Overwrite Fund (QQQX) seek to offer attractive cash flow to their shareholders, by converting the expected long-term total return potential of the Funds’ portfolio of investments into regular quarterly distributions. Following is a discussion of the Managed Distribution Policy the Funds use to achieve this.

Each Fund pays quarterly common share distributions that seek to convert the Fund’s expected long-term total return potential into regular cash flow. As a result, the Funds’ regular common share distributions (presently $0.2150, $0.2730, $0.2450 and $0.3900 per share, respectively) may be derived from a variety of sources, including:

 

   

net investment income consisting of regular interest and dividends,

 

   

realized capital gains or,

 

   

possibly, returns of capital representing in certain cases unrealized capital appreciation.

Such distributions are sometimes referred to as “managed distributions.” Each Fund seeks to establish a distribution rate that roughly corresponds to the Adviser’s projections of the total return that could reasonably be expected to be generated by each Fund over an extended period of time. The Adviser may consider many factors when making such projections, including, but not limited to, long-term historical returns for the asset classes in which each Fund invests. As portfolio and market conditions change, the distribution amount and distribution rate on the Common Shares under the Funds’ Managed Distribution Policy could change.

When it pays a distribution, each Fund provides holders of its Common Shares a notice of the estimated sources of the Fund’s distributions (i.e., what percentage of the distributions is estimated to constitute ordinary income, short-term capital gains, long-term capital gains, and/or a non-taxable return of capital) on a year-to-date basis. It does this by posting the notice on its website (www.nuveen.com/cef), and by sending it in written form.

You should not draw any conclusions about the Funds’ investment performance from the amount of this distribution or from the terms of the Funds’ Managed Distribution Policy. The Funds’ actual financial performance will likely vary from month-to-month and from year-to-year, and there may be extended periods when the distribution rate will exceed the Funds’ actual total returns. The Managed Distribution Policy provides that the Board may amend or terminate the Policy at any time without prior notice to Fund shareholders. There are presently no reasonably foreseeable circumstances that might cause each Fund to terminate its Managed Distribution Policy.

 

LOGO


Table of Contents

 

Chair’s Letter to Shareholders

     4  

Portfolio Managers’ Comments

     5  

Common Share Information

     14  

Performance Overview and Holding Summaries

     18  

Report of Independent Registered Pubic Accounting Firm

     26  

Portfolios of Investments

     27  

Statement of Assets and Liabilities

     52  

Statement of Operations

     53  

Statement of Changes in Net Assets

     54  

Financial Highlights

     56  

Notes to Financial Statements

     58  

Shareholder Update

     68  

Additional Fund Information

     91  

Glossary of Terms Used in this Report

     92  

Board Members & Officers

     93  

 

3


Chair’s Letter to Shareholders

 

LOGO

Dear Shareholders,

The rollout of COVID-19 vaccines has kindled the promise of a more normal economy in 2021. Until then, the economic shortfall is expected to be bridged by a combination of fiscal relief measures and easier financial conditions aimed at supporting individuals, businesses and state and local governments. The measures taken to date have already helped the U.S. economy make a significant, although incomplete, turnaround from the depths of a historic recession. In late December 2020, the U.S. government enacted another $900 billion in aid to individuals and businesses, extending some of the programs enacted earlier in the COVID-19 crisis, and more stimulus is anticipated. The U.S. Federal Reserve, along with other central banks around the world, have pledged to keep monetary conditions accommodative for as long as necessary.

While the markets’ longer-term outlook has brightened, we expect intermittent bouts of volatility to continue. COVID-19 cases are still alarmingly high in some regions, and recent economic indicators have shown the dampening effect of renewed restrictions on social and business activity in the latter months of 2020. The pandemic’s course can still be unpredictable, and achieving sufficient inoculation of the population depends on many variables, including logistics, public confidence, real-world efficacy and the emergence of variant virus strains. Additionally, the Biden administration’s full policy agenda and the potential for Congressional gridlock remain to be seen, which could cause investment outlooks to shift. Nevertheless, short-term market fluctuations can provide opportunities to invest in new ideas as well as upgrade existing positioning, within our goal of providing long-term value for our shareholders. For more than 120 years, the careful consideration of risk and reward has guided Nuveen’s focus on delivering long-term results to our shareholders.

The beginning of the year can be an opportune time to assess your portfolio’s resilience and readiness for what may come next. We encourage you to review your time horizon, risk tolerance and investment goals with your financial professional. On behalf of the other members of the Nuveen Fund Board, we look forward to continuing to earn your trust in the months and years ahead.

Sincerely,

 

LOGO

Terence J. Toth

Chair of the Board

February 22, 2021

 

 

4


Portfolio Managers’ Comments

 

Nuveen S&P 500 Buy-Write Income Fund (BXMX)

Nuveen Dow 30SM Dynamic Overwrite Fund (DIAX)

Nuveen S&P 500 Dynamic Overwrite Fund (SPXX)

Nuveen Nasdaq 100 Dynamic Overwrite Fund (QQQX)

The Nuveen S&P 500 Buy-Write Income Fund (BXMX) features portfolio management by Gateway Investment Advisers, LLC (Gateway). The Fund’s portfolio managers are Kenneth H. Toft, Michael T. Buckius and Daniel M. Ashcraft. Nuveen Dow 30SM Dynamic Overwrite Fund (DIAX), Nuveen S&P 500 Dynamic Overwrite Fund (SPXX) and Nuveen Nasdaq 100 Dynamic Overwrite Fund (QQQX) feature portfolio management by Nuveen Asset Management, LLC (NAM), an affiliate of Nuveen, Fund Advisors, LLC, the Funds’ investment adviser. The Funds’ portfolio managers are David A. Friar, James Campagna, CFA, Lei Liao, CFA and Darren Tran, CFA.

Investment Policy Changes

During the reporting period, the Board of Trustees of QQQX and SPXX approved a modification to the Funds’ equity portfolio investment strategies. Effective August 3, 2020, DIAX, SPXX and QQQX Fund strategies takes into consideration each Fund’s tax position and employ various techniques, including tax-loss harvesting, to improve after-tax shareholder outcome.

Here the portfolio management team reviews U.S. economic and markets, key investment strategies and the performance of the Funds for the twelve-month reporting period ended December 31, 2020.

What factors affected the U.S. economy and financial markets during the twelve-month reporting period ended December 31, 2020?

The U.S. economy rebounded more quickly than expected from the deep downturn caused by the COVID-19 crisis and containment measures, but it was not fully recovered by the year’s end. U.S. gross domestic product (GDP) grew 4.0% on an annualized basis in the fourth quarter of 2020 and 33.1% (annualized) in the third quarter, but remained down 3.5% in 2020 overall (from the 2019 annual level to the 2020 annual level) as measured by the Bureau of Economic Analysis “advance” estimate. GDP measures the value of goods and services produced by the nation’s economy less the value of the goods and services used up in production, adjusted for price changes. The economy fell into a deep recession in February 2020 due to the restrictions on business and social activity to mitigate the COVID-19 spread. In the first and second quarters of 2020, annualized GDP shrank 5% and 31.4%, respectively. Government relief programs provided significant aid to individuals and businesses as the economy began reopening in May 2020, which helped the economy bounce back strongly over the second half of the year.

 

 

 

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 Funds disclaim any obligation to update publicly or revise any forward-looking statements or views expressed herein.

Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this section.

 

5


Portfolio Managers’ Comments (continued)

 

Consumer spending, the largest driver of the economy, remained resilient despite the disruption caused by the health and economic crisis. Consumer spending declined significantly and unemployment rose sharply starting in March 2020. These measures rebounded markedly in the second half of the year, although the momentum slowed toward year end amid a resurgence of coronavirus infections. The Bureau of Labor Statistics said the unemployment rate rose to 6.7% in December 2020 from 3.6% in December 2019. As of December 2020, slightly more than half of the 22 million jobs lost in March and April 2020 have been recovered. The average hourly earnings rate appeared to increase, growing at an annualized rate of 5.1% in December 2020, despite the spike in unemployment. Earnings data was skewed by the concentration of job losses in lower-wage work, which effectively eliminated most of the low-wage data, resulting in an average of mostly higher numbers. The overall trend of inflation remained muted, as decreases in gasoline, apparel and transportation prices offset an increase in food prices. The Bureau of Labor Statistics said the Consumer Price Index (CPI) increased 1.4% over the twelve-month reporting period ended December 31, 2020 before seasonal adjustment.

Prior to the COVID-19 crisis recession, the U.S. Federal Reserve (the Fed) had reduced its benchmark interest rate to support the economy’s slowing growth. The Fed also stopped shrinking its bond portfolio sooner than scheduled and began buying short-term Treasury bills to help money markets operate smoothly and maintain short-term borrowing rates at low levels. As the health and economic crisis deepened, the Fed enacted an array of emergency measures in March 2020 to stabilize the financial system and support the markets, including cutting its main interest rate to near zero, offering lending programs to aid small and large companies and allowing unlimited bond purchases, known as quantitative easing. In August 2020, the Fed announced a change in inflation policy to average inflation targeting. Under this regime, the Fed will tolerate the inflation rate temporarily overshooting the target rate to offset periods of below-target inflation, so that inflation averages a 2% rate over time. Fed officials remained cautious, acknowledging the economy’s improvement but concerned about near-term weakness, and left policy unchanged over the remainder of their meetings in 2020.

In March and April 2020, the U.S. government approved three aid packages. These included $2 trillion allocated across direct payments to Americans, an expansion of unemployment insurance, loans to large and small businesses, funding to hospitals and health agencies and support to state and local governments, and more than $100 billion in funding to health agencies and employers offering paid leave. In December 2020, the government enacted a $900 billion relief package extending some of these programs. With Joe Biden winning the U.S. presidential election in November 2020, more fiscal stimulus is anticipated in 2021.

The COVID-19 crisis rapidly dwarfed all other market concerns starting in late February 2020. Equity and commodity markets sold off and safe-haven assets rallied in March 2020 as China, other countries and then the United States initiated quarantines, restricted travel and shuttered factories and businesses. The potential economic shock was particularly difficult to assess, which amplified market volatility. An ill-timed oil price war between the Organization of the Petroleum Exporting Countries (OPEC) and non-OPEC member Russia, which caused oil prices to plunge in March 2020, exacerbated the market sell-off. At year end, the announcement of high efficacy rates in several COVID-19 vaccine trials, followed by regulatory authorizations and public vaccination drives across Western countries, improved the outlook for 2021 and led to risk-on sentiment in the markets.

Geopolitical uncertainty remained elevated during 2020 in anticipation of the U.S. presidential election in November 2020 and the Brexit transition period set to expire in December 2020. Political risks eased somewhat toward the end of the reporting period, as markets ultimately viewed a Biden administration positively and the European Union (EU) and United Kingdom (U.K.) finalized a trade deal in the final days of the transition period. Although China and the U.S. signed a “phase one” trade deal in January 2020, tensions continued to flare over other trade and technology/security issues, Hong Kong’s sovereignty and the management of the COVID-19 crisis.

The turmoil caused by the COVID-19 crisis drove a significant shift in measures of realized volatility, implied volatility and the dynamic relationship between the two. Volatility measures at the beginning of the reporting period were

 

6


 

consistent with the below average readings persistent in recent years. The reporting period began with the Cboe® Volatility Index® (the VIX®) reaching its low of 12.10 on January 17, 2020 and did not break above its long-term average of 19.47 until February 24, 2020, the first time the S&P 500® Index had a loss exceeding 3% during 2020. The VIX® rose as high as 85.47 on March 18, 2020, just shy of its all-time intra-day high reading of 89.53 set in 2008. Realized volatility measures in 2020 were even more extreme. The S&P 500® Index would record 16 more one-day losses exceeding 3%, eight of which occurred in March 2020 alone. The large swings resulted in a 93.44% annualized standard deviation of daily returns for the S&P 500® Index in March 2020, the highest reading of monthly standard deviation in history, dating back to 1928. The massive spike in realized volatility caused the typical relationship between implied and realized volatility to invert. Typically, implied volatility measures exceed realized volatility, and this relationship has held about 90% of the time on a monthly basis since 1990. The March 2020 inversion was the largest on record, nearly 50% larger than the previous record established in September 2008. While it was extreme, the inversion was temporary as realized volatility normalized more quickly than implied volatility. After implied volatility peaked in mid-March 2020, the VIX® trended lower while the spread between implied and realized volatility flipped back to positive in April 2020 and remained positive each subsequent month of the reporting period. Moreover, the August 2020 and December 2020 measures were the highest and second-highest implied versus realized spreads in history.

What key strategies were used to manage the Funds during the twelve-month reporting period ended December 31, 2020?

Nuveen S&P 500 Buy-Write Income Fund (BXMX)

BXMX (or the Fund) seeks attractive total return with less volatility than the S&P 500® Index. During the twelve-month reporting period ended December 31, 2020, the Fund invested in an equity portfolio which sought to track the total return of the S&P 500® Index and wrote (sold) listed index call options on approximately 100% of the notional value of its stock portfolio. The cash premium generated by the index call options is intended to supplement the dividend yield on the underlying stock portfolio to support the Fund’s distribution policy and to provide the potential for growth in value during rising markets and/or risk mitigation in the event of a market decline.

The writing of index call options on a broad equity index, while investing in a portfolio of equities, has the potential to enhance the BXMX’s risk-adjusted returns while exposing the Fund to less risk than unhedged equity investments. Hedging the equity portfolio with index call options may limit the Fund’s participation in market advances in exchange for the cash premium received for the written index call options. In addition, market declines are typically buffered by the amount of the cash premium received by the Fund. In flat or declining markets, BXMX’s call option premium can potentially enhance total return relative to the S&P 500® Index. In rising markets, the call options may reduce the Fund’s total return relative to the S&P 500® Index.

Nuveen Dow 30SM Dynamic Overwrite Fund (DIAX)

DIAX (or the Fund) seeks attractive total return with less volatility than the Dow Jones Industrial Average (DJIA). NAM varies the level of call option overwrite within a range of approximately 35% to 75%, with a long-run target of 55% overwrite. NAM uses its proprietary view of the market’s return and volatility profile to dynamically adjust the overwrite percentage and other factors. Generally, if NAM expects the equity market to appreciate, the overwrite percentage will be reduced to offer more potential upside capture. Likewise, if NAM expects equity markets to be flat or to decline, the overwrite percentage may be increased, thus managing the Fund to potentially receive additional cash flow from higher sales of call options. This dynamic option overwrite approach offers potential for greater equity market upside capture than the full overwrite approach, while still offering a measure of downside risk management. The Fund currently expects to carry out its principal investment strategy by emphasizing options on broad-based indexes, individual stocks in the DJIA, and options on custom baskets of stocks in addition to exchange-traded funds (ETFs). The Fund also has the opportunity to utilize call spread strategies and sell put options on a portion of the underlying equity portfolio.

 

7


Portfolio Managers’ Comments (continued)

 

For the Fund’s equity portfolio, NAM fully replicates the DJIA.

Nuveen S&P 500 Dynamic Overwrite Fund (SPXX)

SPXX (or the Fund) seeks attractive total return with less volatility than the S&P 500® Index. NAM varies the level of option overwrite within a range of approximately 35% to 75% overwrite, with a long-run target of 55% overwrite. NAM uses its proprietary view of the market’s return and volatility profile to dynamically adjust the overwrite percentage and other factors.

Generally, if NAM expects the equity market to appreciate, the overwrite percentage will be reduced to offer more potential upside capture. Likewise, if NAM expects equity markets to be flat or to decline, the overwrite percentage may be increased, thus managing the Fund to potentially receive additional cash flow from higher sales of call options. This dynamic option overwrite approach offers potential for greater equity market upside capture than the full overwrite approach, while still offering a measure of downside risk management. The Fund currently expects to emphasize index call options on the S&P 500® Index and can also employ an expanded range of options including index options on other broad-based indexes and options on custom baskets of stocks in addition to single name options. The Fund also has the opportunity to utilize call spread strategies and sell put options on a portion of the underlying equity portfolio.

NAM uses a quantitative process to construct the equity portfolio for SPPX. The model evaluates approximately 3,000 domestic and non-U.S. stocks to construct a portfolio of 200 to 400 stocks selected to match the risk characteristics of the S&P 500® Index, to the extent possible, while giving consideration to criteria and constraints established by NAM. Portfolio parameters may include, but are not limited to: tracking error of the portfolio to the S&P 500® Index, and overlap of holdings with the S&P 500® Index. In addition, NAM will consider the tax consequences of certain transactions within the equity portfolio and intends to manage the portfolio in a tax-efficient manner by taking, for example, capital losses when possible to offset realized capital gains. NAM will rebalance and adjust the equity portfolio as necessary for tracking and tax management purposes.

Nuveen Nasdaq 100 Dynamic Overwrite Fund (QQQX)

QQQX (or the Fund) seeks attractive total return with less volatility than the Nasdaq-100 Index. NAM varies the level of call option overwrite within a range of approximately 35% to 75% overwrite, with a long-run target of 55% overwrite. NAM uses its proprietary view of the market’s return and volatility profile to dynamically adjust the overwrite percentage and other factors. Generally, if NAM expects the equity market to appreciate, the overwrite percentage will be reduced to offer more potential upside capture. Likewise, if NAM expects equity markets to be flat or to decline, the overwrite percentage may be increased, thus managing the Fund to potentially receive additional cash flow from higher sales of call options. This dynamic option overwrite approach offers potential for greater equity market upside capture than the full overwrite approach, while still offering a measure of downside risk management. The Fund, in carrying out its principal options strategy, expects to primarily write index call options on the Nasdaq-100 Index and other broad-based indexes and can also write call options on a variety of other equity market indexes and options on custom baskets of stocks in addition to single name options. The Fund also has the opportunity to utilize call spread strategies and sell put options on a portion of the underlying equity portfolio.

NAM uses a quantitative process to construct the equity portfolio for QQQX. The model evaluates approximately 3,000 domestic and non-U.S. stocks to construct a portfolio of 100 to 200 stocks selected to match the risk characteristics of the Nasdaq-100 Index, to the extent possible, while giving consideration to criteria and constraints established by NAM. Portfolio parameters may include, but are not limited to: tracking error of the portfolio to the Nasdaq-100 Index, and overlap of holdings with the Nasdaq-100 Index. In addition, NAM will consider the tax consequences of certain transactions within the equity portfolio and intends to manage the portfolio in a tax-efficient manner by taking, for example, capital losses when possible to offset realized capital gains. NAM will rebalance and adjust the equity portfolio as necessary for tracking and tax management purposes.

 

8


 

How did the Funds perform during the twelve-month reporting period ended December 31, 2020?

The tables in the Performance Overview and Holding Summaries section of this report provide total returns at net asset value (NAV) for the period ended December 31, 2020. Each Fund’s total returns at NAV are compared with the performance of its corresponding market index and, as available, a secondary custom blended benchmark.

For the twelve-month reporting period ended December 31, 2020, BXMX’s shares at NAV outperformed the Cboe S&P 500® BuyWrite Index (BXMSM), its primary index.

DIAX underperformed the Dow Jones Industrial Average and its secondary index, the DIAX Blended Benchmark, which is a blended return consisting of 1) 55% Cboe DJIA BuyWrite Index (BXDSM) and 2) 45% Dow Jones Industrial Average. SPXX underperformed the S&P 500® Index, but outperformed its secondary index the SPXX Blended Benchmark, which is a blended return consisting of 1) 55% the Cboe S&P 500® BuyWrite Index (BXMSM) and 2) 45% the S&P 500® Index. QQQX underperformed the Nasdaq-100 Index and its secondary index, the QQQX Blended Benchmark, which is a blended return consisting of 1) 55% Cboe Nasdaq 100 BuyWrite Index (BXNSM) and 2) 45% Nasdaq-100® Index. Each Fund’s Blended Benchmark is described further in the Glossary of Terms Used in this Report.

Nuveen S&P 500 Buy-Write Income Fund (BXMX)

Active index call writing generated risk-mitigating cash flow for the Fund throughout the twelve-month period. In achieving its low-volatility objective, the measured risk of the Fund was lower than that of the U.S. equity market and the BXMSM, as its standard deviation of daily returns for 2020 was 23.74%, versus 34.43% and 27.01% for the S&P 500® Index and the BXMSM, respectively. The Fund exhibited a beta to the BXMSM of 0.85 for the reporting period. Additionally, the Fund’s active approach to index call writing contributed positively to the Fund’s returns during the equity market’s steep bear market decline in the first quarter of 2020, and during the smaller equity pullback in September and October 2020.

The index call options written by the Fund often have similar characteristics to the index call options present in the BXMSM at any given time. However, unlike the BXMSM, the Fund employs an active strategy that gives its portfolio management team discretion to diversify expiration dates and strike prices across a portfolio of index call options, and to opportunistically pursue attractive call premiums while maintaining a relatively consistent risk profile. This approach led to the Fund’s outperformance relative to the BXMSM for the reporting period as well as during the first, second, and fourth quarters 2020. Specifically, during the first quarter 2020, the Fund’s active approach generated higher cash flow from written index call options and lower market exposure, relative to its benchmark as the cash flow generated by the BXMSM was limited to one index call option written just prior to the equity market decline and one index call option written during the decline. Additionally, the passive approach of the BXMSM resulted in increasing market exposure as the equity market fell. The Fund’s active approach also added value over the BXMSM during the second and fourth quarters 2020 as the Fund experienced fewer written call option losses than the BXMSM by making several index call option trades to increase cash flow and maintain relatively consistent equity market exposure as the market advanced. During these periods the BXMSM’s passive, single contract approach resulted in lower market exposure and less cash flow over the course of the market’s advances.

Writing index call options limited equity market participation, generally detracting from the Fund’s return in the second, third and fourth quarters of 2020, consistent with expectations during periods when the equity market advances at an above average rate. The Fund’s underperformance, relative to the BXMSM, in the third quarter 2020 was primarily due to a larger loss than the BXMSM for the month of September 2020. Consistent with its active approach, the Fund began September 2020 with the weighted-average strike price of its written index call option portfolio approximately at-the-money, resulting in relatively more exposure to the market’s decline than the BXMSM, which began the month with very low market exposure as the strong market advance in August 2020 put its written index call option deep in-the-money.

 

9


Portfolio Managers’ Comments (continued)

 

Nuveen Dow 30SM Dynamic Overwrite Fund (DIAX)

DIAX’s call option strategy is expected to dampen the beta (a measure of price volatility) of the overall portfolio. Active index call writing generated risk-reducing cash flow throughout the reporting period. In attempting to achieve its low volatility objective, the Fund’s annualized standard deviation of daily returns for the reporting period was 32.45% compared to 36.78% and 30.39% for Dow Jones Industrial Average and the secondary index, which is a blend of 55% Cboe DJIA BuyWrite Index (BXDSM) and 45% Dow Jones Industrial Average, respectively. This overwrite strategy provides incremental cash flow to the Fund and allows the portion of the Fund’s assets that are not overwritten to participate in any equity market rally. Those portions of the Fund that are overwritten have capped upside potential. The downside is buffered by the amount of cash flow premium received. Therefore, in flat or declining markets, the option premiums can enhance total returns relative to the Index. In rising markets, however, the options can hinder the Fund’s total return relative to the Index.

It is important to note the relationship between the market’s implied volatility that is measured by the Chicago Board Options Exchange (Cboe) Volatility Index® (the “VIX®”), and option writing. Implied volatility is a component of an option itself. It is the estimated volatility of an asset underlying an option. Higher implied volatilities result in higher option prices. The same can be said about the implied volatility of the market.

During the first half of the reporting period, equity markets, including the Index, rapidly sold off in February 2020, reaching bear market territory (a 20% drop from the previous high) within three weeks, the fastest bear market decline in history. During the first half of the reporting period, the VIX® averaged 32.87, well above its historical average of 19.24. The VIX® rose as high as 85.47 on March 18, 2020, just shy of its all-time intra-day high reading of 89.53 set in 2008. The VIX® ended the reporting period at 22.75.

In the second half of the reporting period, NAM took a more dynamic approach to the overwrite strategy. We maintained an approximate 58% overwrite but had periods where the overwrite was as low as 38% and other times where it reached nearly 71%, which is above its long-term target of 55%. During the second half of the reporting period, the VIX® averaged 30.43, well above its historical average of 19.24 and we took advantage of the VIX’s volatility to add new positions. We also bought and sold call options on single name positions, added strangle positions which involved selling a call and a put option on an index, and added a limited number of put options as the markets rebounded.

Several factors contributed to performance. NAM bought and sold options on single-name positions, including American Express Co, Walmart Inc, Chevron Corp, Johnson & Johnson, eBay Inc, Pfizer Inc and Merck & Co Inc, which contributed to performance. In both instances, the Fund was able to take advantage of the higher levels of volatility and capture additional option premium income. During the fourth quarter 2020, the portfolio management team made several tactical trades selling short-term call options, which contributed to performance. NAM also sold put options, which also contributed to performance. In periods of rising equity markets, consistently selling put options helps to generate additional income as these obligations expire worthless. Selling puts generates immediate portfolio income which the Fund maintains when the put expires out-of-the-money. Lastly, the Fund’s call writing strategy provided some risk mitigation during the sell-off in February, March, September and October 2020.

Several factors influenced the Fund’s underperformance. The February 2020 options contract expiration and roll came just prior to the shift in market volatility. Call options written by the Fund in February 2020 provided relatively modest downside protection compared to equity losses through the market sell-off. This was exacerbated by the March 2020 expiration date being closely aligned with the market bottom. Writing near-the-money call options limited upside participation in the partial recovery at the end of the March 2020. The sudden shift from a low- to high-volatility environment and the timing of the Fund’s options contract expirations had a significant impact on the Fund’s return during the reporting period. In addition, NAM wrote call options on the Russell 2000® Index which detracted from performance during the second half of the reporting period. The Russell 2000® Index rallied sharply during the reporting period. As a result, the Fund collected less premium income as it unwound positions in the index at higher prices than

 

10


 

was originally received in premium. NAM also wrote S&P 500® Index options rather than those based on the narrower DJIA. During the fourth quarter 2020, the S&P 500® Index outperformed the DJIA which resulted in more premium being spent to close the positions at expiration. Lastly, the Fund was not able to fully participate in the equity market advances as the upside potential was capped due to the overwrite strategy.

The equity portfolio of DIAX fully replicates the DJIA and thus contributes no return differential to the Fund’s benchmark, the DJIA.

Nuveen S&P 500 Dynamic Overwrite Fund (SPXX)

SPXX’s call option strategy is expected to dampen the beta (a measure of price volatility) of the overall portfolio. Active index call writing generated risk-reducing cash flow throughout the reporting period. In attempting to achieve its low volatility objective, the Fund’s annualized standard deviation of daily returns for the reporting period was 30.59% compared to 34.44% and 29.67% for the S&P 500® Index and its secondary index, which is a blend of 55% the Cboe S&P 500® BuyWrite Index (BXMSM) and 45% the S&P 500® Index, respectively. This overwrite strategy provides incremental cash flow to the Fund and allows the portion of the Fund’s assets that are not overwritten to participate in any equity market rally. Those portions of the Fund that are overwritten have capped upside potential. The downside is buffered by the amount of cash flow premium received. Therefore, in flat or declining markets, the option premiums can enhance total returns relative to the index. In rising markets, however, the options can hinder the Fund’s total return relative to the index.

It is important to note the relationship between market’s implied volatility that is measured by the Chicago Board Options Exchange (Cboe) Volatility Index® (the “VIX®”), and option writing. Implied volatility is a component of an option itself. It is the estimated volatility of an asset underlying an option. Higher implied volatilities result in higher option prices. The same can be said about the implied volatility of the market.

During the first half of the reporting period, equity markets, including the Index, rapidly sold off in February 2020, reaching bear market territory (a 20% drop from the previous high) within three weeks – the fastest bear market decline in history. Over the first half of the reporting period, the Index reached a high on February 19, 2020 and declined 34% to its low on March 23, 2020. During the first half of the reporting period, the VIX® averaged 32.87, well above its historical average of 19.24. The VIX® rose as high as 85.47 on March 18, 2020, just shy of its all-time intra-day high reading of 89.53 set in 2008. The VIX® ended the reporting period at 22.75.

During the second half of the reporting period, NAM took a more dynamic approach to the overwrite strategy and maintained an approximate 58% overwrite but had periods where the overwrite was a low as 38% and other times where it reached nearly 71%, which is above its long-term target of 55%. During the second half of the reporting period, the VIX® averaged 30.43, well above its historical average of 19.24, allowing the portfolio management team to take advantage of the VIX®’s volatility to add new positions. NAM also bought and sold call options on single name positions, added strangle positions which involved selling a call and a put option on an index, and added a limited number of put options as the markets rebounded.

Several factors contributed to performance. NAM bought and sold options on single-name positions, including American Express Co, Walmart Inc, Chevron Corp, Johnson & Johnson, eBay Inc, Pfizer Inc and Merck & Co Inc., which contributed to performance. In both instances, the Fund was able to take advantage of the higher levels of volatility and capture additional option premium income. During the fourth quarter 2020, the team made several tactical trades selling short-term call options, which contributed to performance. NAM also sold put options, which contributed to performance. In periods of rising equity markets, consistently selling put options helps to generate additional income as these obligations expire worthless. Selling puts generates immediate portfolio income which the Fund maintains when the put expires out-of-the-money. Lastly, the Fund’s call writing strategy provided some risk mitigation during the sell-off in February, March, September and October 2020.

 

11


Portfolio Managers’ Comments (continued)

 

Several factors influenced the Fund’s underperformance. The February 2020 options contract expiration and roll came just prior to the shift in market volatility. Call options written by the Fund in February 2020 provided relatively modest downside protection compared to equity losses through the market sell-off. This was exacerbated by the March 2020 expiration date being closely aligned with the market bottom. Writing near-the-money call options limited upside participation in the partial recovery at the end of the March 2020. The sudden shift from a low- to high-volatility environment and the timing of the Fund’s options contract expirations had a significant impact on the Fund’s return during the reporting period. In addition, NAM wrote call options on the Russell 2000® Index which detracted from performance during the second half of the reporting period. The Russell 2000® Index rallied sharply during the reporting period. As a result, the Fund collected less premium income as it unwound positions in the index at higher prices than was originally received in premium. Lastly, the Fund was not able to fully participate in the equity market advances as the upside potential was capped due to the overwrite strategy.

The equity portion of SPPX is quantitatively managed utilizing the investment process described above. The investment performance is primarily driven by the quantitative investment process, special criteria constraints and tax considerations established by NAM. NAM does not make active decision based upon market conditions, individual stocks, sector selection, country allocation, etc.

Nuveen Nasdaq 100 Dynamic Overwrite Fund (QQQX)

QQQX’s call option strategy is expected to dampen the beta (a measure of price volatility) of the overall portfolio. Active index call writing generated risk-reducing cash flow throughout the reporting period. In attempting to achieve its low volatility objective, the Fund’s annualized standard deviation of daily returns for the reporting period was 31.54% compared to 36.39% and 23.34% for the Nasdaq-100 Index 30.78% and its secondary index, which is a blend of 55% Cboe Nasdaq 100 BuyWrite Index (BXNSM) and 45% Nasdaq-100 Index, respectively. This overwrite strategy provides incremental cash flow to the Fund and allows the portion of the Fund’s assets that are not overwritten to participate in any equity market rally. Those portions of the Fund that are overwritten have capped upside potential. The downside is buffered by the amount of cash flow premium received. Therefore, in flat or declining markets, the option premiums can enhance total returns relative to the Index. In rising markets, however, the options can hinder the Fund’s total return relative to the index.

It is important to note the relationship between market’s implied volatility that is measured by the Chicago Board Options Exchange (Cboe) Volatility Index® (the “VIX®”), and option writing. Implied volatility is a component of an option itself. It is the estimated volatility of an asset underlying an option. Higher implied volatilities result in higher option prices. The same can be said about the implied volatility of the market.

During the first half of the reporting period, equity markets, including the S&P 500® Index, rapidly sold off in February 2020, reaching bear market territory (a 20% drop from the previous high) within three weeks, the fastest bear market decline in history. During the first half of the reporting period, the VIX® averaged 32.87, well above its historical average of 19.24, The VIX® rose as high as 85.47 on March 18, 2020, just shy of its all-time intra-day high reading of 89.53 set in 2008. The VIX® ended the reporting period at 22.75.

In the second half of the reporting period, NAM took a more dynamic approach to the overwrite strategy and maintained an approximate 58% overwrite but had periods where the overwrite was a low as 38% and other times where it reached nearly 71%, which is above its long-term target of 55%. During the second half of the reporting period, the VIX® averaged 30.43, well above its historical average of 19.24 and we took advantage of the VIX®’s volatility to add new positions. NAM also bought and sold call options on single name positions, added strangle positions which involved selling a call and a put option on an index, and added a limited number of put options as the markets rebounded.

 

 

12


 

Several factors contributed to performance. NAM bought and sold options on single-name positions, including American Express Co, Walmart Inc, Chevron Corp, Johnson & Johnson, eBay Inc, Pfizer Inc and Merck & Co Inc. These positions contributed to performance. In both instances, the Fund was able to take advantage of the higher levels of volatility and capture additional option premium income. During the fourth quarter 2020, the team made several tactical trades selling short-term call options, which contributed to performance. NAM also sold put options, which also contributed to performance. In periods of rising equity markets, consistently selling put options helps to generate additional income as these obligations expire worthless. Selling puts generates immediate portfolio income which the Fund maintains when the put expires out-of-the-money. Lastly, the Fund’s call writing strategy provided some risk mitigation during the sell-off in February, March, September and October 2020.

Several factors influenced the Fund’s underperformance. The February 2020 options contract expiration and roll came just prior to the shift in market volatility. Call options written by the Fund in February 2020 provided relatively modest downside protection compared to equity losses through the market sell-off. This was exacerbated by the March 2020 expiration date being closely aligned with the market bottom. Writing near-the-money call options limited upside participation in the partial recovery at the end of the March 2020. The sudden shift from a low- to high-volatility environment and the timing of the Fund’s options contract expirations had a significant impact on the Fund’s return during the reporting period. In addition, NAM wrote call options on the Russell 2000® Index which detracted from performance during the second half of the reporting period. The Russell 2000® Index rallied sharply during the reporting period. As a result, the Fund collected less premium income as it unwound positions in the index at higher prices than was originally received in premium. Lastly, the Fund was not able to fully participate in the equity market advances as the upside potential was capped due to the overwrite strategy.

The equity portion of QQQX is quantitatively managed utilizing the investment process described above. The investment performance is primarily driven by the quantitative investment process, special criteria constraints and tax considerations established by NAM. NAM does not make active decision based upon market conditions, individual stocks, sector selection, country allocation, etc.

 

13


Common Share Information

 

DISTRIBUTION INFORMATION

The following 19(a) Notice presents the Funds’ most current distribution information as of November 30, 2020 as required by certain exempted regulatory relief the Funds have received.

Because the ultimate tax character of your distributions depends on the Funds’ performance for its entire fiscal year (which is the calendar year for the Funds) as well as certain fiscal year-end (FYE) tax adjustments, estimated distribution source information you receive with each distribution may differ from the tax information reported to you on your Funds’ IRS Form 1099 statement.

DISTRIBUTION INFORMATION – AS OF NOVEMBER 30, 2020

This notice provides shareholders with information regarding fund distributions, as required by current securities laws. You should not draw any conclusions about the Funds’ investment performance from the amount of this distribution or from the terms of the Funds’ Managed Distribution Policy.

Each Fund may in certain periods distribute more than its income and net realized capital gains, and the Funds currently estimate that they have done so for the fiscal year-to-date period. In such instances, a portion of the distribution may be a return of capital. A return of capital may occur, for example, when some or all of the money that you invested in the Fund is paid back to you. A return of capital distribution does not necessarily reflect the Funds’ investment performance. For example, if a Fund generates a positive total return during a reporting period that is commensurate with its distribution rate, and realizes net gains by selling portfolio securities, a substantial portion of its distribution will likely be characterized as capital gains; but if the Fund generated such commensurate returns but instead did not realize net gains by selling portfolio securities during that period, then a substantial portion of its distributions in most cases would largely be characterized as a “return of capital”, despite the fact that the distributions were commensurate with those positive returns. Neither a capital gain distribution nor a return of capital distribution should be confused with “yield” or “income.”

The amounts and sources of distributions set forth below are only estimates and are not being provided for tax reporting purposes. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the Funds’ investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. Each Fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes. More details about the Funds’ distributions and the basis for these estimates are available on www.nuveen.com/cef.

The following table provides estimates of the Funds’ distribution sources, reflecting year-to-date cumulative experience through the latest month-end. Each Fund attributes these estimates equally to each regular distribution throughout the year. Consequently, the estimated information shown below is for the current distribution, and also represents an updated estimate for all prior months in the year.

 

14


 

Data as of November 30, 2020

 

                Estimated Per Share Sources of Distribution1     Estimated Percentage of the Distribution1  
Fund   Inception
Date
    Per Share
Distribution
    Net
Investment
Income
    Long-Term
Gains
    Short-Term
Gains
    Return of
Capital
    Net
Investment
Income
    Long-Term
Gains
    Short-Term
Gains
    Return of
Capital
 

BXMX (FYE 12/31)

    10/2004                    

Current Quarter

    $ 0.2150     $ 0.0295     $ 0.0000     $ 0.0000     $ 0.1855       13.70     0.00     0.00     86.30

Fiscal YTD

          $ 0.8775     $ 0.1202     $ 0.0000     $ 0.0000     $ 0.7573       13.70     0.00     0.00     86.30

DIAX (FYE 12/31)

    04/2005                    

Current Quarter

    $ 0.2730     $ 0.0562     $ 0.1956     $ 0.0000     $ 0.0213       20.60     71.60     0.00     7.80

Fiscal YTD

          $ 1.1140     $ 0.2292     $ 0.7980     $ 0.0000     $ 0.0868       20.60     71.60     0.00     7.80

SPXX (FYE 12/31)

    11/2005                    

Current Quarter

    $ 0.2450     $ 0.0385     $ 0.0000     $ 0.0000     $ 0.2065       15.70     0.00     0.00     84.30

Fiscal YTD

          $ 1.0000     $ 0.1572     $ 0.0000     $ 0.0000     $ 0.8428       15.70     0.00     0.00     84.30

QQQX (FYE 12/31)

    01/2007                    

Current Quarter

    $ 0.3900     $ 0.0065     $ 0.0000     $ 0.0000     $ 0.3835       1.70     0.00     0.00     98.30

Fiscal YTD

          $ 1.5600     $ 0.0260     $ 0.0000     $ 0.0000     $ 1.5340       1.70     0.00     0.00     98.30

 

1 

Net investment income (NII) is a projection through the end of the current calendar quarter using actual data through the stated month-end date above. Capital gain amounts are as of the stated date above. The estimated per share sources above include an allocation of the NII based on prior year attributions which can be expected to differ from the actual final attributions for the current year.

The following table provides information regarding the Funds’ distributions and total return performance over various time periods. This information is intended to help you better understand whether returns for the specified time periods were sufficient to meet distributions.

Data as of November 30, 2020

 

                            Annualized      Cumulative  
Fund   Inception
Date
    Quarterly
Distribution
    Fiscal YTD
Distribution
    Net Asset
Value (NAV)
    5-Year
Return on NAV
    Fiscal YTD
Dist. Rate on NAV1
     Fiscal YTD
Return on NAV
    Fiscal YTD
Dist. Rate on NAV1
 

BXMX

    10/2004     $ 0.2150     $ 0.8775     $ 13.64       7.32     6.43      5.40     6.43

DIAX

    04/2005     $ 0.2730     $ 1.1140     $ 16.55       7.30     6.73      (3.66 %)      6.73

SPXX

    11/2005     $ 0.2450     $ 1.0000     $ 15.96       8.12     6.27      3.65     6.27

QQQX

    01/2007     $ 0.3900     $ 1.5600     $ 26.02       12.39     6.00      13.59     6.00

 

1 

As a percentage of 11/30/20 NAV.

DISTRIBUTION INFORMATION – AS OF DECEMBER 31, 2020

The following tables provide information regarding the Funds’ common share distributions and total return performance for the fiscal year ended December 31, 2020. This information is intended to help you better understand whether the Funds’ returns for the specified time period were sufficient to meet its distributions.

Data as of December 31, 2020

 

    Per Share Sources of Distribution     Percentage of the Distribution  
Fund   Per Share
Distribution
    Net
Investment
Income
     Long-Term
Gains
    Short-Term
Gains
    Return of
Capital1
    Net
Investment
Income
    Long-Term
Gains
    Short-Term
Gains
    Return of
Capital1
 

BXMX

                  

Fiscal YTD

    $0.8775       $0.1194        $0.0000       $0.0000       $0.7581       13.61%       0.00%       0.00%       86.39%  

DIAX

                  

Fiscal YTD

    $1.1140       $0.2202        $0.8136       $0.0000       $0.0802       19.77%       73.03%       0.00%       7.20%  

SPXX

                  

Fiscal YTD

    $1.0000       $0.1533        $0.0000       $0.0000       $0.8467       15.33%       0.00%       0.00%       84.67%  

QQQX

                  

Fiscal YTD

    $1.5600       $0.0120        $0.0000       $0.0000       $1.5480       0.77%       0.00%       0.00%       99.23%  

 

15


Common Share Information (continued)

 

Data as of December 31, 2020

 

                  Annualized  
Fund   Inception
Date
     Net Asset
Value (NAV)
     1-Year
Return on NAV
     5-Year
Return on NAV
     Fiscal YTD
Dist Rate on NAV
 

BXMX

    10/2004      $ 13.75        7.92      7.81      6.38

DIAX

    04/2005      $ 16.65        (1.49 )%       8.02      6.69

SPXX

    11/2005      $ 16.17        6.60      8.96      6.20

QQQX

    01/2007      $ 26.32        16.61      13.25      5.97

 

1

Return of Capital may represent unrealized gains, return of shareholder’s principal, or both. In certain circumstances, all or a portion of the return of capital may be characterized as ordinary income under federal tax law. The actual tax characterization will be provided to shareholders on Form 1099-DIV shortly after calendar year-end.

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 EQUITY SHELF PROGRAMS

During the current reporting period, the Funds were authorized by the Securities and Exchange Commission to issue additional common shares through an equity shelf program (Shelf Offering). Under these programs, the Funds, subject to market conditions, may raise additional capital from time to time in varying amounts and offering methods at a net price at or above each Fund’s NAV per common share. The total amount of common shares authorized under these Shelf Offerings are as shown in the accompanying table.

 

     BXMX        DIAX        SPXX        QQQX  

Additional authorized common shares

    10,400,000        3,600,000        1,600,000 **         11,355,021  

 

*

Represents additional authorized common shares for the period January 1, 2020 through October 30, 2020.

**

Represents additional authorized common shares for the period January 1, 2020 through April 30, 2020.

During the current reporting period, the Funds sold common shares through their Shelf Offerings at a weighted average premium to their NAV per common share as shown in the accompanying table.

 

     BXMX        DIAX        SPXX        QQQX  

Common shares sold through shelf offering

    7,583          25,901          264,171          2,039,187  

Weighted average premium to NAV per common share sold

    1.07        1.12        1.57        1.80

Refer to Notes to Financial Statements, Note 5 – Fund Shares for further details of Shelf Offerings and each Fund’s respective transactions.

COMMON SHARE REPURCHASES

During August 2020, the Funds’ Board of Trustees reauthorized an open-market share repurchase program, allowing each Fund to repurchase an aggregate of up to approximately 10% of its outstanding common shares.

As of December 31, 2020, and since the inception of the Funds’ repurchase programs, the Funds have cumulatively repurchased and retired their outstanding common shares as shown in the accompanying table.

 

     BXMX        DIAX        SPXX        QQQX  

Common shares cumulatively repurchased and retired

    460,238                   383,763           

Common shares authorized for repurchase

    10,405,000          3,635,000          1,715,000          4,105,000  

 

16


 

During the current reporting period, the Funds did not repurchase any of their outstanding common shares.

OTHER COMMON SHARE INFORMATION

As of December 31, 2020, and during the current reporting period, the Funds’ common share prices were trading at a premium/(discount) to their common share NAVs as shown in the accompanying table.

 

     BXMX        DIAX        SPXX        QQQX  

Common share NAV

  $ 13.75        $ 16.65        $ 16.17        $ 26.32  

Common share price

  $ 12.88        $ 15.20        $ 15.24        $ 26.01  

Premium/(Discount) to NAV

    (6.33 )%         (8.71 )%         (5.75 )%         (1.18 )% 

12-month average premium/(discount) to NAV

    (8.73 )%         (9.01 )%         (7.01 )%         (1.62 )% 

 

17


BXMX     

Nuveen S&P 500 Buy-Write Income Fund

Performance Overview and Holding Summaries as of December 31, 2020

 

Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this section.

Average Annual Total Returns as of December 31, 2020

 

    Average Annual  
     1-Year        5-Year        10-Year  
BXMX at Common Share NAV     7.92%          7.81%          8.01%  
BXMX at Common Share Price     1.16%          6.51%          8.24%  
Cboe S&P 500® BuyWrite Index (BXMSM)     (2.75)%          5.33%          6.14%  

Past performance is not predictive of 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.

Common Share Price Performance — Weekly Closing Price

 

LOGO

 

18


 

This data relates to the securities held in the Fund’s portfolio of investments as of the end of the reporting period. It should not be construed as a measure of performance for the Fund itself. Holdings are subject to change.

 

Fund Allocation

(% of net assets)

 

Common Stocks     101.0%  
Investments Purchased with Collateral from Securities Lending     0.1%  
Repurchase Agreements     2.7%  
Other Assets Less Liabilities     (3.8)%  

Net Assets

    100%  

Top Five Issuers

(% of total long-term investments)

 

Apple Inc     7.0%  
Microsoft Corp     5.7%  
Amazon.com Inc     4.6%  
Alphabet Inc     3.5%  
Facebook Inc     2.2%  

 

Portfolio Composition

(% of total investments)

 

Software     8.9%  
Technology Hardware, Storage & Peripherals     6.9%  
Interactive Media & Services     5.6%  
Semiconductors & Semiconductor Equipment     5.2%  
IT Services     5.2%  
Internet & Direct Marketing Retail     4.9%  
Pharmaceuticals     4.1%  
Banks     3.7%  
Health Care Equipment & Supplies     3.7%  
Health Care Providers & Services     2.7%  
Equity Real Estate Investment Trust     2.4%  
Specialty Retail     2.1%  
Oil, Gas & Consumable Fuels     2.1%  
Insurance     2.1%  

 

Entertainment     2.0%  
Household Products     2.0%  
Diversified Financial Services     2.0%  
Capital Markets     1.9%  
Biotechnology     1.8%  
Aerospace & Defense     1.8%  
Food & Staples Retailing     1.7%  
Chemicals     1.7%  
Diversified Telecommunication Services     1.7%  
Machinery     1.6%  
Investments Purchased with Collateral from Securities Lending     0.0%  
Repurchase Agreements     2.6%  
Other1     19.6%  

Total

    100%  

 

 

 

1

See Portfolio of Investments for details on “other” Portfolio Composition.

 

19


DIAX     

Nuveen Dow 30SM Dynamic Overwrite Fund

Performance Overview and Holding Summaries as of December 31, 2020

 

Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this section.

Average Annual Total Returns as of December 31, 2020

 

    Average Annual  
     1-Year        5-Year        10-Year  
DIAX at Common Share NAV     (1.49)%          8.02%          8.63%  
DIAX at Common Share Price     (6.73)%          8.49%          7.95%  
Dow Jones Industrial Average (DJIA)     9.72%          14.65%          12.97%  
DIAX Blended Benchmark1     3.41%          9.67%          8.97%  

Past performance is not predictive of 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.

Common Share Price Performance — Weekly Closing Price

 

LOGO

1

The DIAX Blended Benchmark consists of: 1) 55% Chicago Board Options Exchange (Cboe) DJIA BuyWrite Index (BXD), 2) 45% Dow Jones Industrial Average (DJIA).

 

20


 

This data relates to the securities held in the Fund’s portfolio of investments as of the end of the reporting period. It should not be construed as a measure of performance for the Fund itself. Holdings are subject to change.

 

Fund Allocation

(% of net assets)

 

Common Stocks     100.3%  
Repurchase Agreements     0.8%  
Other Assets Less Liabilities     (1.1)%  

Net Assets

    100%  

Top Five Issuers

(% of total long-term investments)

 

UnitedHealth Group Inc     7.5%  
Home Depot Inc     5.7%  
Goldman Sachs Group Inc     5.7%  
Amgen Inc     4.9%  
salesforce.com Inc     4.8%  

 

Portfolio Composition

(% of total investments)

 

Software     9.5%  
Industrial Conglomerates     8.3%  
Health Care Providers & Services     7.5%  
IT Services     7.3%  
Specialty Retail     5.7%  
Capital Markets     5.6%  
Pharmaceuticals     5.1%  
Biotechnology     4.9%  
Hotels, Restaurants & Leisure     4.6%  
Aerospace & Defense     4.6%  
Food & Staples Retailing     3.9%  
Machinery     3.9%  
Entertainment     3.9%  
Textiles, Apparel & Luxury Goods     3.0%  
Insurance     3.0%  
Repurchase Agreements     0.7%  
Other1     18.5%  

Total

    100%  
 

 

1

See Portfolio of Investments for details on “other” Portfolio Composition.

 

21


SPXX     

Nuveen S&P 500 Dynamic Overwrite Fund

Performance Overview and Holding Summaries as of December 31, 2020

 

Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this section.

Average Annual Total Returns as of December 31, 2020

 

    Average Annual  
     1-Year        5-Year        10-Year  
SPXX at Common Share NAV     6.60%          8.96%          8.49%  
SPXX at Common Share Price     (0.24)%          9.86%          8.80%  
S&P 500® Index     18.40%          15.22%          13.88%  
SPXX Blended Benchmark1     6.54%          9.76%          9.64%  

Performance prior to December 22, 2014, reflects the Fund’s performance under the management of a sub-adviser using an investment strategy that differed from those currently in place.

Past performance is not predictive of 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.

Common Share Price Performance — Weekly Closing Price

 

LOGO

1

The SPXX Blended Benchmark consists of: 1) 55% Chicago Board Options Exchange (Cboe) S&P 500 BuyWrite Index (BXMSM), 2) 45% S&P 500®.

 

22


 

This data relates to the securities held in the Fund’s portfolio of investments as of the end of the reporting period. It should not be construed as a measure of performance for the Fund itself. Holdings are subject to change.

 

Fund Allocation

(% of net assets)

 

Common Stocks     99.0%  
Exchange-Traded Funds     1.4%  
Warrants     0.0%  
Common Stock Rights     0.0%  
Investments Purchased with Collateral from Securities Lending     0.0%  
Repurchase Agreements     0.7%  
Other Assets Less Liabilities     (1.1)%  
Net Assets     100%  

Top Five Issuers

(% of total long-term investments)

 

Apple Inc     7.4%  
Microsoft Corp     6.0%  
Amazon.com Inc     4.6%  
Alphabet Inc     3.7%  
Facebook Inc     2.3%  

 

Portfolio Composition

(% of total investments)

 

Software     7.7%  
Technology Hardware, Storage & Peripherals     7.3%  
Interactive Media & Services     6.1%  
IT Services     5.5%  
Internet & Direct Marketing Retail     5.4%  
Semiconductors & Semiconductor Equipment     5.2%  
Pharmaceuticals     3.9%  
Banks     3.4%  
Health Care Providers & Services     3.1%  
Specialty Retail     2.9%  
Health Care Equipment & Supplies     2.9%  
Machinery     2.8%  
Capital Markets     2.6%  
Entertainment     2.5%  
Beverages     2.3%  
Insurance     2.0%  
Household Products     1.9%  
Equity Real Estate Investment Trust     1.8%  
Oil, Gas & Consumable Fuels     1.8%  
Aerospace & Defense     1.7%  
Chemicals     1.7%  
Automobiles     1.6%  
Hotels, Restaurants & Leisure     1.6%  
Communications Equipment     1.5%  
Other1     18.7%  
Exchange-Traded Funds     1.4%  
Investments Purchased with Collateral from Securities Lending     0.0%  
Repurchase Agreements     0.7%  
Total     100%  

 

 

 

1

See Portfolio of Investments for details on “other” Portfolio Composition.

 

23


QQQX     

Nuveen Nasdaq 100 Dynamic Overwrite Fund

Performance Overview and Holding Summaries as of December 31, 2020

 

Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this section.

Average Annual Total Returns as of December 31, 2020

 

    Average Annual  
     1-Year        5-Year        10-Year  
QQQX at Common Share NAV     16.61%          13.25%          13.95%  
QQQX at Common Share Price     15.66%          13.77%          14.42%  
Nasdaq 100® Index     48.88%          24.27%          20.63%  
QQQX Blended Benchmark1     24.58%          16.08%          13.58%  

Past performance is not predictive of 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.

Common Share Price Performance — Weekly Closing Price

 

LOGO

1

The QQQX Blended Benchmark consists of: 1) 55% Chicago Board of Exchange (Cboe) Nasdaq 100 BuyWrite Index (BXNSM), 2) 45% Nasdaq-100 Index.

 

24


 

This data relates to the securities held in the Fund’s portfolio of investments as of the end of the reporting period. It should not be construed as a measure of performance for the Fund itself. Holdings are subject to change.

 

Fund Allocation

(% of net assets)

 

Common Stocks     100.8%  
Exchange-Traded Funds     0.4%  
Common Stock Rights     0.0%  
Investments Purchased with Collateral from Securities Lending     0.0%  
Repurchase Agreements     0.2%  
Other Assets Less Liabilities     (1.4)%  
Net Assets     100%  

Top Five Issuers

(% of total long-term investments)

 

Apple Inc     14.5%  
Microsoft Corp     12.2%  
Amazon.com Inc     11.9%  
Alphabet Inc     8.8%  
Facebook Inc     4.2%  

 

Portfolio Composition

(% of total investments)

 

Software     15.2%  
Internet & Direct Marketing Retail     14.6%  
Interactive Media & Services     14.5%  
Technology Hardware, Storage & Peripherals     14.5%  
Semiconductors & Semiconductor Equipment     12.7%  
Biotechnology     4.8%  
IT Services     4.6%  
Other1     18.5%  
Exchange-Traded Funds     0.4%  
Investments Purchased with Collateral from Securities Lending     0.0%  
Repurchase Agreements     0.2%  
Total     100%  
 

 

 

1

See Portfolio of Investments for details on “other” Portfolio Composition.

 

25


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of

Nuveen S&P 500 Buy-Write Income Fund,

Nuveen Dow 30SM Dynamic Overwrite Fund,

Nuveen S&P 500 Dynamic Overwrite Fund and

Nuveen Nasdaq 100 Dynamic Overwrite Fund

Opinions on the Financial Statements

We have audited the accompanying statements of assets and liabilities, including the portfolios of investments, of Nuveen S&P 500 Buy-Write Income Fund, Nuveen Dow 30SM Dynamic Overwrite Fund, Nuveen S&P 500 Dynamic Overwrite Fund and Nuveen Nasdaq 100 Dynamic Overwrite Fund (hereafter collectively referred to as the “Funds”) as of December 31, 2020, the related statements of operations for the year ended December 31, 2020, the statements of changes in net assets for each of the two years in the period ended December 31, 2020, including the related notes, and the financial highlights for each of the five years in the period ended December 31, 2020 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of December 31, 2020, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period ended December 31, 2020 and each of the financial highlights for each of the five years in the period ended December 31, 2020 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinions

These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ financial statements 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 Funds 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 of these financial statements 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 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, 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. 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. Our procedures included confirmation of securities owned as of December 31, 2020 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinions.

/s/ PricewaterhouseCoopers LLP

Chicago, Illinois

February 25, 2021

We have served as the auditor of one or more investment companies in Nuveen Funds since 2002.

 

26


BXMX   

Nuveen S&P 500 Buy-Write
Income Fund

 

Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
 

LONG-TERM INVESTMENTS – 101.0%

       
 

COMMON STOCKS – 101.0% (2)

       
      Aerospace & Defense – 1.7%                    
  28,960    

Boeing Co

        $ 6,199,178  
  9,566    

HEICO Corp

          1,266,538  
  62,456    

Howmet Aerospace Inc

          1,782,494  
  12,552    

Huntington Ingalls Industries Inc

          2,139,865  
  13,748    

Northrop Grumman Corp

          4,189,291  
  118,674    

Raytheon Technologies Corp

                      8,486,378  
 

Total Aerospace & Defense

                      24,063,744  
      Air Freight & Logistics – 0.6%                    
  48,891    

United Parcel Service Inc, Class B

                      8,233,244  
      Airlines – 0.2%                    
  19,506    

Alaska Air Group Inc

          1,014,312  
  33,335    

United Airlines Holdings Inc, (3)

                      1,441,739  
 

Total Airlines

                      2,456,051  
      Auto Components – 0.1%                    
  10,862    

Cooper Tire & Rubber Co

          439,911  
  50,606    

Gentex Corp

                      1,717,062  
 

Total Auto Components

                      2,156,973  
      Automobiles – 0.3%                    
  422,587    

Ford Motor Co

          3,714,540  
  24,260    

Harley-Davidson Inc

                      890,342  
 

Total Automobiles

                      4,604,882  
      Banks – 3.9%                    
  150,655    

Citigroup Inc

          9,289,387  
  26,341    

Comerica Inc

          1,471,408  
  98,788    

Fifth Third Bancorp

          2,723,585  
  108,513    

First Horizon Corp

          1,384,626  
  168,863    

JPMorgan Chase & Co

          21,457,422  
  165,652    

KeyCorp

          2,718,349  
  22,835    

M&T Bank Corp

          2,906,896  
  119,082    

People’s United Financial Inc

          1,539,730  
  41,891    

PNC Financial Services Group Inc

          6,241,759  
  172,561    

Regions Financial Corp

          2,781,684  
  60,439    

Zions Bancorp

                      2,625,470  
 

Total Banks

                      55,140,316  
      Beverages – 1.6%                    
  307,680    

Coca-Cola Co

          16,873,171  
  23,448    

Keurig Dr Pepper Inc

          750,336  
  56,712    

Monster Beverage Corp, (3)

                      5,244,726  
 

Total Beverages

                      22,868,233  
      Biotechnology – 1.9%                    
  103,252    

AbbVie Inc

          11,063,452  
  3,766    

Alnylam Pharmaceuticals Inc, (3)

          489,467  
  34,141    

Amgen Inc

          7,849,699  
  9,766    

Biogen Inc, (3)

          2,391,303  
  9,243    

BioMarin Pharmaceutical Inc, (3)

          810,518  
  2,000    

Exact Sciences Corp, (3)

          264,980  

 

27


BXMX    Nuveen S&P 500 Buy-Write Income Fund (continued)
   Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
      Biotechnology (continued)                    
  67,257    

Gilead Sciences Inc

        $ 3,918,393  
  1,956    

Seagen Inc, (3)

                      342,574  
 

Total Biotechnology

                      27,130,386  
      Building Products – 0.5%                    
  15,381    

Allegion plc

          1,790,041  
  77,134    

Carrier Global Corp

          2,909,494  
  48,429    

Masco Corp

                      2,660,205  
 

Total Building Products

                      7,359,740  
      Capital Markets – 2.0%                    
  98,484    

Charles Schwab Corp

          5,223,591  
  21,911    

CME Group Inc

          3,988,898  
  42,992    

Eaton Vance Corp

          2,920,447  
  44,488    

Intercontinental Exchange Inc

          5,129,021  
  8,344    

MSCI Inc

          3,725,846  
  21,694    

S&P Global Inc

                      7,131,469  
 

Total Capital Markets

                      28,119,272  
      Chemicals – 1.8%                    
  16,669    

Chemours Co

          413,224  
  52,881    

Corteva Inc

          2,047,552  
  53,214    

Dow Inc

          2,953,377  
  73,557    

DuPont de Nemours Inc

          5,230,638  
  37,977    

Eastman Chemical Co

          3,808,334  
  33,382    

Linde PLC

          8,796,491  
  20,651    

Olin Corp

          507,189  
  14,399    

RPM International Inc

                      1,307,141  
 

Total Chemicals

                      25,063,946  
      Commercial Services & Supplies – 0.5%                    
  13,228    

Waste Connections Inc

          1,356,796  
  47,435    

Waste Management Inc

                      5,594,010  
 

Total Commercial Services & Supplies

                      6,950,806  
      Communications Equipment – 1.0%                    
  13,699    

Ciena Corp, (3)

          723,992  
  268,289    

Cisco Systems Inc

          12,005,933  
  5,140    

Lumentum Holdings Inc, (3)

          487,272  
  27,916    

Viavi Solutions Inc, (3)

                      418,042  
 

Total Communications Equipment

                      13,635,239  
      Consumer Finance – 0.6%                    
  42,085    

Discover Financial Services

          3,809,955  
  98,887    

SLM Corp

          1,225,210  
  111,921    

Synchrony Financial

                      3,884,778  
 

Total Consumer Finance

                      8,919,943  
      Containers & Packaging – 0.5%                    
  13,574    

Avery Dennison Corp

          2,105,463  
  22,123    

Crown Holdings Inc, (3)

          2,216,725  
  15,364    

Packaging Corp of America

          2,118,849  
  18,945    

Sonoco Products Co

                      1,122,491  
 

Total Containers & Packaging

                      7,563,528  
      Diversified Financial Services – 2.0%                    
  105,638    

Berkshire Hathaway Inc, Class B, (3)

          24,494,283  
  53,398    

Jefferies Financial Group Inc

          1,313,591  
  59,639    

Voya Financial Inc

                      3,507,369  
 

Total Diversified Financial Services

                      29,315,243  
      Diversified Telecommunication Services – 1.7%                    
  402,841    

AT&T Inc

          11,585,707  

 

28


  
  

 

Shares     Description (1)                   Value  
      Diversified Telecommunication Services (continued)                    
  228,346    

Verizon Communications Inc

                    $ 13,415,328  
 

Total Diversified Telecommunication Services

                      25,001,035  
      Electric Utilities – 1.5%                    
  104,377    

Duke Energy Corp

          9,556,758  
  49,088    

Entergy Corp

          4,900,946  
  61,129    

Evergy Inc

          3,393,271  
  52,512    

OGE Energy Corp

          1,673,032  
  29,198    

Pinnacle West Capital Corp

                      2,334,380  
 

Total Electric Utilities

                      21,858,387  
      Electrical Equipment – 0.7%                    
  64,438    

Emerson Electric Co

          5,178,882  
  8,860    

Hubbell Inc

          1,389,159  
  13,511    

Rockwell Automation Inc

                      3,388,694  
 

Total Electrical Equipment

                      9,956,735  
      Electronic Equipment, Instruments & Components – 0.4%                    
  20,728    

CDW Corp

          2,731,743  
  86,143    

Corning Inc

                      3,101,148  
 

Total Electronic Equipment, Instruments & Components

                      5,832,891  
      Energy Equipment & Services – 0.3%                    
  72,910    

Halliburton Co

          1,377,999  
  131,193    

Schlumberger NV

                      2,863,943  
 

Total Energy Equipment & Services

                      4,241,942  
      Entertainment – 2.1%                    
  20,933    

Netflix Inc, (3)

          11,319,101  
  1,607    

Roku Inc, (3)

          533,556  
  99,744    

Walt Disney Co, (3)

                      18,071,618  
 

Total Entertainment

                      29,924,275  
      Equity Real Estate Investment Trust – 2.5%                    
  97,035    

American Homes 4 Rent, Class A

          2,911,050  
  33,023    

American Tower Corp

          7,412,343  
  73,114    

Apartment Income REIT Corp, (3)

          2,808,309  
  73,114    

Apartment Investment and Management Co, Class A

          386,042  
  123,846    

Brandywine Realty Trust

          1,475,006  
  81,089    

CubeSmart

          2,725,401  
  51,595    

Equity Commonwealth

          1,407,512  
  84,268    

Healthcare Realty Trust Inc

          2,494,333  
  88,255    

Invitation Homes Inc

          2,621,174  
  19,823    

Lexington Realty Trust

          210,520  
  51,162    

Sabra Health Care REIT Inc

          888,684  
  15,931    

Sun Communities Inc

          2,420,715  
  21,307    

Ventas Inc

          1,044,895  
  42,955    

Welltower Inc

          2,775,752  
  117,146    

Weyerhaeuser Co

                      3,927,905  
 

Total Equity Real Estate Investment Trust

                      35,509,641  
      Food & Staples Retailing – 1.8%                    
  3,640    

Casey’s General Stores Inc

          650,177  
  30,614    

Costco Wholesale Corp

          11,534,743  
  55,722    

Kroger Co

          1,769,731  
  15,913    

US Foods Holding Corp, (3)

          530,062  
  80,123    

Walmart Inc

                      11,549,730  
 

Total Food & Staples Retailing

                      26,034,443  
      Food Products – 0.8%                    
  14,782    

Campbell Soup Co

          714,710  
  19,945    

Lamb Weston Holdings Inc

          1,570,469  
  132,012    

Mondelez International Inc, Class A

          7,718,742  

 

29


BXMX    Nuveen S&P 500 Buy-Write Income Fund (continued)
   Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
      Food Products (continued)                    
  12,100    

Post Holdings Inc, (3)

                    $ 1,222,221  
 

Total Food Products

                      11,226,142  
      Gas Utilities – 0.2%                    
  30,465    

Atmos Energy Corp

          2,907,275  
  2,933    

National Fuel Gas Co

                      120,634  
 

Total Gas Utilities

                      3,027,909  
      Health Care Equipment & Supplies – 3.8%                    
  109,747    

Abbott Laboratories

          12,016,199  
  19,198    

Alcon Inc, (3)

          1,266,684  
  7,646    

Avanos Medical Inc, (3)

          350,798  
  49,755    

Baxter International Inc

          3,992,341  
  142,885    

Boston Scientific Corp, (3)

          5,136,716  
  22,820    

Danaher Corp

          5,069,235  
  12,930    

Hill-Rom Holdings Inc

          1,266,752  
  30,531    

Hologic Inc, (3)

          2,223,573  
  8,251    

IDEXX Laboratories Inc, (3)

          4,124,427  
  10,914    

Intuitive Surgical Inc, (3)

          8,928,743  
  91,175    

Medtronic PLC

                      10,680,240  
 

Total Health Care Equipment & Supplies

                      55,055,708  
      Health Care Providers & Services – 2.8%                    
  16,199    

Anthem Inc

          5,201,337  
  40,790    

Centene Corp, (3)

          2,448,624  
  24,590    

Cigna Corp

          5,119,146  
  8,265    

Covetrus Inc, (3)

          237,536  
  85,692    

CVS Health Corp

          5,852,763  
  20,595    

HCA Healthcare Inc

          3,387,054  
  50,660    

UnitedHealth Group Inc

                      17,765,449  
 

Total Health Care Providers & Services

                      40,011,909  
      Health Care Technology – 0.1%                    
  5,329    

Veeva Systems Inc, Class A, (3)

                      1,450,820  
      Hotels, Restaurants & Leisure – 1.3%                    
  33,299    

Marriott International Inc, Class A

          4,392,804  
  16,077    

Restaurant Brands International Inc

          982,466  
  99,297    

Starbucks Corp

          10,622,793  
  17,028    

Wynn Resorts Ltd

                      1,921,269  
 

Total Hotels, Restaurants & Leisure

                      17,919,332  
      Household Durables – 0.5%                    
  20,159    

Garmin Ltd

          2,412,226  
  32,967    

KB Home

          1,105,054  
  41,679    

Newell Brands Inc

          884,845  
  7,363    

TopBuild Corp, (3)

          1,355,381  
  6,698    

Whirlpool Corp

                      1,208,922  
 

Total Household Durables

                      6,966,428  
      Household Products – 2.1%                    
  99,150    

Colgate-Palmolive Co

          8,478,317  
  151,929    

Procter & Gamble Co

          21,139,401  
  1,338    

Spectrum Brands Holdings Inc

                      105,675  
 

Total Household Products

                      29,723,393  
      Industrial Conglomerates – 1.3%                    
  38,682    

3M Co

          6,761,227  
  59,111    

Honeywell International Inc

                      12,572,909  
 

Total Industrial Conglomerates

                      19,334,136  

 

30


  
  

 

Shares     Description (1)                   Value  
      Insurance – 2.2%                    
  2,535    

Alleghany Corp

        $ 1,530,354  
  49,044    

Allstate Corp

          5,391,407  
  49,370    

Arthur J Gallagher & Co

          6,107,563  
  37,130    

CNO Financial Group Inc

          825,400  
  23,577    

Fidelity National Financial Inc

          921,625  
  32,421    

Genworth Financial Inc, Class A, (3)

          122,551  
  38,545    

Hartford Financial Services Group Inc

          1,887,934  
  4,703    

Kemper Corp

          361,331  
  36,418    

Lincoln National Corp

          1,832,190  
  58,537    

Loews Corp

          2,635,336  
  7,573    

RenaissanceRe Holdings Ltd

          1,255,755  
  35,640    

Travelers Cos Inc

          5,002,787  
  48,100    

W R Berkley Corp

                      3,194,802  
 

Total Insurance

                      31,069,035  
      Interactive Media & Services – 5.8%                    
  15,652    

Alphabet Inc, Class A, (3)

          27,432,321  
  13,564    

Alphabet Inc, Class C, (3)

          23,762,500  
  117,327    

Facebook Inc, Class A, (3)

                      32,049,044  
 

Total Interactive Media & Services

                      83,243,865  
      Internet & Direct Marketing Retail – 5.1%                    
  20,386    

Amazon.com Inc, (3)

          66,395,775  
  2,808    

Booking Holdings Inc, (3)

          6,254,174  
  5,685    

JD.com Inc, ADR, (3)

                      499,712  
 

Total Internet & Direct Marketing Retail

                      73,149,661  
      IT Services – 5.4%                    
  24,108    

Akamai Technologies Inc, (3)

          2,531,099  
  34,973    

Automatic Data Processing Inc

          6,162,243  
  16,990    

Black Knight Inc, (3)

          1,501,066  
  48,062    

Fidelity National Information Services Inc

          6,798,851  
  52,873    

Mastercard Inc, Class A

          18,872,489  
  63,806    

PayPal Holdings Inc, (3)

          14,943,365  
  2,541    

Twilio Inc, Class A, (3)

          860,128  
  17,828    

VeriSign Inc, (3)

          3,857,979  
  96,311    

Visa Inc, Class A

                      21,066,105  
 

Total IT Services

                      76,593,325  
      Leisure Products – 0.1%                    
  25,861    

Mattel Inc, (3)

          451,275  
  6,048    

Polaris Inc

                      576,253  
 

Total Leisure Products

                      1,027,528  
      Life Sciences Tools & Services – 1.1%                    
  9,493    

Illumina Inc, (3)

          3,512,410  
  26,382    

Thermo Fisher Scientific Inc

                      12,288,208  
 

Total Life Sciences Tools & Services

                      15,800,618  
      Machinery – 1.6%                    
  39,124    

Caterpillar Inc

          7,121,350  
  53,690    

Graco Inc

          3,884,472  
  39,784    

Otis Worldwide Corp

          2,687,409  
  19,491    

Parker-Hannifin Corp

          5,309,543  
  16,044    

Stanley Black & Decker Inc

          2,864,817  
  10,383    

Timken Co

          803,229  
  4,597    

Woodward Inc

                      558,673  
 

Total Machinery

                      23,229,493  
      Media – 1.3%                    
  260,291    

Comcast Corp, Class A

          13,639,248  
  25,183    

New York Times Co, Class A

          1,303,724  
  79,467    

News Corp, Class A

          1,428,022  

 

31


BXMX    Nuveen S&P 500 Buy-Write Income Fund (continued)
   Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
      Media (continued)                    
  41,813    

Omnicom Group Inc

                    $ 2,607,877  
 

Total Media

                      18,978,871  
      Metals & Mining – 0.4%                    
  15,614    

Arconic Corp, (3)

          465,297  
  13,907    

Barrick Gold Corp

          316,802  
  54,887    

Newmont Corp

          3,287,182  
  38,277    

Nucor Corp

                      2,035,954  
 

Total Metals & Mining

                      6,105,235  
      Mortgage Real Estate Investment Trust – 0.0%                    
  26,802    

Annaly Capital Management Inc

                      226,477  
      Multiline Retail – 0.5%                    
  25,320    

Macy’s Inc

          284,850  
  16,563    

Nordstrom Inc

          516,931  
  35,449    

Target Corp

                      6,257,812  
 

Total Multiline Retail

                      7,059,593  
      Multi-Utilities – 1.0%                    
  59,539    

Ameren Corp

          4,647,614  
  17,519    

NorthWestern Corp

          1,021,533  
  60,957    

Public Service Enterprise Group Inc

          3,553,793  
  49,765    

WEC Energy Group Inc

                      4,579,873  
 

Total Multi-Utilities

                      13,802,813  
      Oil, Gas & Consumable Fuels – 2.2%                    
  34,337    

Cenovus Energy Inc

          207,396  
  18,536    

Cheniere Energy Inc, (3)

          1,112,716  
  102,809    

Chevron Corp

          8,682,220  
  18,691    

CNX Resources Corp, (3)

          201,863  
  81,811    

ConocoPhillips

          3,271,622  
  18,591    

Continental Resources Inc, (4)

          303,033  
  234,625    

Exxon Mobil Corp

          9,671,243  
  32,046    

Hess Corp

          1,691,708  
  42,055    

Marathon Petroleum Corp

          1,739,395  
  17,934    

Ovintiv Inc

          257,532  
  33,181    

Phillips 66

          2,320,679  
  26,407    

Suncor Energy Inc

          443,109  
  27,570    

Valero Energy Corp

                      1,559,635  
 

Total Oil, Gas & Consumable Fuels

                      31,462,151  
      Pharmaceuticals – 4.3%                    
  142,852    

Bristol-Myers Squibb Co

          8,861,110  
  45,400    

Eli Lilly and Co

          7,665,336  
  141,041    

Johnson & Johnson

          22,197,033  
  135,529    

Merck & Co Inc

          11,086,272  
  299,577    

Pfizer Inc

          11,027,429  
  37,171    

Viatris Inc, (3)

                      696,584  
 

Total Pharmaceuticals

                      61,533,764  
      Professional Services – 0.4%                    
  2,240    

CoStar Group Inc, (3)

          2,070,387  
  9,803    

ManpowerGroup Inc

          884,035  
  25,509    

TransUnion

                      2,531,003  
 

Total Professional Services

                      5,485,425  
      Road & Rail – 1.0%                    
  8,512    

Canadian Pacific Railway Ltd

          2,951,025  
  4,425    

Lyft Inc, Class A, (3)

          217,400  
  30,044    

Norfolk Southern Corp

          7,138,755  
  19,748    

Old Dominion Freight Line Inc

          3,854,415  
  14,397    

Uber Technologies Inc, (3)

                      734,247  
 

Total Road & Rail

                      14,895,842  

 

32


  
  

 

Shares     Description (1)                   Value  
      Semiconductors & Semiconductor Equipment – 5.4%                    
  59,769    

Advanced Micro Devices Inc, (3)

        $ 5,481,415  
  81,004    

Applied Materials Inc

          6,990,645  
  24,355    

Broadcom Inc

          10,663,837  
  233,743    

Intel Corp

          11,645,076  
  12,579    

Lam Research Corp

          5,940,684  
  30,694    

Marvell Technology Group Ltd

          1,459,193  
  80,261    

Micron Technology Inc, (3)

          6,034,022  
  32,280    

NVIDIA Corp

          16,856,616  
  5,962    

NXP Semiconductors NV

          948,018  
  673    

ON Semiconductor Corp, (3)

          22,027  
  70,120    

QUALCOMM Inc

                      10,682,081  
 

Total Semiconductors & Semiconductor Equipment

                      76,723,614  
      Software – 9.2%                    
  29,016    

Adobe Inc, (3)

          14,511,482  
  18,116    

Autodesk Inc, (3)

          5,531,539  
  552    

CDK Global Inc

          28,610  
  10,744    

Check Point Software Technologies Ltd, (3)

          1,427,985  
  370,588    

Microsoft Corp

          82,426,183  
  138,264    

Oracle Corp

          8,944,298  
  3,531    

Palo Alto Networks Inc, (3)

          1,254,882  
  50,148    

salesforce.com Inc, (3)

          11,159,435  
  12,353    

ServiceNow Inc, (3)

                      6,799,462  
 

Total Software

                      132,083,876  
      Specialty Retail – 2.2%                    
  8,358    

American Eagle Outfitters Inc

          167,745  
  27,950    

Best Buy Co Inc

          2,789,130  
  4,047    

Burlington Stores Inc, (3)

          1,058,493  
  21,763    

CarMax Inc, (3)

          2,055,733  
  3,114    

Five Below Inc, (3)

          544,888  
  61,386    

Home Depot Inc

          16,305,349  
  55,284    

Lowe’s Cos Inc

                      8,873,635  
 

Total Specialty Retail

                      31,794,973  
      Technology Hardware, Storage & Peripherals – 7.2%                    
  767,968    

Apple Inc

          101,901,674  
  6,851    

Dell Technologies Inc, Class C, (3)

                      502,110  
 

Total Technology Hardware, Storage & Peripherals

                      102,403,784  
      Textiles, Apparel & Luxury Goods – 1.0%                    
  6,689    

Kontoor Brands Inc

          271,306  
  2,201    

Lululemon Athletica Inc, (3)

          766,014  
  72,372    

NIKE Inc, Class B

          10,238,467  
  40,235    

VF Corp

                      3,436,471  
 

Total Textiles, Apparel & Luxury Goods

                      14,712,258  
      Thrifts & Mortgage Finance – 0.0%                    
  48,313    

MGIC Investment Corp

                      606,328  
      Tobacco – 0.5%                    
  153,069    

Altria Group Inc

          6,275,829  
  29,443    

British American Tobacco PLC, ADR

                      1,103,818  
 

Total Tobacco

                      7,379,647  
 

Total Long-Term Investments (cost $554,911,788)

                      1,446,024,848  
Shares     Description (1)   Coupon              Value  
 

INVESTMENTS PURCHASED WITH COLLATERAL FROM SECURITIES LENDING – 0.1%

 

 

Money Market Funds – 0.1%

       
  317,525    

State Street Navigator Securities Lending Government Money Market Portfolio, (5)

    0.080% (6)               $ 317,525  
 

Total Investments Purchased with Collateral from Securities Lending (cost $317,525)

 

     317,525  

 

33


BXMX    Nuveen S&P 500 Buy-Write Income Fund (continued)
   Portfolio of Investments    December 31, 2020

 

Principal
Amount (000)
    Description (1)   Coupon      Maturity      Value  
 

SHORT-TERM INVESTMENTS – 2.7%

       
 

REPURCHASE AGREEMENTS – 2.7%

       
$ 38,858    

Repurchase Agreement with Fixed Income Clearing Corporation, dated 12/31/20, repurchase price $38,857,846, collateralized by $1,163,300, U.S. Treasury Notes, 2.625%, due 12/31/23, value $1,248,730; $32,730,200, U.S. Treasury Inflation Indexed Notes, 0.125%, due 7/15/24, value $38,386,345

    0.000%        1/04/21      $ 38,857,846  
 

Total Short-Term Investments (cost $38,857,846)

                      38,857,846  
 

Total Investments (cost $594,087,159) – 103.8%

                      1,485,200,219  
 

Other Assets Less Liabilities – (3.8)% (7)

                      (53,746,088
 

Net Assets – 100%

                    $ 1,431,454,131  

Investments in Derivatives

Options Written

 

Description (8)      Type        Number of
Contracts
       Notional
Amount (9)
       Exercise
Price
       Expiration
Date
       Value  

S&P 500® Index

       Call          (425      $ (157,250,000      $ 3,700          1/15/21        $ (3,723,000

S&P 500® Index

       Call          (425        (153,000,000        3,600          1/15/21          (7,307,875

S&P 500® Index

       Call          (425        (155,125,000        3,650          1/15/21          (5,459,125

S&P 500® Index

       Call          (423        (158,625,000        3,750          1/15/21          (2,233,440

S&P 500® Index

       Call          (423        (158,625,000        3,750          1/29/21          (3,221,145

S&P 500® Index

       Call          (426        (153,360,000        3,600          2/19/21          (8,924,700

S&P 500® Index

       Call          (426        (154,425,000        3,625          2/19/21          (8,079,090

S&P 500® Index

       Call          (425        (158,312,500        3,725          2/19/21          (4,972,500

S&P 500® Index

       Call          (425        (161,500,000        3,800          3/19/21          (4,273,375

Total Options Written (premiums received $37,687,451)

 

       (3,823      $ (1,410,222,500                            $ (48,194,250

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.

 

(1)

All percentages shown in the Portfolio of Investments are based on net assets applicable to common shares unless otherwise noted.

 

(2)

The Fund may designate up to 100% of its common stock investments to cover outstanding options written.

 

(3)

Non-income producing; issuer has not declared an ex-dividend date within the past twelve months.

 

(4)

Investment, or a portion of investment, is out on loan for securities lending. The total value of the securities out on loan as of the end of the reporting period was $300,002.

 

(5)

The Fund may loan securities representing up to one third of the fair value of its total assets (which includes collateral for securities on loan) to broker dealers, banks, and other institutions. The Fund maintains collateral equal to at least 100% of the fair value of the securities loaned. The cash collateral received by the Fund is invested in this money market fund. See Notes to Financial Statements, Note 4- Portfolio Securities and Investments in Derivatives for more information.

 

(6)

The rate shown is the one-day yield as of the end of the reporting period.

 

(7)

Other assets less liabilities includes the unrealized appreciation (depreciation) of certain over-the-counter (“OTC”) derivatives as presented on the Statement of Assets and Liabilities, when applicable. The unrealized appreciation (depreciation) of OTC cleared and exchange-traded derivatives is recognized as part of the cash collateral at brokers and/or the receivable or payable for variation margin as presented on the Statement of Assets and Liabilities, when applicable. Other assets less liabilities also includes the value of options as presented on the Statement of Assets and Liabilities.

 

(8)

Exchange-traded, unless otherwise noted.

 

(9)

For disclosure purposes, Notional Amount is calculated by multiplying the Number of Contracts by the Exercise Price by 100.

 

ADR

American Depositary Receipt

 

REIT

Real Estate Investment Trust

 

S&P

Standard & Poor’s

 

See accompanying notes to financial statements.

 

34


DIAX   

Nuveen Dow 30SM Dynamic
Overwrite Fund

 

Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
 

LONG-TERM INVESTMENTS – 100.3%

       
 

COMMON STOCKS – 100.3%

       
      Aerospace & Defense – 4.6%                    
  130,654    

Boeing Co, (2)

                    $ 27,967,795  
      Banks – 2.7%                    
  130,654    

JPMorgan Chase & Co

                      16,602,204  
      Beverages – 1.2%                    
  130,654    

Coca-Cola Co

                      7,165,065  
      Biotechnology – 5.0%                    
  130,654    

Amgen Inc, (2)

                      30,039,968  
      Capital Markets – 5.7%                    
  130,654    

Goldman Sachs Group Inc, (2)

                      34,454,766  
      Chemicals – 1.2%                    
  130,654    

Dow Inc

                      7,251,297  
      Communications Equipment – 1.0%                    
  130,654    

Cisco Systems Inc, (2)

                      5,846,767  
      Consumer Finance – 2.6%                    
  130,654    

American Express Co, (2)

                      15,797,375  
      Diversified Telecommunication Services – 1.3%                    
  130,654    

Verizon Communications Inc

                      7,675,923  
      Entertainment – 3.9%                    
  130,654    

Walt Disney Co, (2), (3)

                      23,671,892  
      Food & Staples Retailing – 4.0%                    
  130,654    

Walgreens Boots Alliance Inc

          5,210,482  
  130,654    

Walmart Inc

                      18,833,774  
 

Total Food & Staples Retailing

                      24,044,256  
      Health Care Providers & Services – 7.6%                    
  130,654    

UnitedHealth Group Inc

                      45,817,745  
      Hotels, Restaurants & Leisure – 4.6%                    
  130,654    

McDonald’s Corp, (2)

                      28,035,735  
      Household Products – 3.0%                    
  130,654    

Procter & Gamble Co

                      18,179,198  
      Industrial Conglomerates – 8.4%                    
  130,654    

3M Co, (2)

          22,837,012  
  130,654    

Honeywell International Inc

                      27,790,106  
 

Total Industrial Conglomerates

                      50,627,118  
      Insurance – 3.0%                    
  130,654    

Travelers Cos Inc

                      18,339,902  
      IT Services – 7.4%                    
  130,654    

International Business Machines Corp, (2)

          16,446,726  
  130,654    

Visa Inc, Class A

                      28,577,949  
 

Total IT Services

                      45,024,675  

 

35


DIAX    Nuveen Dow 30SM Dynamic Overwrite Fund (continued)
   Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
      Machinery – 3.9%                    
  130,654    

Caterpillar Inc, (2)

                    $ 23,781,641  
      Oil, Gas & Consumable Fuels – 1.8%                    
  130,654    

Chevron Corp, (2)

                      11,033,730  
      Pharmaceuticals – 5.2%                    
  130,654    

Johnson & Johnson, (2)

          20,562,327  
  130,654    

Merck & Co Inc

                      10,687,497  
 

Total Pharmaceuticals

                      31,249,824  
      Semiconductors & Semiconductor Equipment – 1.1%                    
  130,654    

Intel Corp

                      6,509,182  
      Software – 9.6%                    
  130,654    

Microsoft Corp, (2)

          29,060,063  
  130,654    

salesforce.com Inc, (3)

                      29,074,434  
 

Total Software

                      58,134,497  
      Specialty Retail – 5.7%                    
  130,654    

Home Depot Inc

                      34,704,316  
      Technology Hardware, Storage & Peripherals – 2.9%                    
  130,654    

Apple Inc

                      17,336,479  
      Textiles, Apparel & Luxury Goods – 3.0%                    
  130,654    

NIKE Inc, Class B

                      18,483,621  
 

Total Long-Term Investments (cost $276,297,199)

                      607,774,971  
Principal
Amount (000)
    Description (1)   Coupon      Maturity      Value  
 

SHORT-TERM INVESTMENTS – 0.8%

       
 

REPURCHASE AGREEMENTS – 0.8%

       
$ 4,560    

Repurchase Agreement with Fixed Income Clearing Corporation, dated 12/31/20, repurchase price $4,559,957, collateralized by $4,499,500, U.S. Treasury Notes, 1.250%, due 7/31/23, value $4,651,192

    0.000%        1/04/21      $ 4,559,957  
 

Total Short-Term Investments (cost $4,559,957)

                      4,559,957  
 

Total Investments (cost $280,857,156) – 101.1%

                      612,334,928  
 

Other Assets Less Liabilities – (1.1)% (4)

                      (6,733,452
 

Net Assets – 100%

                    $ 605,601,476  

 

36


  
  

 

Investments in Derivatives

Options Purchased

 

Description (5)      Type        Number of
Contracts
       Notional
Amount (6)
       Exercise
Price
       Expiration
Date
       Value  

Cboe Volatility Index (premiums paid $16,632)

       Put          400        $ 760,000        $ 19          1/20/21        $ 11,000  

Options Written

 

Description (5)      Type        Number of
Contracts
       Notional
Amount (6)
       Exercise
Price
       Expiration
Date
       Value  

NASDAQ 100® Stock Index

       Call          (16      $ (21,760,000      $ 13,600          1/15/21        $ (23,760

S&P 500® Index

       Call          (40        (15,400,000        3,850          1/15/21          (43,400

S&P 500® Index

       Call          (135        (50,085,000        3,710          1/15/21          (1,080,000

S&P 500® Index

       Call          (710        (264,120,000        3,720          1/15/21          (5,161,700

Total Options Written (premiums received $5,470,200)

 

       (901      $ (351,365,000                            $ (6,308,860

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.

 

(1)

All percentages shown in the Portfolio of Investments are based on net assets applicable to common shares unless otherwise noted.

 

(2)

Investment, or portion of investment, has been pledged to collateralized the net payment obligations for investments in derivatives.

 

(3)

Non-income producing; issuer has not declared an ex-dividend date within the past twelve months.

 

(4)

Other assets less liabilities includes the unrealized appreciation (depreciation) of certain over-the-counter (“OTC”) derivatives as presented on the Statement of Assets and Liabilities, when applicable. The unrealized appreciation (depreciation) of OTC cleared and exchange-traded derivatives is recognized as part of the cash collateral at brokers and/or the receivable or payable for variation margin as presented on the Statement of Assets and Liabilities, when applicable. Other assets less liabilities also includes the value of options as presented on the Statement of Assets and Liabilities.

 

(5)

Exchange-traded, unless otherwise noted.

 

(6)

For disclosure purposes, Notional Amount is calculated by multiplying the Number of Contracts by the Exercise Price by 100.

 

Cboe

Chicago Board Options Exchange

 

S&P

Standard & Poor’s

 

See accompanying notes to financial statements.

 

37


SPXX   

Nuveen S&P 500 Dynamic
Overwrite Fund

 

Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
 

LONG-TERM INVESTMENTS – 99.0%

       
 

COMMON STOCKS – 99.0%

       
      Aerospace & Defense – 1.7%                    
  7,744    

Boeing Co

        $ 1,657,681  
  3,921    

Lockheed Martin Corp

          1,391,876  
  23,937    

Raytheon Technologies Corp

                      1,711,735  
 

Total Aerospace & Defense

                      4,761,292  
      Air Freight & Logistics – 0.8%                    
  13,373    

United Parcel Service Inc, Class B

                      2,252,013  
      Airlines – 0.0%                    
  1,686    

Spirit Airlines Inc, (2)

          41,223  
  1,446    

United Airlines Holdings Inc, (2)

                      62,539  
 

Total Airlines

                      103,762  
      Auto Components – 0.1%                    
  7,012    

Cooper Tire & Rubber Co

                      283,986  
      Automobiles – 1.6%                    
  34,359    

Ford Motor Co

          302,016  
  5,999    

Tesla Inc, (2)

                      4,233,314  
 

Total Automobiles

                      4,535,330  
      Banks – 3.5%                    
  13,874    

Associated Banc-Corp

          236,552  
  1,569    

Bank OZK

          49,063  
  1,508    

BankUnited Inc

          52,448  
  24,364    

Citigroup Inc

          1,502,284  
  11,203    

Comerica Inc

          625,800  
  7,166    

First Hawaiian Inc

          168,974  
  15,312    

First Midwest Bancorp Inc/IL

          243,767  
  21,881    

FNB Corp/PA

          207,869  
  3,550    

Fulton Financial Corp

          45,156  
  9,405    

Hope Bancorp Inc

          102,608  
  40,080    

JPMorgan Chase & Co, (3)

          5,092,966  
  583    

M&T Bank Corp

          74,216  
  2,579    

PacWest Bancorp

          65,507  
  25,033    

People’s United Financial Inc

          323,677  
  2,043    

Popular Inc

          115,062  
  1,205    

Renasant Corp

          40,584  
  659    

Signature Bank/New York NY

          89,156  
  658    

South State Corp

          47,573  
  650    

Texas Capital Bancshares Inc, (2)

          38,675  
  3,878    

Valley National Bancorp

          37,810  
  11,047    

Zions Bancorp NA

                      479,882  
 

Total Banks

                      9,639,629  
      Beverages – 2.3%                    
  6,192    

Brown-Forman Corp, Class B

          491,830  
  51,740    

Coca-Cola Co

          2,837,422  
  21,054    

PepsiCo Inc

                      3,122,308  
 

Total Beverages

                      6,451,560  
      Biotechnology – 1.5%                    
  19,433    

AbbVie Inc

          2,082,246  
  8,813    

Amgen Inc

                      2,026,285  
 

Total Biotechnology

                      4,108,531  

 

38


  
  

 

Shares     Description (1)                   Value  
      Capital Markets – 2.7%                    
  20,949    

Charles Schwab Corp

        $ 1,111,135  
  5,682    

CME Group Inc

          1,034,408  
  307    

Federated Hermes Inc

          8,869  
  6,744    

Goldman Sachs Group Inc

          1,778,460  
  12,113    

Intercontinental Exchange Inc

          1,396,508  
  23,719    

Morgan Stanley

          1,625,463  
  2,999    

T Rowe Price Group Inc

                      454,019  
 

Total Capital Markets

                      7,408,862  
      Chemicals – 1.7%                    
  10,836    

Corteva Inc

          419,570  
  10,837    

Dow Inc

          601,454  
  6,283    

DuPont de Nemours Inc

          446,784  
  7,833    

Eastman Chemical Co

          785,493  
  3,923    

Ecolab Inc

          848,780  
  7,286    

Olin Corp

          178,944  
  1,937    

Sherwin-Williams Co

                      1,423,521  
 

Total Chemicals

                      4,704,546  
      Communications Equipment – 1.5%                    
  65,585    

Cisco Systems Inc

          2,934,929  
  7,286    

Motorola Solutions Inc

                      1,239,057  
 

Total Communications Equipment

                      4,173,986  
      Consumer Finance – 0.6%                    
  13,662    

American Express Co

                      1,651,872  
      Containers & Packaging – 0.4%                    
  8,107    

Avery Dennison Corp

                      1,257,477  
      Diversified Financial Services – 1.3%                    
  16,034    

Berkshire Hathaway Inc, Class B, (2), (3)

                      3,717,804  
      Diversified Telecommunication Services – 1.1%                    
  26,507    

AT&T Inc

          762,341  
  417    

Bandwidth Inc, Class A, (2)

          64,081  
  36,137    

Verizon Communications Inc, (3)

                      2,123,049  
 

Total Diversified Telecommunication Services

                      2,949,471  
      Electric Utilities – 1.4%                    
  3,632    

ALLETE Inc

          224,966  
  1,668    

Alliant Energy Corp

          85,952  
  1,603    

Avangrid Inc

          72,857  
  13,297    

Duke Energy Corp

          1,217,473  
  1,708    

Edison International

          107,297  
  6,084    

Evergy Inc

          337,723  
  7,180    

FirstEnergy Corp

          219,780  
  4,531    

Hawaiian Electric Industries Inc

          160,352  
  3,171    

IDACORP Inc

          304,511  
  2,166    

NRG Energy Inc

          81,333  
  4,414    

OGE Energy Corp

          140,630  
  2,042    

PG&E Corp, (2)

          25,443  
  4,056    

Pinnacle West Capital Corp

          324,277  
  5,647    

PNM Resources Inc

          274,049  
  7,150    

Portland General Electric Co

          305,806  
  2,741    

PPL Corp

                      77,296  
 

Total Electric Utilities

                      3,959,745  
      Electrical Equipment – 1.1%                    
  5,829    

Eaton Corp PLC

          700,296  
  8,927    

Emerson Electric Co

          717,463  
  4,452    

nVent Electric PLC

          103,687  
  6,015    

Rockwell Automation Inc

                      1,508,622  
 

Total Electrical Equipment

                      3,030,068  

 

39


SPXX    Nuveen S&P 500 Dynamic Overwrite Fund (continued)
   Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
      Electronic Equipment, Instruments & Components – 0.2%                    
  18,044    

Corning Inc

                    $ 649,584  
      Energy Equipment & Services – 0.1%                    
  466    

Bristow Group Inc, (2)

          12,265  
  1,887    

ChampionX Corp, (2)

          28,871  
  1,072    

Dril-Quip Inc, (2)

          31,753  
  1,243    

Helmerich & Payne Inc

          28,788  
  4,365    

Patterson-UTI Energy Inc

          22,960  
  14,440    

TechnipFMC PLC

          135,736  
  16,647    

Transocean Ltd, (2), (4)

                      38,454  
 

Total Energy Equipment & Services

                      298,827  
      Entertainment – 2.5%                    
  6,011    

Electronic Arts Inc

          863,180  
  5,558    

Netflix Inc, (2)

          3,005,377  
  328    

Take-Two Interactive Software Inc, (2)

          68,155  
  16,102    

Walt Disney Co/The, (2)

          2,917,360  
  4,851    

Zynga Inc, Class A, (2)

                      47,880  
 

Total Entertainment

                      6,901,952  
      Equity Real Estate Investment Trust – 1.9%                    
  9,948    

Acadia Realty Trust

          141,162  
  1,995    

Agree Realty Corp

          132,827  
  5,269    

Apple Hospitality REIT Inc

          68,023  
  4,774    

Brandywine Realty Trust

          56,858  
  4,722    

Brixmor Property Group Inc

          78,149  
  3,021    

Broadstone Net Lease Inc, Class A

          59,151  
  7,483    

Columbia Property Trust Inc

          107,306  
  8,663    

CoreCivic Inc

          56,743  
  1,089    

Cousins Properties Inc

          36,482  
  1,098    

CubeSmart

          36,904  
  1,729    

CyrusOne Inc

          126,476  
  11,724    

DiamondRock Hospitality Co, (2)

          96,723  
  1,549    

Digital Realty Trust Inc

          216,101  
  1,557    

Easterly Government Properties Inc

          35,266  
  14,750    

Empire State Realty Trust Inc, Class A

          137,470  
  13,762    

Equity Commonwealth

          375,427  
  664    

Extra Space Storage Inc

          76,931  
  1,273    

Federal Realty Investment Trust

          108,358  
  2,741    

Geo Group, Inc

          24,285  
  98    

Healthcare Realty Trust Inc

          2,901  
  12,391    

Host Hotels & Resorts Inc

          181,280  
  1,750    

Hudson Pacific Properties Inc

          42,035  
  144    

Innovative Industrial Properties Inc

          26,371  
  10,443    

Kimco Realty Corp

          156,749  
  1,455    

Life Storage Inc

          173,712  
  10,368    

Macerich Co

          110,627  
  5,572    

Mack-Cali Realty Corp

          69,427  
  3,371    

National Retail Properties Inc

          137,941  
  27,284    

Paramount Group Inc

          246,647  
  6,410    

Park Hotels & Resorts Inc

          109,932  
  7,431    

Pebblebrook Hotel Trust

          139,703  
  2,909    

Physicians Realty Trust

          51,780  
  3,188    

Prologis Inc

          317,716  
  1,063    

QTS Realty Trust Inc, Class A

          65,778  
  3,232    

Regency Centers Corp

          147,347  
  7,659    

Retail Opportunity Investments Corp

          102,554  
  6,344    

Retail Properties of America Inc, Class A

          54,305  
  3,073    

RLJ Lodging Trust

          43,483  
  6,229    

Sabra Health Care REIT Inc

          108,198  
  1,822    

Service Properties Trust

          20,935  
  1,366    

Simon Property Group Inc

          116,493  
  4,261    

SITE Centers Corp

          43,121  
  3,284    

SL Green Realty Corp

          195,661  
  4,169    

Summit Hotel Properties Inc

          37,563  
  12,062    

Sunstone Hotel Investors Inc

          136,662  

 

40


  
  

 

Shares     Description (1)                   Value  
      Equity Real Estate Investment Trust (continued)                    
  847    

Ventas Inc

        $ 41,537  
  5,339    

Vornado Realty Trust

          199,358  
  1,282    

Welltower Inc

          82,843  
  2,214    

Xenia Hotels & Resorts Inc

                      33,653  
 

Total Equity Real Estate Investment Trust

                      5,166,954  
      Food & Staples Retailing – 0.7%                    
  13,662    

Walmart Inc

                      1,969,377  
      Food Products – 0.4%                    
  12,387    

Archer-Daniels-Midland Co, (3)

          624,429  
  15,667    

Conagra Brands Inc

                      568,085  
 

Total Food Products

                      1,192,514  
      Health Care Equipment & Supplies – 2.9%                    
  24,047    

Abbott Laboratories, (3)

          2,632,906  
  36,435    

Boston Scientific Corp, (2)

          1,309,838  
  2,189    

Intuitive Surgical Inc, (2)

          1,790,821  
  19,577    

Medtronic PLC

          2,293,250  
  120    

Quidel Corp, (2)

                      21,558  
 

Total Health Care Equipment & Supplies

                      8,048,373  
      Health Care Providers & Services – 3.1%                    
  31    

Acadia Healthcare Co Inc, (2)

          1,558  
  4,100    

Anthem Inc

          1,316,469  
  8,000    

CVS Health Corp

          546,400  
  2,553    

Humana Inc

          1,047,419  
  6,079    

Laboratory Corp of America Holdings, (2)

          1,237,380  
  93    

McKesson Corp

          16,175  
  3,057    

Tenet Healthcare Corp, (2)

          122,066  
  12,300    

UnitedHealth Group Inc

                      4,313,364  
 

Total Health Care Providers & Services

                      8,600,831  
      Hotels, Restaurants & Leisure – 1.6%                    
  12,756    

McDonald’s Corp

          2,737,183  
  894    

Norwegian Cruise Line Holdings Ltd, (2)

          22,734  
  15,767    

Starbucks Corp

                      1,686,754  
 

Total Hotels, Restaurants & Leisure

                      4,446,671  
      Household Durables – 0.3%                    
  6,557    

KB Home

          219,791  
  4,004    

Tempur Sealy International Inc, (2)

          108,108  
  2,293    

Whirlpool Corp

                      413,863  
 

Total Household Durables

                      741,762  
      Household Products – 1.9%                    
  10,458    

Colgate-Palmolive Co

          894,264  
  8,653    

Kimberly-Clark Corp

          1,166,684  
  23,430    

Procter & Gamble Co

                      3,260,050  
 

Total Household Products

                      5,320,998  
      Independent Power & Renewable Electricity Producers – 0.1%                    
  1,122    

Clearway Energy Inc, Class C

          35,826  
  172    

Ormat Technologies Inc

          15,528  
  617    

Sunnova Energy International Inc, (2)

          27,845  
  8,660    

Vistra Corp

                      170,256  
 

Total Independent Power & Renewable Electricity Producers

                      249,455  
      Industrial Conglomerates – 1.5%                    
  9,198    

3M Co

          1,607,719  
  11,839    

Honeywell International Inc

                      2,518,155  
 

Total Industrial Conglomerates

                      4,125,874  

 

41


SPXX    Nuveen S&P 500 Dynamic Overwrite Fund (continued)
   Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
      Insurance – 2.0%                    
  13,662    

Arthur J Gallagher & Co

        $ 1,690,126  
  7,559    

Fidelity National Financial Inc

          295,481  
  15,393    

Marsh & McLennan Cos Inc

          1,800,981  
  4,657    

Prudential Financial Inc

          363,572  
  1,511    

Reinsurance Group of America Inc

          175,125  
  9,108    

Travelers Cos Inc

                      1,278,490  
 

Total Insurance

                      5,603,775  
      Interactive Media & Services – 6.2%                    
  2,553    

Alphabet Inc, Class A, (2)

          4,474,490  
  3,281    

Alphabet Inc, Class C, (2)

          5,747,918  
  23,868    

Facebook Inc, Class A, (2), (3)

          6,519,783  
  8,835    

Twitter Inc, (2)

                      478,415  
 

Total Interactive Media & Services

                      17,220,606  
      Internet & Direct Marketing Retail – 5.5%                    
  3,931    

Amazon.com Inc, (2), (3)

          12,802,992  
  610    

Booking Holdings Inc, (2)

          1,358,634  
  20,403    

eBay Inc

                      1,025,251  
 

Total Internet & Direct Marketing Retail

                      15,186,877  
      IT Services – 5.6%                    
  4,969    

Akamai Technologies Inc, (2)

          521,695  
  2,276    

Black Knight Inc, (2)

          201,085  
  10,945    

Fidelity National Information Services Inc

          1,548,280  
  10,266    

Mastercard Inc, Class A

          3,664,346  
  14,755    

PayPal Holdings Inc, (2)

          3,455,621  
  4,374    

VeriSign Inc, (2)

          946,533  
  23,604    

Visa Inc, Class A, (3)

                      5,162,903  
 

Total IT Services

                      15,500,463  
      Life Sciences Tools & Services – 1.4%                    
  1,733    

Bio-Techne Corp

          550,314  
  7,291    

Thermo Fisher Scientific Inc

                      3,396,002  
 

Total Life Sciences Tools & Services

                      3,946,316  
      Machinery – 2.8%                    
  11,020    

Caterpillar Inc

          2,005,861  
  3,551    

Cummins Inc

          806,432  
  6,285    

Deere & Co

          1,690,979  
  8,744    

Illinois Tool Works Inc

          1,782,727  
  5,373    

Otis Worldwide Corp

          362,946  
  4,452    

Pentair PLC

          236,357  
  2,913    

Snap-on Inc

          498,531  
  2,640    

Stanley Black & Decker Inc

                      471,398  
 

Total Machinery

                      7,855,231  
      Media – 1.3%                    
  67,408    

Comcast Corp, Class A, (3)

          3,532,179  
  7,195    

TEGNA Inc

                      100,371  
 

Total Media

                      3,632,550  
      Metals & Mining – 0.3%                    
  20,911    

Freeport-McMoRan Inc

          544,104  
  2,973    

Southern Copper Corp

                      193,602  
 

Total Metals & Mining

                      737,706  
      Multiline Retail – 0.8%                    
  12,659    

Target Corp

                      2,234,693  
      Multi-Utilities – 0.3%                    
  3,870    

Avista Corp

          155,342  
  2,246    

CenterPoint Energy Inc

          48,603  

 

42


  
  

 

Shares     Description (1)                   Value  
      Multi-Utilities (continued)                    
  7,261    

Consolidated Edison Inc

        $ 524,753  
  2,910    

NiSource Inc

          66,755  
  2,312    

NorthWestern Corp

                      134,813  
 

Total Multi-Utilities

                      930,266  
      Oil, Gas & Consumable Fuels – 1.9%                    
  4,761    

Antero Midstream Corp

          36,707  
  6,674    

Antero Resources Corp, (2)

          36,373  
  5,389    

Cabot Oil & Gas Corp

          87,733  
  18,166    

Chevron Corp

          1,534,119  
  5,460    

CNX Resources Corp, (2)

          58,968  
  5,980    

Comstock Resources Inc, (2)

          26,133  
  1,509    

ConocoPhillips

          60,345  
  1,025    

Continental Resources Inc/OK

          16,707  
  6,783    

DHT Holdings, Inc

          35,475  
  4,553    

Diamondback Energy Inc

          220,365  
  2,900    

EOG Resources Inc

          144,623  
  5,418    

EQT Corp

          68,863  
  4,475    

Equitrans Midstream Corp

          35,979  
  4,410    

Frontline Ltd

          27,430  
  2,689    

Hess Corp

          141,952  
  8,291    

HollyFrontier Corp

          214,322  
  54,268    

Marathon Oil Corp

          361,968  
  10,200    

Marathon Petroleum Corp

          421,872  
  6,966    

Murphy Oil Corp

          84,289  
  9,021    

Occidental Petroleum Corp

          156,153  
  4,403    

Ovintiv Inc

          63,227  
  3,315    

Parsley Energy Inc, Class A

          47,073  
  4,956    

PDC Energy Inc, (2)

          101,747  
  8,289    

Phillips 66

          579,733  
  4,093    

Range Resources Corp, (2)

          27,423  
  192    

Renewable Energy Group Inc, (2)

          13,597  
  2,100    

Scorpio Tankers Inc

          23,499  
  2,040    

SM Energy Co

          12,485  
  14,618    

Southwestern Energy Co, (2)

          43,562  
  2,864    

Talos Energy Inc, (2)

          23,599  
  8,001    

Valero Energy Corp

                      452,617  
 

Total Oil, Gas & Consumable Fuels

                      5,158,938  
      Pharmaceuticals – 3.9%                    
  8,345    

Bristol-Myers Squibb Co

          517,640  
  13,208    

Eli Lilly and Co

          2,230,039  
  1,729    

Jazz Pharmaceuticals PLC, (2)

          285,372  
  18,508    

Johnson & Johnson

          2,912,789  
  26,004    

Merck & Co Inc

          2,127,127  
  70,230    

Pfizer Inc

          2,585,166  
  8,714    

Viatris Inc, (2)

                      163,300  
 

Total Pharmaceuticals

                      10,821,433  
      Real Estate Management & Development – 0.1%                    
  294    

eXp World Holdings Inc, (2)

          18,557  
  538    

Howard Hughes Corp, (2)

          42,465  
  1,638    

Jones Lang LaSalle Inc, (2)

          243,030  
  1,786    

Realogy Holdings Corp, (2)

                      23,432  
 

Total Real Estate Management & Development

                      327,484  
      Road & Rail – 0.9%                    
  12,754    

Union Pacific Corp

                      2,655,638  
      Semiconductors & Semiconductor Equipment – 5.3%                    
  11,295    

Analog Devices Inc

          1,668,610  
  51,171    

Intel Corp, (3)

          2,549,339  
  10,838    

Microchip Technology Inc

          1,496,836  
  6,667    

NVIDIA Corp

          3,481,508  

 

43


SPXX    Nuveen S&P 500 Dynamic Overwrite Fund (continued)
   Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
      Semiconductors & Semiconductor Equipment (continued)                    
  17,241    

QUALCOMM Inc

        $ 2,626,494  
  17,306    

Texas Instruments Inc

                      2,840,434  
 

Total Semiconductors & Semiconductor Equipment

                      14,663,221  
      Software – 7.8%                    
  45    

Adobe Inc, (2)

          22,505  
  6,194    

Autodesk Inc, (2)

          1,891,276  
  5,008    

CDK Global Inc

          259,565  
  118    

Everbridge Inc, (2)

          17,590  
  1,982    

Glu Mobile, Inc, (2)

          17,858  
  74,992    

Microsoft Corp

          16,679,721  
  55    

MicroStrategy Inc, Class A, (2)

          21,370  
  31,425    

Oracle Corp

          2,032,883  
  3,660    

salesforce.com Inc, (2)

                      814,460  
 

Total Software

                      21,757,228  
      Specialty Retail – 2.9%                    
  6,065    

Best Buy Co Inc

          605,226  
  113    

Dick’s Sporting Goods Inc

          6,352  
  12,326    

Home Depot Inc

          3,274,032  
  13,769    

Lowe’s Cos Inc

          2,210,062  
  4,370    

Tiffany & Co

          574,437  
  19,493    

TJX Cos Inc

          1,331,177  
  2,594    

Urban Outfitters Inc, (2)

                      66,406  
 

Total Specialty Retail

                      8,067,692  
      Technology Hardware, Storage & Peripherals – 7.4%                    
  154,716    

Apple Inc, (3)

                      20,529,266  
      Textiles, Apparel & Luxury Goods – 0.8%                    
  1,297    

Kontoor Brands Inc

          52,606  
  10,201    

NIKE Inc, Class B

          1,443,136  
  7,353    

VF Corp

                      628,020  
 

Total Textiles, Apparel & Luxury Goods

                      2,123,762  
      Thrifts & Mortgage Finance – 0.1%                    
  2,768    

MGIC Investment Corp

          34,738  
  10,698    

New York Community Bancorp Inc

          112,864  
  440    

PennyMac Financial Services Inc

          28,873  
  1,111    

Radian Group Inc

                      22,498  
 

Total Thrifts & Mortgage Finance

                      198,973  
      Tobacco – 0.6%                    
  17,306    

Altria Group Inc

          709,546  
  10,672    

Philip Morris International Inc

                      883,535  
 

Total Tobacco

                      1,593,081  
      Trading Companies & Distributors – 0.5%                    
  3,193    

WW Grainger Inc

                      1,303,830  
      Unknown Industry – 0.1%                    
  12,922    

NOV Inc, (2)

                      177,419  
      Water Utilities – 0.0%                    
  768    

American States Water Co

          61,063  
  625    

California Water Service Group

                      33,769  
 

Total Water Utilities

                      94,832  
      Wireless Telecommunication Services – 0.0%                    
  1,094    

United States Cellular Corp, (2)

                      33,575  
 

Total Common Stocks (cost $88,250,912)

                      275,057,961  

 

44


  
  

 

Shares     Description (1), (5)                   Value  
      EXCHANGE-TRADED FUNDS – 1.4%                    
  20,000    

Vanguard Total Stock Market ETF

                    $ 3,892,800  
 

Total Exchange-Traded Funds (cost $3,662,099)

                      3,892,800  
Shares     Description (1)                   Value  
 

WARRANTS – 0.0%

       
      Oil, Gas & Consumable Fuels – 0.0%                    
  2,117    

Occidental Petroleum Corp

                    $ 14,417  
 

Total Warrants (cost $10,479)

                      14,417  
Shares     Description (1)                   Value  
 

COMMON STOCK RIGHTS – 0.0%

       
      Pharmaceuticals – 0.0%                    
  13,500    

Bristol-Myers Squibb Co

                    $ 9,316  
 

Total Common Stock Rights (cost $28,755)

                      9,316  
 

Total Long-Term Investments (cost $91,952,245)

                      278,974,494  
Shares     Description (1)   Coupon              Value  
 

INVESTMENTS PURCHASED WITH COLLATERAL FROM SECURITIES LENDING – 0.0%

       
      Money Market Funds – 0.0%                    
  12,309    

State Street Navigator Securities Lending Government Money Market Portfolio, (6)

    0.080% (7)               $ 12,309  
 

Total Investments Purchased with Collateral from Securities Lending (cost $12,309)

 

     12,309  
Principal
Amount (000)
    Description (1)   Coupon      Maturity      Value  
 

SHORT-TERM INVESTMENTS – 0.7%

       
      REPURCHASE AGREEMENTS – 0.7%                    
$ 1,925    

Repurchase Agreement with Fixed Income Clearing Corporation, dated 12/31/20, repurchase price $1,924,677, collateralized by $1,820,000, U.S. Treasury Notes, 2.750%, due 8/31/23, value $1,963,272

    0.000%        1/04/21      $ 1,924,677  
 

Total Short-Term Investments (cost $1,924,677)

                      1,924,677  
 

Total Investments (cost $93,889,231) – 101.1%

                      280,911,480  
 

Other Assets Less Liabilities – (1.1)% (8)

                      (2,962,834
 

Net Assets – 100%

                    $ 277,948,646  

Investments in Derivatives

Options Purchased

 

Description (9)      Type        Number of
Contracts
       Notional
Amount (10)
       Exercise
Price
       Expiration
Date
       Value  

Cboe Volatility Index (premiums paid $8,316)

       Put          200        $ 380,000        $ 19          1/20/21        $ 5,500  

 

45


SPXX    Nuveen S&P 500 Dynamic Overwrite Fund (continued)
   Portfolio of Investments    December 31, 2020

 

Options Written

 

Description (9)      Type        Number of
Contracts
       Notional
Amount (10)
       Exercise
Price
       Expiration
Date
       Value  

NASDAQ 100® Stock Index

       Call          (7      $ (9,520,000      $ 13,600          1/15/21        $ (10,395

S&P 500® Index

       Call          (18        (6,930,000        3,850          1/15/21          (19,530

S&P 500® Index

       Call          (60        (22,260,000        3,710          1/15/21          (480,000

S&P 500® Index

       Call          (325        (120,900,000        3,720          1/15/21          (2,362,750

Total Options Written (premiums received $2,488,770)

 

       (410      $ (159,610,000                            $ (2,872,675

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.

 

(1)

All percentages shown in the Portfolio of Investments are based on net assets applicable to common shares unless otherwise noted.

 

(2)

Non-income producing; issuer has not declared an ex-dividend date within the past twelve months.

 

(3)

Investment, or portion of investment, has been pledged to collateralized the net payment obligations for investments in derivatives.

 

(4)

Investment, or a portion of investment, is out on loan for securities lending. The total value of the securities out on loan as of the end of the reporting period was $11,282.

 

(5)

A copy of the most recent financial statements for the exchange-traded funds in which the Fund invests can be obtained directly from the Securities and Exchange Commission on its website at http://www.sec.gov.

 

(6)

The Fund may loan securities representing up to one third of the fair value of its total assets (which includes collateral for securities on loan) to broker dealers, banks, and other institutions. The Fund maintains collateral equal to at least 100% of the fair value of the securities loaned. The cash collateral received by the Fund is invested in this money market fund. See Notes to Financial Statements, Note 4- Portfolio Securities and Investments in Derivatives for more information.

 

(7)

The rate shown is the one-day yield as of the end of the reporting period.

 

(8)

Other assets less liabilities includes the unrealized appreciation (depreciation) of certain over-the-counter (“OTC”) derivatives as presented on the Statement of Assets and Liabilities, when applicable. The unrealized appreciation (depreciation) of OTC cleared and exchange-traded derivatives is recognized as part of the cash collateral at brokers and/or the receivable or payable for variation margin as presented on the Statement of Assets and Liabilities, when applicable. Other assets less liabilities also includes the value of options as presented on the Statement of Assets and Liabilities.

 

(9)

Exchange-traded, unless otherwise noted.

 

(10)

For disclosure purposes, Notional Amount is calculated by multiplying the Number of Contracts by the Exercise Price by 100.

 

Cboe

Chicago Board Options Exchange

 

ETF

Exchange-Traded Fund

 

REIT

Real Estate Investment Trust

 

S&P

Standard & Poor’s

 

See accompanying notes to financial statements.

 

46


QQQX   

Nuveen NASDAQ 100 Dynamic
Overwrite Fund

 

Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
 

LONG-TERM INVESTMENTS – 101.2%

       
 

COMMON STOCKS – 100.8%

       
      Air Freight & Logistics – 0.1%                    
  2,896    

FedEx Corp

                    $ 751,860  
      Airlines – 0.2%                    
  11,239    

Delta Air Lines Inc

          451,920  
  7,099    

Ryanair Holdings PLC, Sponsored ADR, (2)

          780,748  
  25,632    

Southwest Airlines Co

                      1,194,708  
 

Total Airlines

                      2,427,376  
      Auto Components – 0.1%                    
  23,148    

Gentex Corp

          785,412  
  4,110    

Lear Corp

                      653,613  
 

Total Auto Components

                      1,439,025  
      Automobiles – 3.2%                    
  40,233    

Ford Motor Co

          353,648  
  48,584    

Tesla Inc, (2)

                      34,284,271  
 

Total Automobiles

                      34,637,919  
      Beverages – 1.0%                    
  24,003    

Brown-Forman Corp, Class B

          1,906,558  
  95,731    

Monster Beverage Corp, (2)

                      8,853,203  
 

Total Beverages

                      10,759,761  
      Biotechnology – 4.8%                    
  109,894    

Amgen Inc, (3)

          25,266,829  
  17,467    

Biogen Inc, (2)

          4,276,970  
  202,693    

Gilead Sciences Inc

          11,808,894  
  11,093    

Ionis Pharmaceuticals Inc, (2)

          627,198  
  11,875    

Moderna Inc, (2)

          1,240,581  
  18,529    

Regeneron Pharmaceuticals Inc, (2)

          8,951,545  
  3,808    

United Therapeutics Corp, (2)

                      578,016  
 

Total Biotechnology

                      52,750,033  
      Capital Markets – 0.6%                    
  10,425    

Moody’s Corp

          3,025,752  
  23,851    

Morgan Stanley

          1,634,509  
  11,348    

SEI Investments Co

          652,169  
  5,699    

T Rowe Price Group Inc

                      862,772  
 

Total Capital Markets

                      6,175,202  
      Chemicals – 0.3%                    
  6,204    

Ecolab Inc

          1,342,298  
  3,175    

Sherwin-Williams Co

                      2,333,339  
 

Total Chemicals

                      3,675,637  
      Commercial Services & Supplies – 0.5%                    
  10,872    

Copart Inc, (2)

          1,383,462  
  8,008    

IAA Inc, (2)

          520,360  
  15,793    

Tetra Tech Inc

          1,828,514  
  7,562    

Waste Connections Inc

          775,634  
  9,915    

Waste Management Inc

                      1,169,276  
 

Total Commercial Services & Supplies

                      5,677,246  

 

47


QQQX    Nuveen NASDAQ 100 Dynamic Overwrite Fund (continued)
   Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
      Communications Equipment – 2.7%                    
  627,638    

Cisco Systems Inc

        $ 28,086,801  
  5,262    

F5 Networks Inc, (2)

                      925,796  
 

Total Communications Equipment

                      29,012,597  
      Containers & Packaging – 0.0%                    
  4,212    

Ball Corp

                      392,474  
      Distributors – 0.3%                    
  8,210    

Pool Corp

                      3,058,225  
      Diversified Consumer Services – 0.2%                    
  45,483    

Service Corp International/US

                      2,233,215  
      Electrical Equipment – 0.2%                    
  9,896    

Rockwell Automation Inc

                      2,482,016  
      Electronic Equipment, Instruments & Components – 0.1%                    
  8,100    

Keysight Technologies Inc, (2)

          1,069,929  
  2,823    

National Instruments Corp

                      124,043  
 

Total Electronic Equipment, Instruments & Components

                      1,193,972  
      Equity Real Estate Investment Trust – 0.2%                    
  57,484    

CubeSmart

                      1,932,037  
      Food & Staples Retailing – 0.3%                    
  4,001    

Casey’s General Stores Inc

          714,659  
  26,637    

Kroger Co

          845,991  
  9,160    

Sysco Corp

          680,221  
  21,374    

US Foods Holding Corp, (2)

                      711,968  
 

Total Food & Staples Retailing

                      2,952,839  
      Food Products – 0.1%                    
  16,004    

Conagra Brands Inc

                      580,305  
      Health Care Equipment & Supplies – 1.5%                    
  72,225    

Abbott Laboratories

          7,907,915  
  3,843    

Becton Dickinson and Co

          961,596  
  16,846    

Danaher Corp

          3,742,170  
  8,881    

Hill-Rom Holdings Inc

          870,072  
  3,909    

Stryker Corp

          957,861  
  11,687    

Zimmer Biomet Holdings Inc

                      1,800,850  
 

Total Health Care Equipment & Supplies

                      16,240,464  
      Health Care Providers & Services – 0.2%                    
  4,308    

McKesson Corp

          749,247  
  8,366    

Universal Health Services Inc, Class B

                      1,150,325  
 

Total Health Care Providers & Services

                      1,899,572  
      Hotels, Restaurants & Leisure – 0.3%                    
  10,528    

Darden Restaurants Inc

          1,254,095  
  30,743    

Restaurant Brands International Inc

                      1,878,705  
 

Total Hotels, Restaurants & Leisure

                      3,132,800  
      Household Durables – 0.1%                    
  43,730    

KB Home

                      1,465,830  
      Industrial Conglomerates – 0.1%                    
  6,042    

Honeywell International Inc

                      1,285,133  
      Insurance – 0.1%                    
  23,048    

Fidelity National Financial Inc

                      900,946  

 

48


  
  

 

Shares     Description (1)                   Value  
      Interactive Media & Services – 14.7%                    
  29,558    

Alphabet Inc, Class A, (2), (3)

        $ 51,804,533  
  25,936    

Alphabet Inc, Class C, (2), (3)

          45,436,760  
  44,879    

Baidu Inc, ADR (2)

          9,704,635  
  169,837    

Facebook Inc, Class A, (2)

          46,392,675  
  39,995    

Match Group Inc, (2)

          6,046,844  
  31,584    

Twitter Inc, (2)

                      1,710,273  
 

Total Interactive Media & Services

                      161,095,720  
      Internet & Direct Marketing Retail – 14.8%                    
  40,484    

Amazon.com Inc, (2), (3)

          131,853,554  
  8,286    

Booking Holdings Inc, (2)

          18,455,159  
  220,880    

eBay Inc

                      11,099,220  
 

Total Internet & Direct Marketing Retail

                      161,407,933  
      IT Services – 4.6%                    
  7,635    

Black Knight Inc, (2)

          674,552  
  47,376    

Jack Henry & Associates Inc

          7,674,438  
  179,827    

PayPal Holdings Inc, (2)

                      42,115,484  
 

Total IT Services

                      50,464,474  
      Leisure Products – 0.0%                    
  3,212    

Peloton Interactive Inc, Class A, (2)

                      487,325  
      Life Sciences Tools & Services – 0.3%                    
  12,612    

Agilent Technologies Inc

          1,494,396  
  5,019    

Charles River Laboratories International Inc, (2)

                      1,254,047  
 

Total Life Sciences Tools & Services

                      2,748,443  
      Machinery – 0.2%                    
  10,028    

Caterpillar Inc

          1,825,297  
  7,766    

Fortive Corp

                      549,988  
 

Total Machinery

                      2,375,285  
      Media – 3.7%                    
  713,435    

Comcast Corp, Class A

          37,383,994  
  83,840    

News Corp, Class A

          1,506,605  
  69,579    

News Corp, Class B

          1,236,419  
  20,215    

ViacomCBS Inc, Class B

                      753,211  
 

Total Media

                      40,880,229  
      Multiline Retail – 0.2%                    
  10,635    

Target Corp

                      1,877,397  
      Pharmaceuticals – 0.8%                    
  118,173    

Bristol-Myers Squibb Co, (3)

          7,330,271  
  6,272    

Jazz Pharmaceuticals PLC, (2)

                      1,035,194  
 

Total Pharmaceuticals

                      8,365,465  
      Professional Services – 0.3%                    
  10,853    

IHS Markit Ltd

          974,925  
  12,068    

ManpowerGroup Inc

          1,088,292  
  20,634    

Robert Half International Inc

                      1,289,213  
 

Total Professional Services

                      3,352,430  
      Semiconductors & Semiconductor Equipment – 12.8%                    
  96,767    

Analog Devices Inc, (3)

          14,295,389  
  185,349    

Applied Materials Inc, (3)

          15,995,619  
  435,480    

Intel Corp

          21,695,614  
  86,774    

NVIDIA Corp

          45,313,383  
  29,359    

ON Semiconductor Corp, (2)

          960,920  
  12,494    

Power Integrations Inc

          1,022,759  
  232,218    

QUALCOMM Inc

          35,376,090  
  9,889    

Silicon Laboratories Inc, (2)

          1,259,265  

 

49


QQQX    Nuveen NASDAQ 100 Dynamic Overwrite Fund (continued)
   Portfolio of Investments    December 31, 2020

 

Shares     Description (1)                   Value  
      Semiconductors & Semiconductor Equipment (continued)                    
  21,231    

Skyworks Solutions Inc

        $ 3,245,795  
  9,087    

Taiwan Semiconductor Manufacturing Co Ltd, Sponsored ADR

                      990,846  
 

Total Semiconductors & Semiconductor Equipment

                      140,155,680  
      Software – 15.5%                    
  18,951    

ANSYS Inc, (2)

          6,894,374  
  56,795    

Autodesk Inc, (2), (3)

          17,341,785  
  12,546    

CDK Global Inc

          650,259  
  606,759    

Microsoft Corp

          134,955,337  
  22,586    

Open Text Corp

          1,026,760  
  42,113    

Oracle Corp

          2,724,290  
  13,058    

PTC Inc, (2)

          1,561,867  
  11,073    

Zoom Video Communications Inc, Class A, (2)

                      3,735,144  
 

Total Software

                      168,889,816  
      Specialty Retail – 0.5%                    
  4,707    

Advance Auto Parts Inc

          741,399  
  843    

AutoZone Inc, (2)

          999,326  
  17,372    

Bed Bath & Beyond Inc, (4)

          308,527  
  21,056    

CarMax Inc, (2)

          1,988,950  
  18,467    

Dick’s Sporting Goods Inc

          1,038,030  
  17,348    

Urban Outfitters Inc, (2)

                      444,109  
 

Total Specialty Retail

                      5,520,341  
      Technology Hardware, Storage & Peripherals – 14.7%                    
  1,209,859    

Apple Inc, (3)

          160,536,191  
  6,751    

NetApp Inc

                      447,186  
 

Total Technology Hardware, Storage & Peripherals

                      160,983,377  
      Textiles, Apparel & Luxury Goods – 0.1%                    
  5,276    

PVH Corp

          495,364  
  18,741    

Skechers USA Inc, Class A, (2)

                      673,551  
 

Total Textiles, Apparel & Luxury Goods

                      1,168,915  
      Wireless Telecommunication Services – 0.4%                    
  18,530    

IAC/InterActiveCorp, (2)

          3,508,655  
  11,584    

United States Cellular Corp, (2)

                      355,513  
 

Total Wireless Telecommunication Services

                      3,864,168  
 

Total Common Stocks (cost $256,285,420)

                      1,100,693,482  
Shares     Description (1), (5)                   Value  
 

EXCHANGE-TRADED FUNDS – 0.4%

       
  20,000    

Vanguard Total Stock Market ETF

                    $ 3,892,800  
 

Total Exchange-Traded Funds (cost $3,395,345)

                      3,892,800  
Shares     Description (1)                   Value  
 

COMMON STOCK RIGHTS – 0.0%

       
      Pharmaceuticals – 0.0%                    
  137,136    

Bristol-Myers Squibb Co

                    $ 94,637  
 

Total Common Stock Rights (cost $292,100)

                      94,637  
 

Total Long-Term Investments (cost $259,972,865)

                      1,104,680,919  
Shares     Description (1)   Coupon              Value  
 

INVESTMENTS PURCHASED WITH COLLATERAL FROM SECURITIES LENDING – 0.0%

 

  
      Money Market Funds – 0.0%                    
  331,970    

State Street Navigator Securities Lending Government Money Market Portfolio, (6)

    0.080% (7)               $ 331,970  
 

Total Investments Purchased with Collateral from Securities Lending (cost $331,970)

                      331,970  

 

50


  
  

 

Principal
Amount (000)
    Description (1)   Coupon      Maturity      Value  
 

SHORT-TERM INVESTMENTS – 0.2%

       
 

REPURCHASE AGREEMENTS – 0.2%

       
$ 2,451    

Repurchase Agreement with Fixed Income Clearing Corporation, dated 12/31/20, repurchase price $2,451,082, collateralized by $2,500,100, U.S. Treasury Notes, 0.125%, due 7/15/23, value $2,500,168

    0.000%        1/04/21      $ 2,451,082  
 

Total Short-Term Investments (cost $2,451,082)

                      2,451,082  
 

Total Investments (cost $262,755,917) – 101.4%

                      1,107,463,971  
 

Other Assets Less Liabilities – (1.4)% (8)

                      (15,155,526
 

Net Assets – 100%

                    $ 1,092,308,445  

Investments in Derivatives

Options Purchased

 

Description (9)      Type        Number of
Contracts
       Notional
Amount (10)
       Exercise
Price
       Expiration
Date
       Value  

Cboe Volatility Index (premiums paid $16,632)

       Put          400        $ 760,000        $ 19          1/20/21        $ 11,000  

Options Written

 

Description (9)      Type        Number of
Contracts
       Notional
Amount (10)
       Exercise
Price
       Expiration
Date
       Value  

NASDAQ 100® Stock Index

       Call          (27      $ (36,720,000      $ 13,600          1/15/21        $ (40,095

NASDAQ 100® Stock Index

       Call          (65        (82,712,500        12,725          1/15/21          (2,140,775

NASDAQ 100® Stock Index

       Call          (375        (478,125,000        12,750          1/15/21          (11,700,000

S&P 500® Index

       Call          (70        (26,950,000        3,850          1/15/21          (75,950

Total Options Written (premiums received $13,509,389)

 

       (537      $ (624,507,500                            $ (13,956,820

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.

 

(1)

All percentages shown in the Portfolio of Investments are based on net assets applicable to common shares unless otherwise noted.

 

(2)

Non-income producing; issuer has not declared an ex-dividend date within the past twelve months.

 

(3)

Investment, or portion of investment, has been pledged to collateralized the net payment obligations for investments in derivatives.

 

(4)

Investment, or a portion of investment, is out on loan for securities lending. The total value of the securities out on loan as of the end of the reporting period was $305,436.

 

(5)

A copy of the most recent financial statements for the exchange-traded funds in which the Fund invests can be obtained directly from the Securities and Exchange Commission on its website at http://www.sec.gov.

 

(6)

The Fund may loan securities representing up to one third of the fair value of its total assets (which includes collateral for securities on loan) to broker dealers, banks, and other institutions. The Fund maintains collateral equal to at least 100% of the fair value of the securities loaned. The cash collateral received by the Fund is invested in this money market fund. See Notes to Financial Statements, Note 4- Portfolio Securities and Investments in Derivatives for more information.

 

(7)

The rate shown is the one-day yield as of the end of the reporting period.

 

(8)

Other assets less liabilities includes the unrealized appreciation (depreciation) of certain over-the-counter (“OTC”) derivatives as presented on the Statement of Assets and Liabilities, when applicable. The unrealized appreciation (depreciation) of OTC cleared and exchange-traded derivatives is recognized as part of the cash collateral at brokers and/or the receivable or payable for variation margin as presented on the Statement of Assets and Liabilities, when applicable. Other assets less liabilities also includes the value of options as presented on the Statement of Assets and Liabilities.

 

(9)

Exchange-traded, unless otherwise noted.

 

(10)

For disclosure purposes, Notional Amount is calculated by multiplying the Number of Contracts by the Exercise Price by 100.

 

ADR

American Depositary Receipt

 

Cboe

Chicago Board Options Exchange

 

ETF

Exchange-Traded Fund

 

S&P

Standard & Poor’s

 

See accompanying notes to financial statements.

 

51


Statement of Assets and Liabilities

December 31, 2020

 

      BXMX        DIAX        SPXX        QQQX  

Assets

                 

Long-term investments at value (cost $554,911,788, $276,297,199, $91,952,245 and $259,972,865, respectively)(1)

   $ 1,446,024,848        $ 607,774,971        $ 278,974,494        $ 1,104,680,919  

Short-term investments, at value (cost approximates value)

     38,857,846          4,559,957          1,924,677          2,451,082  

Investments purchased with collateral from securities lending, at value (cost approximates value)

     317,525                   12,309          331,970  

Cash

                                1,374  

Options purchased, at value (cost $—, $16,632, $8,316 and $16,632, respectively)

              11,000          5,500          11,000  

Receivable for:

                 

Dividends

     945,172          159,733          186,369          128,174  

Options sold

     3,970,563                             

Reclaims

                                329  

Other assets

     267,919          38,634          41,556          96,205  

Total assets

     1,490,383,873          612,544,295          281,144,905          1,107,701,053  

Liabilities

                 

Options written, at value (premiums received $37,687,451, $5,470,200, $2,488,770 and $13,509,389, respectively)

     48,194,250          6,308,860          2,872,675          13,956,820  

Payable for:

                 

Collateral from securities lending

     317,525                   12,309          331,970  

Options purchased

     8,786,663                             

Accrued expenses:

                 

Management fees

     1,005,592          434,958          190,802          763,080  

Trustees fees

     273,205          41,666          43,010          99,389  

Other

     352,507          157,335          77,463          241,349  

Total liabilities

     58,929,742          6,942,819          3,196,259          15,392,608  

Net assets applicable to common shares

   $ 1,431,454,131        $ 605,601,476        $ 277,948,646        $ 1,092,308,445  

Common shares outstanding

     104,086,837          36,366,913          17,191,758          41,507,902  

Net asset value (“NAV”) per common share outstanding

   $ 13.75        $ 16.65        $ 16.17        $ 26.32  

Net assets applicable to common shares consist of:

                                         

Common shares, $0.01 par value per share

   $ 1,040,868        $ 363,669        $ 171,918        $ 415,079  

Paid-in surplus

     563,830,966          274,112,156          117,841,496          289,708,405  

Total distributable earnings

     866,582,297          331,125,651          159,935,232          802,184,961  

Net assets applicable to common shares

   $ 1,431,454,131        $ 605,601,476        $ 277,948,646        $ 1,092,308,445  

Authorized common shares

     Unlimited          Unlimited          Unlimited          Unlimited  
(1)

Includes securities loaned of $300,002, $11,282 and $305,436 for BXMX, SPXX and QQQX, respectively.

 

See accompanying notes to financial statements.

 

52


Statement of Operations

Year Ended December 31, 2020

 

      BXMX        DIAX        SPXX        QQQX  

Investment Income

                 

Dividends

   $ 27,236,114        $ 13,428,472        $ 4,973,938        $ 10,609,418  

Foreign tax withheld on dividend income

     (12,714                          (20,884

Interest

     28,794          1,855          1,201          1,725  

Securities lending Income

     1,627          390          182          2,632  

Total Investment Income

     27,253,821          13,430,717          4,975,321          10,592,891  

Expenses

                 

Management fees

     11,129,761          4,903,201          2,079,385          8,114,888  

Custodian fees

     116,190          53,398          44,163          81,399  

Trustees fees

     37,252          15,919          7,105          27,513  

Professional fees

     129,663          81,331          68,177          133,774  

Shareholder reporting expenses

     186,461          111,611          45,873          131,225  

Shareholder servicing agent fees

     1,085          526          213          558  

Stock exchange listing fees

     28,887          10,684          7,957           

Investor relations expenses

     236,304          111,344          51,590          161,202  

Other

     230,620          129,777          53,792          491,794  

Total expenses

     12,096,223          5,417,791          2,358,255          9,142,353  

Net investment income (loss)

     15,157,598          8,012,926          2,617,066          1,450,538  

Realized and Unrealized Gain (Loss)

                 

Net realized gain (loss) from:

                 

Investments and foreign currency

     163,654,804          100,797,603          12,088,482          158,087,221  

Options purchased

              242,705          119,667          252,805  

Options written

     (139,222,960        (60,651,433        (27,078,672        (184,711,099

Change in net unrealized appreciation (depreciation) of:

                 

Investments and foreign currency

     56,243,154          (63,403,549        28,217,293          179,485,115  

Options purchased

              (5,632        (2,816        (5,632

Options written

     3,384,501          (533,762        (259,815        1,289,113  

Net realized and unrealized gain (loss)

     84,059,499          (23,554,068        13,084,139          154,397,523  

Net increase (decrease) in net assets from operations

   $ 99,217,097        $ (15,541,142      $ 15,701,205        $ 155,848,061  

 

See accompanying notes to financial statements.

 

53


Statement of Changes in Net Assets

 

     BXMX        DIAX  
      Year
Ended
12/31/20
       Year
Ended
12/31/19
       Year
Ended
12/31/20
       Year
Ended
12/31/19
 

Operations

                 

Net investment income (loss)

   $ 15,157,598        $ 16,266,625        $ 8,012,926        $ 9,685,597  

Net realized gain (loss) from:

                 

Investments and foreign currency

     163,654,804          91,040,904          100,797,603          41,997,130  

Options purchased

                       242,705          107,085  

Options written

     (139,222,960        (128,468,045        (60,651,433        (53,907,750

Change in net unrealized appreciation (depreciation) of:

                 

Investments and foreign currency

     56,243,154          246,272,851          (63,403,549        89,858,633  

Options purchased

                       (5,632         

Options written

     3,384,501          (17,672,868        (533,762        1,993,945  

Net increase (decrease) in net assets applicable to common shares from operations

     99,217,097          207,439,467          (15,541,142        89,734,640  

Distributions to Common Shareholders

                 

Dividends

     (12,431,685        (16,177,307        (37,595,326        (9,874,342

Return of capital

     (78,904,515        (80,354,319        (2,917,416        (32,911,527

Decrease in net assets applicable to common shares from distributions to shareholders

     (91,336,200        (96,531,626        (40,512,742        (42,785,869

Capital Share Transactions

                 

Proceeds from shelf offering, net of offering costs

     103,714          3,299,488          400,448          3,692,490  

Net proceeds from common shares issued to shareholders due to reinvestment of distributions

     797,626          795,979                   393,733  

Net increase (decrease) in net assets applicable to common shares from capital share transactions

     901,340          4,095,467          400,448          4,086,223  

Net increase (decrease) in net assets applicable to common shares

     8,782,237          115,003,308          (55,653,436        51,034,994  

Net assets applicable to common shares at the beginning of period

     1,422,671,894          1,307,668,586          661,254,912          610,219,918  

Net assets applicable to common shares at the end of period

   $ 1,431,454,131        $ 1,422,671,894        $ 605,601,476        $ 661,254,912  

 

See accompanying notes to financial statements.

 

54


 

     SPXX        QQQX  
      Year
Ended
12/31/20
       Year
Ended
12/31/19
       Year
Ended
12/31/20
       Year
Ended
12/31/19
 

Operations

                 

Net investment income (loss)

   $ 2,617,066        $ 2,890,348        $ 1,450,538        $ 2,189,322  

Net realized gain (loss) from:

                 

Investments and foreign currency

     12,088,482          8,946,838          158,087,221          76,537,118  

Options purchased

     119,667          38,407          252,805          145,883  

Options written

     (27,078,672        (21,461,425        (184,711,099        (87,367,839

Change in net unrealized appreciation (depreciation) of:

                 

Investments and foreign currency

     28,217,293          57,362,755          179,485,115          215,791,192  

Options purchased

     (2,816                 (5,632         

Options written

     (259,815        782,286          1,289,113          2,970,469  

Net increase (decrease) in net assets applicable to common shares from operations

     15,701,205          48,559,209          155,848,061          210,266,145  

Distributions to Common Shareholders

                 

Dividends

     (2,666,875        (3,025,188        (932,061        (2,259,594

Return of capital

     (14,524,883        (14,715,470        (62,802,006        (58,953,342

Decrease in net assets applicable to common shares from distributions to shareholders

     (17,191,758        (17,740,658        (63,734,067        (61,212,936

Capital Share Transactions

                 

Proceeds from shelf offering, net of offering costs

     4,087,020          5,909,430          48,249,296          35,551,397  

Net proceeds from common shares issued to shareholders due to reinvestment of distributions

     72,207          208,444                   410,076  

Net increase (decrease) in net assets applicable to common shares from capital share transactions

     4,159,227          6,117,874          48,249,296          35,961,473  

Net increase (decrease) in net assets applicable to common shares

     2,668,674          36,936,425          140,363,290          185,014,682  

Net assets applicable to common shares at the beginning of period

     275,279,972          238,343,547          951,945,155          766,930,473  

Net assets applicable to common shares at the end of period

   $ 277,948,646        $ 275,279,972        $ 1,092,308,445        $ 951,945,155  

 

See accompanying notes to financial statements.

 

55


Financial Highlights

 

Selected data for a share outstanding throughout each period:

 

          Investment Operations     Less Distributions to
Common Shareholders
    Common Shares  
     Beginning
Common
Share
NAV
    Net
Investment
Income
(Loss)(a)
    Net
Realized/
Unrealized
Gain (Loss)
    Total     From
Net
Investment
Income
    From
Accumulated
Net Realized
Gains
    Return
of
Capital
    Total     Shelf
Offering
Costs
    Premium
from
Shares
Sold
through
Shelf
Offering
    Ending
NAV
    Ending
Share
Price
 

BXMX

 

Year Ended 12/31:

 

2020

  $ 13.68     $ 0.15     $ 0.80     $ 0.95     $ (0.12   $     $ (0.76   $ (0.88   $   $   $ 13.75     $ 12.88  

2019

    12.61       0.16       1.84       2.00       (0.16           (0.77     (0.93             13.68       13.75  

2018

    14.35       0.15       (0.91     (0.76     (0.16     (0.37     (0.45     (0.98             12.61       12.07  

2017

    13.52       0.16       1.58       1.74       (0.15           (0.76     (0.91                 14.35       14.25  

2016

    13.34       0.18       0.93       1.11       (0.44     (0.29     (0.20     (0.93                 13.52       12.72  

DIAX

 

Year Ended 12/31:

 

2020

    18.20       0.22       (0.66     (0.44     (0.22     (0.81     (0.08     (1.11             16.65       15.20  

2019

    16.90       0.27       2.21       2.48       (0.27           (0.91     (1.18             18.20       17.66  

2018

    19.05       0.25       (1.16     (0.91     (0.25     (0.22     (0.77     (1.24             16.90       16.12  

2017

    16.55       0.26       3.30       3.56       (0.26           (0.80     (1.06                 19.05       18.84  

2016

    15.78       0.27       1.54       1.81       (0.27           (0.77     (1.04                 16.55       15.00  

SPXX

 

Year Ended 12/31:

 

2020

    16.27       0.15       0.75       0.90       (0.15           (0.85     (1.00             16.17       15.24  

2019

    14.42       0.17       2.74       2.91       (0.18           (0.88     (1.06             16.27       16.47  

2018

    16.47       0.18       (1.12     (0.94     (0.18     (0.03     (0.91     (1.12         0.01       14.42       14.04  

2017

    14.98       0.19       2.29       2.48       (0.19           (0.80     (0.99                 16.47       17.31  

2016

    14.72       0.20       1.04       1.24       (0.85           (0.13     (0.98                 14.98       14.40  

QQQX

 

Year Ended 12/31:

 

2020

    24.12       0.04       3.70       3.74       (0.01           (1.55     (1.56         0.02       26.32       26.01  

2019

    20.27       0.06       5.33       5.39       (0.05           (1.51     (1.56         0.02       24.12       24.05  

2018

    22.84       0.06       (0.98     (0.92     (0.06     (1.37     (0.25     (1.68         0.03       20.27       20.00  

2017

    19.58       0.04       4.66       4.70       (0.04     (0.50     (0.90     (1.44                 22.84       24.21  

2016

    19.98       0.09       0.91       1.00       (0.09     (0.81     (0.50     (1.40                 19.58       18.56  

 

56


 

 

            Common Share Supplemental Data/
Ratios Applicable to Common Shares
 
Common Share
Total Returns
          Ratios to Average Net Assets        
Based
on
NAV(b)
        
    
    
Based
on
Share
Price(b)
    Ending
Net Assets
(000)
    Expenses     Net
Investment
Income (Loss)
    Portfolio
Turnover
Rate(c)
 
                                             
         
  7.92     1.16   $ 1,431,454       0.91     1.14     22
  16.16       22.08       1,422,672       0.91       1.18       4  
  (5.56     (8.88     1,307,669       0.89       1.10       5  
  13.21       19.59       1,486,003       0.91       1.12       2  
  8.68       1.75       1,399,863       0.93       1.34       5  
                                             
         
  (1.49     (6.73     605,601       0.94       1.40       27  
  14.94       17.07       661,255       0.95       1.49       6  
  (5.01     (8.27     610,220       0.92       1.37       9  
  22.12       33.65       687,579       0.93       1.47       5  
  11.95       12.18       597,216       0.94       1.73       6  
                                             
         
  6.60       (0.24     277,949       0.93       1.03       20  
  20.62       25.40       275,280       0.99       1.11       8  
  (6.03     (12.99     238,344       0.91       1.08       16  
  16.91       27.91       266,065       0.92       1.18       11  
  8.73       14.75       242,003       0.93       1.39       13  
                                             
         
  16.61       15.66       1,092,308       0.94       0.15       20  
  27.33       28.73       951,945       0.91       0.25       11  
  (4.39     (11.15     766,930       0.91       0.25       23  
  24.63       39.24       836,161       0.93       0.17       17  
  5.28       3.30       715,835       0.94       0.49       17  

 

(a)

Per share Net Investment Income (Loss) is calculated using the average daily shares method.

(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.

(c)

Portfolio Turnover Rate is calculated based on the lesser of long-term purchases or sales (as disclosed in Note 4 – Portfolio Securities and Investments in Derivatives) divided by the average long-term market value during the period.

*

Rounds to less than $0.01 per share.

 

See accompanying notes to financial statements.

 

57


Notes to Financial Statements

 

1. General Information

Fund Information

The funds covered in this report and their corresponding New York Stock Exchange (“NYSE”) or Nasdaq National Market (“Nasdaq”) symbols are as follows (each a “Fund” and collectively, the “Funds”):

 

   

Nuveen S&P 500 Buy-Write Income Fund (BXMX)

 

   

Nuveen Dow 30SM Dynamic Overwrite Fund (DIAX)

 

   

Nuveen S&P 500 Dynamic Overwrite Fund (SPXX)

 

   

Nuveen Nasdaq 100 Dynamic Overwrite Fund (QQQX)

The Funds are registered under the Investment Company Act of 1940 (the “1940 Act”), as amended, as diversified (non-diversified for DIAX and QQQX) closed-end management investment companies. Shares of BXMX, DIAX and SPXX are traded on the NYSE while shares of QQQX are traded on the Nasdaq. BXMX, DIAX, SPXX and QQQX were organized as Massachusetts business trusts on July 23, 2004, May 20, 2014, November 11, 2004 and May 20, 2014, respectively.

The end of the reporting period for the Funds is December 31, 2020, and the period covered by these Notes to Financial Statements is the fiscal year ended December 31, 2020 (the “current fiscal period”).

Investment Adviser and Sub-Adviser

The Funds’ 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 Funds, oversees the management of the Funds’ portfolios, manages the Funds’ business affairs and provides certain clerical, bookkeeping and other administrative services, and, if necessary, asset allocation decisions. The Adviser has entered into sub-advisory agreements with Gateway Investment Advisers, LLC (“Gateway”), under which Gateway manages BXMX’s investment portfolio and Nuveen Asset Management, LLC (“NAM”), a subsidiary of the Adviser, under which NAM manages the investment portfolios of DIAX, SPXX and QQQX.

Other Matters

The outbreak of the novel coronavirus (“COVID-19”) and subsequent global pandemic began significantly impacting the U.S. and global financial markets and economies during the calendar quarter ended March 31, 2020. The worldwide spread of COVID-19 has created significant uncertainty in the global economy. The duration and extent of COVID-19 over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19 and the extent to which COVID-19 impacts the Funds’ normal course of business, results of operations, investments, and cash flows will depend on future developments, which are highly uncertain and difficult to predict. Management continues to monitor and evaluate this situation.

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. Each Fund is an investment company and follows the 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 Funds.

Compensation

The Funds pay no compensation directly to those of its trustees who are affiliated with the Adviser or to its officers, all of whom receive remuneration for their services to the Funds from the Adviser or its affiliates. The Funds’ Board of Trustees (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.

 

58


 

Distributions to Common Shareholders

Distributions to shareholders are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP.

Each Fund makes quarterly cash distributions to shareholders of a stated dollar amount per share. Subject to approval and oversight by the Board, each Fund seeks to maintain a stable distribution level designed to deliver the long-term return potential of each Fund’s investment strategy through regular quarterly distributions (a “Managed Distribution Program”). Total distributions during a calendar year generally will be made from each Fund’s net investment income, net realized capital gains and net unrealized capital gains in the Fund’s portfolio, if any. The portion of distributions paid attributed to net unrealized gains, if any, is distributed from the Fund’s assets and is treated by shareholders as a nontaxable distribution (“return of capital”) for tax purposes. In the event that total distributions during a calendar year exceed a Fund’s total return on NAV, the difference will reduce NAV per share. If a Fund’s total return on NAV exceeds total distributions during a calendar year, the excess will be reflected as an increase in NAV per share. The final determination of the source and character of all distributions paid by a Fund during the fiscal year is made after the end of the fiscal year and is reflected in the financial statements contained in the annual report as of December 31 each year.

Foreign Currency Transactions and Translation

To the extent that the Funds invest in securities and/or contracts that are denominated in a currency other than U.S. dollars, the Funds will be subject to currency risk, which is the risk that an increase in the U.S. dollar relative to the foreign currency will reduce returns or portfolio value. Generally, when the U.S. dollar rises in value against a foreign currency, the Funds’ investments denominated in that currency will lose value because their currency is worth fewer U.S. dollars; the opposite effect occurs if the U.S. dollar falls in relative value. Investments and other assets and liabilities denominated in foreign currencies are converted into U.S. dollars on a spot (i.e. cash) basis at the spot rate prevailing in the foreign currency exchange market at the time of valuation. Purchases and sales of investments and income denominated in foreign currencies are translated into U.S. dollars on the respective dates of such transactions.

The books and records of the Funds are maintained in U.S. dollars. Assets, including investments, and liabilities denominated in foreign currencies are translated into U.S. dollars at the end of each day. Purchases and sales of securities, income and expenses are translated into U.S. dollars at the prevailing exchange rate on the respective dates of the transactions.

Net realized foreign currency gains and losses resulting from changes in exchange rates associated with (i) foreign currency, (ii) investments and (iii) derivatives include foreign currency gains and losses between trade date and settlement date of the transactions, foreign currency transactions, and the difference between the amounts of interest and dividends recorded on the books of the Funds and the amounts actually received are recognized as a component of “Net realized gain (loss) from investments and foreign currency” on the Statement of Operations, when applicable.

The unrealized gains and losses resulting from changes in foreign currency exchange rates and changes in foreign exchange rates associated with (i) investments and (ii) other assets and liabilities are recognized as a component of “Change in net unrealized appreciation (depreciation) of investments and foreign currency” on the Statement of Operations, when applicable. The unrealized gains and losses resulting from changes in foreign exchange rates associated with investments in derivatives are recognized as a component of the respective derivative’s related “Change in net unrealized appreciation (depreciation)” on the Statement of Operations, when applicable.

Indemnifications

Under the Funds’ organizational documents, their officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the normal course of business, the Funds enter into contracts that provide general indemnifications to other parties. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, the Funds have not had prior claims or losses pursuant to these contracts and expect 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 certain 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 is recorded on an accrual basis. Securities Lending income is comprised of fees earned from borrowers and income earned on cash collateral investments.

Netting Agreements

In the ordinary course of business, the Funds may enter into transactions subject to enforceable master repurchase agreements, International Swaps and Derivatives Association, Inc. (ISDA) master agreements or other similar arrangements (“netting agreements”). Generally, the right to offset in netting agreements allows each 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, each Fund manages its cash collateral and securities collateral on a counterparty basis.

 

59


Notes to Financial Statements (continued)

 

The Funds’ investments subject to netting agreements as of the end of the reporting period, if any, are further described in Note 4 – Portfolio Securities and Investments in Derivatives.

New Accounting Pronouncements and Rule Issuances

Reference Rate Reform

In March 2020, FASB issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The main objective of the new guidance is to provide relief to companies that will be impacted by the expected change in benchmark interest rates at the end of 2021, when participating banks will no longer be required to submit London Interbank Offered Rate (LIBOR) quotes by the UK Financial Conduct Authority (FCA). The new guidance allows companies to, provided the only changes to existing contracts are a change to an approved benchmark interest rate, account for modifications as a continuance of the existing contract without additional analysis. For new and existing contracts, the Funds may elect to apply the optional expedients as of March 12, 2020 through December 31, 2022. Management has not yet elected to apply the optional expedients, but is currently assessing the impact of the ASU’s adoption to the Funds’ financial statements and various filings.

Securities and Exchange Commission (“SEC”) Adopts New Rules to Modernize Fund Valuation Framework

In December 2020, the SEC voted to adopt a new rule governing fund valuation practices. New Rule 2a-5 under the 1940 Act establishes requirements for determining fair value in good faith for purposes of the 1940 Act. Rule 2a-5 will permit fund boards to designate certain parties to perform fair value determinations, subject to board oversight and certain other conditions. Rule 2a-5 also defines when market quotations are “readily available” for purposes of Section 2(a)(41) of the 1940 Act, which requires a fund to fair value a security when market quotation are not readily available. The SEC also adopted new Rule 31a-4 under the 1940 Act, which sets forth the recordkeeping requirements associated with fair value determinations. Finally, the SEC is rescinding previously issued guidance on related issues, including the role of a board in determining fair value and the accounting and auditing of fund investments. Rule 2a-5 and Rule 31a-4 will become effective on March 8, 2021, with a compliance date of September 8, 2022. A fund may voluntarily comply with the rules after the effective date, and in advance of the compliance date, under certain conditions. Management is currently assessing the impact of these provisions on the Funds’ financial statements.

3. Investment Valuation and Fair Value Measurements

The Funds’ investments in securities are recorded at their estimated fair value utilizing valuation methods approved by 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 Funds’ major classifications of assets and liabilities measured at fair value follows:

Equity securities and exchange-traded funds listed or traded on a national market or exchange are valued based on their sale price at the official close of business of such market or exchange on the valuation date. Foreign equity securities are valued at the last sale price or official closing price reported on the exchange where traded and converted to U.S. dollars at the prevailing rates of exchange on the date of valuation. To the extent these securities are actively traded and that valuation adjustments are not applied, they are generally classified as Level 1. If there is no official close of business, then the latest available sale price is utilized. If no sales are reported, then the mean of the latest available bid and ask prices is utilized and are generally classified as Level 2.

Prices of certain American Depositary Receipts (“ADR”) held by the Fund that trade in the United States are valued based on the last traded price, official closing price, or an evaluated price provided by the independent pricing service (“pricing service”) and are generally classified as Level 1 or 2.

Purchased and written options traded and listed on a national market or exchange are valued at the mean of the closing bid and asked prices and are generally classified as Level 1.

Over-the-counter (“OTC”) options are marked-to-market daily based upon a price supplied by a pricing service. OTC options 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.

 

60


 

Any portfolio security or derivative for which market quotations are not readily available or for which the above valuation procedures are deemed not to reflect fair value are valued at fair value, as determined in good faith using procedures approved by the Board. As a general principle, the fair value of a security would appear to be 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 of the fair value hierarchy; otherwise they would be classified as Level 3.

The following table summarizes the market value of the Funds’ investments as of the end of the reporting period, based on the inputs used to value them:

 

BXMX    Level 1      Level 2      Level 3      Total  

Long-Term Investments*:

           

Common Stocks

   $ 1,446,024,848      $      $      $ 1,446,024,848  

Investments Purchase with Collateral from Securities Lending

     317,525                      317,525  

Short-Term Investments:

           

Repurchase Agreements

            38,857,846               38,857,846  

Investment in Derivatives:

           

Options Written

     (48,194,250                    (48,194,250

Total

   $ 1,398,148,123      $ 38,857,846      $      $ 1,437,005,969  
DIAX                                

Long-Term Investments*:

           

Common Stocks

   $ 607,774,971      $      $      $ 607,774,971  

Short-Term Investments:

           

Repurchase Agreements

            4,559,957               4,559,957  

Investment in Derivatives:

           

Options Purchased

     11,000                      11,000  

Options Written

     (6,308,860                    (6,308,860

Total

   $ 601,477,111      $ 4,559,957      $      $ 606,037,068  
SPXX                                

Long-Term Investments*:

           

Common Stocks

   $ 275,057,961      $      $      $ 275,057,961  

Exchange Traded Funds

     3,892,800                      3,892,800  

Warrants

     14,417                      14,417  

Common Stock Rights

     9,316                      9,316  

Investments Purchase with Collateral from Securities Lending

     12,309                      12,309  

Short-Term Investments:

           

Repurchase Agreements

            1,924,677               1,924,677  

Investment in Derivatives:

           

Options Purchased

     5,500                      5,500  

Options Written

     (2,872,675                    (2,872,675

Total

   $ 276,119,628      $ 1,924,677      $      $ 278,044,305  
QQQX                                

Long-Term Investments*:

           

Common Stocks

   $ 1,100,693,482      $      $      $ 1,100,693,482  

Exchange Traded Funds

     3,892,800                      3,892,800  

Common Stock Rights

     94,637                      94,637  

Investments Purchase with Collateral from Securities Lending

     331,970                      331,970  

Short-Term Investments:

           

Repurchase Agreements

            2,451,082               2,451,082  

Investment in Derivatives:

           

Options Purchased

     11,000                      11,000  

Options Written

     (13,956,820                    (13,956,820

Total

   $ 1,091,067,069      $ 2,451,082      $      $ 1,093,518,151  
*

Refer to the Fund’s Portfolio of Investments for industry classifications, when applicable.

 

61


Notes to Financial Statements (continued)

 

4. Portfolio Securities and Investments in Derivatives

Portfolio Securities

Repurchase Agreements

In connection with transactions in repurchase agreements, it is each 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 Funds that are subject to netting agreements as of the end of the reporting period, and the collateral delivered related to those repurchase agreements.

 

Fund    Counterparty    Short-Term
Investments, at Value
       Collateral
Pledged (From)
Counterparty*
       Net
Exposure
 
BXMX   

Fixed Income Clearing Corporation

   $ 38,857,846        $ (38,857,846      $  
DIAX   

Fixed Income Clearing Corporation

     4,559,957          (4,559,957         
SPXX   

Fixed Income Clearing Corporation

     1,924,677          (1,924,677         
QQQX   

Fixed Income Clearing Corporation

     2,451,082          (2,451,082         
*

As of the end of the reporting period, the value of the collateral pledged from the counterparty exceeded the value of the repurchase agreements. Refer to the Fund’s Portfolio of Investments for details on the repurchase agreements.

Securities Lending

Effective August 14, 2020, each Fund may lend securities representing up to one-third of the value of its total assets to broker-dealers, banks, and other institutions in order to generate additional income. When loaning securities, the Fund retains the benefits of owning the securities, including the economic equivalent of dividends or interest generated by the security. The loans are continuous, can be recalled at any time, and have no set maturity. The Funds’ custodian, State Street Bank and Trust Company, serves as the securities lending agent (the “Agent”).

When a Fund loans its portfolio securities, it will receive, at the inception of each loan, cash collateral equal to an amount not less than 100% of the market value of the loaned securities. The actual percentage of the cash collateral will vary depending upon the asset type of the loaned securities. Collateral for the loaned securities is invested in a government money market vehicle maintained by the Agent, which is subject to the requirements of Rule 2a-7 under the 1940 Act. The value of the loaned securities and the liability to return the cash collateral received are recognized on the Statement of Assets and Liabilities. If the market value of the loaned securities increases, the borrower must furnish additional collateral to the Fund, which is also recognized on the Statement of Assets and Liabilities. Securities out on loan are subject to termination at any time at the option of the borrower or the Fund. Upon termination, the borrower is required to return to the Fund securities identical to the securities loaned. During the term of the loan, the Fund bears the market risk with respect to the investment of collateral and the risk that the Agent may default on its contractual obligations to the Fund. The Agent bears the risk that the borrower may default on its obligation to return the loaned securities as the Agent is contractually obligated to indemnify the Fund if at the time of a default by a borrower some or all of the loan securities have not been returned.

Securities lending income recognized by a Fund consists of earnings on invested collateral and lending fees, net of any rebates to the borrower and compensation to the Agent. Such income is recognized on the Statement of Operations.

As of the end of the reporting period, the total value of the loaned securities and the total value of collateral received were as follows:

 

Fund   Asset Class
out on Loan
     Long-Term
Investments, at Value
       Total
Collateral Received
 

BXMX

  Common Stock      $ 300,002        $ 317,525  

SPXX

  Common Stock        11,282          12,309  

QQQX

  Common Stock        305,436          331,970  

Investment Transactions

Long-term purchases and sales (excluding derivative transactions) during the current fiscal period were as follows:

 

     BXMX        DIAX        SPXX     QQQX  

Purchases

  $ 290,703,682        $ 157,685,426        $ 52,278,363     $ 200,997,737  

Sales

    492,840,334          250,044,034          88,441,006       392,752,655  

The Funds 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

 

62


 

this period. The Funds have earmarked securities in their portfolios with a current value at least equal to the amount of the when-issued/delayed-delivery purchase commitments. If a 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.

Investments in Derivatives

Each Fund is authorized to invest in certain derivative instruments, such as futures, options and swap contracts. Each Fund limits its investments in futures, options on futures and swap contracts to the extent necessary for the Adviser to claim the exclusion from registration by the Commodity Futures Trading Commission as a commodity pool operator with respect to the Fund. The Funds record derivative instruments at fair value, with changes in fair value recognized on the Statement of Operations, when applicable. Even though the Funds’ investments in derivatives may represent economic hedges, they are not considered to be hedge transactions for financial reporting purposes.

Options Transactions

The purchase of options involves the risk of loss of all or a part of the cash paid for the options (the premium). The market risk associated with purchasing options is limited to the premium paid. The counterparty credit risk of purchasing options, however, needs to take into account the current value of the option, as this is the performance expected from the counterparty. When a Fund purchases an option, an amount equal to the premium paid (the premium plus commission) is recognized as a component of “Options purchased, at value” on the Statement of Asset and Liabilities. When a Fund writes an option, an amount equal to the net premium received (the premium less commission) is recognized as a component of “Options written, at value” on the Statement of Assets and Liabilities and is subsequently adjusted to reflect the current value of the written option until the option is exercised or expires or the Fund enters into a closing purchase transaction. The changes in the value of options purchased and/or written during the fiscal period are recognized as a component of “Change in net unrealized appreciation (depreciation) of options purchased and/or written” on the Statement of Operations. When an option is exercised or expires or a Fund enters into a closing purchase transaction, the difference between the net premium received, and any amount paid at expiration or on executing a closing purchase transaction, including commission, is recognized as a component of “Net realized gain (loss) from options purchased and/or written” on the Statement of Operations. The Fund, as writer of an option, has no control over whether the underlying instrument may be sold (called) or purchased (put) and as a result bears the risk of an unfavorable change in the market value of the instrument underlying the written option. There is also the risk the Fund may not be able to enter into a closing transaction because of an illiquid market.

During the current fiscal period, BXMX sold call options on equity indices as part of its overall investment strategy with the notional amount of these options averaging 99% of the Fund’s assets.

During the current fiscal period, DIAX, SPXX and QQQX, each sold call options on equity indices as part of its overall investment strategy with the notional amounts of these options ranging from approximately 35-75% of each Fund’s assets. Each of these three funds also purchased a small amount of call options and sold a small amount of put options as part of their overwrite strategy. Each of these funds also purchased a small amount of put options.

The average notional amount of outstanding options purchased and options written during the current fiscal period, was as follows:

 

               DIAX        SPXX        QQQX  

Average notional amount of outstanding call options purchased*

             $ 683,000        $ 341,500        $ 683,000  
     BXMX        DIAX        SPXX        QQQX  

Average notional amount of outstanding call options written*

  $ (1,318,704,000      $ (334,827,000      $ (147,838,500      $ (570,608,500
               DIAX        SPXX        QQQX  

Average notional amount of outstanding put options purchased*

             $ 152,000        $ 76,000        $ 152,000  
               DIAX        SPXX        QQQX  

Average notional amount of outstanding put options written*

             $ (5,170,000      $ (2,230,000      $ (8,650,000
*

The average notional amount is calculated based on the outstanding notional at the beginning of the current fiscal period and at the end of each fiscal quarter within the current fiscal period.

 

63


Notes to Financial Statements (continued)

 

The following table presents the fair value of all options purchased and options written by the Funds as of the end of the reporting period, the location of these instruments on the Statement of Assets and Liabilities and the primary underlying risk exposure.

 

        

Location on the Statement of Assets and Liabilities

 
Underlying
Risk Exposure
   Derivative
Instrument
 

Asset Derivatives

         

(Liability) Derivatives

 
  Location    Value            Location    Value  
BXMX

 

Equity price    Options      $             Options written, at value      $(48,194,250)  
DIAX   
Equity price    Options   Options purchased, at value    $ 11,000             Options written, at value    $ (6,308,860
SPXX          
Equity price    Options   Options purchased, at value    $ 5,500             Options written, at value    $ (2,872,675
QQQX          
Equity price    Options   Options purchased, at value    $ 11,000             Options written, at value    $ (13,956,820

The following table presents the amount of net realized gain (loss) and change in net unrealized appreciation (depreciation) recognized on options purchased and options written on the Statement of Operations during the current fiscal period, and the primary underlying risk exposure.

 

Fund      Underlying
Risk Exposure
     Derivative
Instrument
     Net Realized
Gain (Loss)
from Options
Purchased/Written
       Change in Net
Unrealized
Appreciation
(Depreciation) of
Options
Purchased/Written
 
BXMX      Equity price      Options written        (139,222,960        3,384,501  
DIAX      Equity price      Options purchased        242,705          (5,632
DIAX      Equity price      Options written        (60,651,433        (533,762
SPXX      Equity price      Options purchased        119,667          (2,816
SPXX      Equity price      Options written        (27,078,672        (259,815
QQQX      Equity price      Options purchased        252,805          (5,632
QQQX      Equity price      Options written        (184,711,099        1,289,113  

Market and Counterparty Credit Risk

In the normal course of business each 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 each Fund to counterparty credit risk, consist principally of cash due from counterparties on forward, option and swap transactions, when applicable. The extent of each 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.

Each 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 each Fund with a value approximately equal to the amount of any unrealized gain above a pre-determined threshold. Reciprocally, when each Fund has an unrealized loss, the Funds have instructed the custodian to pledge assets of the Funds 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.

5. Fund Shares

Common Shares

Common Share Equity Shelf Programs and Offering Costs

The Funds have each filed registration statements with the SEC authorizing each Fund to issue additional shares through one or more equity shelf program (“Shelf Offering”), which became effective with the SEC during a prior fiscal period.

Under these Shelf Offerings, the Funds, subject to market conditions, may raise additional equity capital by issuing additional shares from time to time in varying amounts and by different offering methods at a net price at or above each Fund’s NAV per common share. In the event each Fund’s Shelf Offering registration statement is no longer current, the Funds may not issue additional shares until a post-effective amendment to the registration statement has been filed with the SEC.

 

64


 

Additional authorized common shares, common shares sold and offering proceeds, net of offering costs under each Fund’s Shelf Offering during the Funds’ current and prior fiscal period were as follows:

 

     BXMX      DIAX      SPXX      QQQX  
      Year Ended
12/31/20
    Year Ended
12/31/19
     Year Ended
12/31/20
    Year Ended
12/31/19
     Year Ended
12/31/20
    Year Ended
12/31/19
     Year Ended
12/31/20
    Year Ended
12/31/19
 

Additional authorized common shares

     10,400,000     10,400,000        3,600,000     3,600,000        1,600,000 **      1,600,000        11,355,021       11,355,021  

Common shares sold

     7,583       242,725        25,901       205,606        264,171       380,562        2,039,187       1,619,980  

Offering proceeds, net of offering costs

   $ 103,714     $ 3,299,488      $ 400,448     $ 3,692,490      $ 4,087,020     $ 5,909,430      $ 48,249,296     $ 35,551,397  
*

Represents additional authorized common shares for the period January 1, 2020 through October 30, 2020.

**

Represents additional authorized common shares for the period January 1, 2020 through April 30, 2020.

Costs incurred by the Funds in connection with their initial shelf registrations are recorded as a prepaid expense and recognized as “Deferred offering costs” on the Statement of Assets and Liabilities. These costs are amortized pro rata as shares are sold and are recognized as a component of “Proceeds from shelf offering, net of offering costs” on the Statement of Changes in Net Assets. Any deferred offering costs remaining one year after effectiveness of the initial shelf registration will be expensed. Costs incurred by the Funds to keep the shelf registration current are expensed as incurred and recognized as a component of “Other expenses” on the Statement of Operations.

Common Share Transactions

Transactions in common shares for the Funds during the Funds’ current and prior fiscal period, where applicable, were as follows:

 

     BXMX     DIAX     SPXX     QQQX  
     

Year Ended

12/31/20

    Year Ended
12/31/19
   

Year Ended

12/31/20

    Year Ended
12/31/19
   

Year Ended

12/31/20

    Year Ended
12/31/19
   

Year Ended

12/31/20

    Year Ended
12/31/19
 

Common shares:

                

Sold through shelf offering

     7,583       242,725       25,901       205,606       264,171       380,562       2,039,187       1,619,980  

Issued to shareholders due to reinvestment of distributions

     58,348       60,255             22,246       4,438       13,426             18,331  

Weighted average common share:

                

Premium to NAV per shelf offering sold

     1.07     1.18     1.12     1.34     1.57     1.27     1.80     1.78

6. Income Tax Information

Each Fund is a separate taxpayer for federal income tax purposes. Each Fund intends to distribute substantially all of its net investment company taxable income to shareholders and to otherwise comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. In any year when the Funds realize net capital gains, each Fund may choose to distribute all or a portion of its net capital gains to shareholders, or alternatively, to retain all or a portion of its net capital gains and pay federal corporate income taxes on such retained gains.

For all open tax years and all major taxing jurisdictions, management of the Funds has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. Open tax years are those that are open for examination by taxing authorities (i.e., generally the last four tax year ends and the interim tax period since then). Furthermore, management of the Funds is also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

The following information is presented on an income tax basis. Differences between amounts for financial statement and federal income tax purposes are primarily due to timing differences in recording income, timing differences in recognizing certain gains and losses on investment transactions and the recognition of unrealized gain or loss for tax (mark-to-market) on options contracts. To the extent that differences arise that are permanent in nature, such amounts are reclassified within the capital accounts as detailed below. Temporary differences do not require reclassification. Temporary and permanent differences do not impact the NAVs of the Funds.

The table below presents the cost and unrealized appreciation (depreciation) of each Fund’s investment portfolio, as determined on a federal income tax basis, as of December 31, 2020.

For purposes of this disclosure, derivative tax cost is generally the sum of any upfront fees or premiums exchanged and any amounts unrealized for income statement reporting but realized in income and/or capital gains for tax reporting. If a particular derivative category does not disclose any tax unrealized appreciation or depreciation, the change in value of those derivatives have generally been fully realized for tax purposes.

 

     BXMX        DIAX        SPXX        QQQX  

Tax cost of investments

  $ 545,196,637        $ 274,911,418        $ 91,231,682        $ 254,998,576  

Gross unrealized:

                

Appreciation

  $ 904,478,597        $ 344,513,278        $ 187,169,902        $ 848,287,280  

Depreciation

    (12,669,265        (13,387,628        (357,279        (9,767,705

Net unrealized appreciation (depreciation) of investments

  $ 891,809,332        $ 331,125,650        $ 186,812,623        $ 838,519,575  

 

65


Notes to Financial Statements (continued)

 

Permanent differences, primarily due to foreign currency transactions, real estate investment trust adjustments, distribution reallocations, and nondeductible offering costs, resulted in reclassifications among the Funds’ components of net assets as of December 31, 2020, the Funds’ tax year end.

 

 

The tax components of undistributed net ordinary income and net long-term capital gains as of December 31, 2020, the Funds’ tax year end, were as follows:

 

 

     BXMX        DIAX        SPXX        QQQX  

Undistributed net ordinary income

  $         —        $         —        $         —        $         —  

Undistributed net long-term capital gains

                                

 

The tax character of distributions paid during the Funds’ tax years ended December 31, 2020 and December 31, 2019 was designated for purposes of the dividends paid deduction as follows:

 

 

2020   BXMX        DIAX        SPXX        QQQX  

Distributions from net ordinary income1

  $ 12,431,685        $ 8,012,926        $ 2,666,875        $ 932,061  

Distributions from net long-term capital gains2

             29,582,400                    

Return of capital

    78,904,515          2,917,416          14,524,883          62,802,006  
2019   BXMX        DIAX        SPXX        QQQX  

Distributions from net ordinary income1

  $ 16,177,307        $ 9,874,342        $ 3,025,188        $ 2,259,594  

Distributions from net long-term capital gains

                                

Return of capital

    80,354,319          32,911,527          14,715,470          58,953,342  

1  Net ordinary income consists of net taxable income derived from dividends, interest and net short-term capital gains, if any.

   

2  The Fund designates as long-term capital gain dividend, pursuant to Internal Revenue Code Section 852(b)(3), the amount necessary to reduce earnings and profits of the Fund related to net capital gain to zero for the tax year ended December 31, 2020.

   

As of December 31, 2020, the Funds’ tax year end, the following Funds had unused capital losses carrying forward available for federal income tax purposes to be applied against future capital gains, if any. The capital losses are not subject to expiration.

 

      BXMX        SPXX        QQQX  

Not subject to expiration:

 

Short-term

   $ 25,227,047        $ 17,906,749        $ 36,334,614  

Long-term

              8,970,642           

Total

   $ 25,227,047        $ 26,877,391        $ 36,334,614  

During the Funds’ tax year ended December 31, 2020, the following Funds utilized capital loss carryforwards as follows:

 

     BXMX        DIAX  

Utilized capital loss carryforwards

  $ 29,604,558        $ 10,322,337  

7. Management Fees

The management fee compensates the Adviser for overall investment advisory and administrative services and general office facilities. Gateway and NAM are compensated for their services to the Funds from the management fees paid to the Adviser.

Each Fund’s management fee consists of two components – a fund-level fee, based only on the amount of assets within each individual Fund, and a complex-level fee, based on the aggregate amount of all eligible fund assets managed by the Adviser. This pricing structure enables Fund shareholders to benefit from growth in the assets within their respective Fund as well as from growth in the amount of complex-wide assets managed by the Adviser.

The annual fund-level fee, payable monthly, for each Fund is calculated according to the following schedule:

 

Average Daily Managed Assets*      BXMX        DIAX        SPXX      QQQX  

For the first $500 million

       0.7000        0.7000        0.6600      0.6900

For the next $500 million

       0.6750          0.6750          0.6350        0.6650  

For the next $500 million

       0.6500          0.6500          0.6100        0.6400  

For the next $500 million

       0.6250          0.6250          0.5850        0.6150  

For managed assets over $2 billion

       0.6000          0.6000          0.5600        0.5900  

 

66


 

The annual complex-level fee, payable monthly, for each Fund is calculated by multiplying the current complex-wide fee rate, determined according to the following schedule by each Fund’s daily managed assets:

 

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  
*

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. As of December 31, 2020, the complex-level fee for each Fund was 0.1557%.

8. 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 Funds 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 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, none of the Funds covered by this shareholder report have entered into any inter-fund loan activity.

 

67


Shareholder Update

(Unaudited)

 

CURRENT INVESTMENT OBJECTIVES, INVESTMENT POLICIES AND PRINCIPAL RISKS OF THE FUNDS

NUVEEN S&P 500 BUY-WRITE INCOME FUND (BXMX)

Investment Objective

The Fund’s investment objective is to seek attractive total return with less volatility than the S&P 500 Index.

Investment Policies

Under normal circumstances, the Fund will invest at least 80% of its Assets (as defined below) in a diversified equity portfolio made up of securities comprising the S&P 500 Index (or securities that have economic characteristics that are similar to those securities comprising the S&P 500 Index) that seeks to substantially replicate price movements of the S&P 500 Index and is designed to support the Fund’s option strategy.

Under normal circumstances, the Fund expects to invest substantially all (at least 90%) of its Managed Assets (as defined below) in its equity portfolio or otherwise in pursuit of its investment objective.

The Fund employs a constant “buy-write” option strategy whereby the Fund’s sub-adviser sells (writes) index call options on a continuous basis on substantially the full value of the Fund’s equity portfolio. The Fund targets a constant overwrite level (i.e., the ratio of the notional value of index call options sold by the Fund to the market value of the Fund’s equity portfolio) of 100% of the value of its equity portfolio. The Fund’s use of a buy-write strategy, which is also commonly referred to as a buy-write income strategy, is intended to produce cash flow for the Fund in the form of premiums on the options written. In exchange for this cash flow (the income component of a buy-write strategy), the Fund’s total return may be reduced relative to the S&P 500 Index in rising markets and may be enhanced relative to the S&P 500 Index in flat or declining markets, in each case consistent with the Fund’s investment objective to seek attractive total return with less volatility than the S&P 500 Index.

“Assets” means net assets of the Fund plus the amount of any borrowings for investment purposes. “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 for this purpose 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 market conditions:

 

   

The Fund may invest no more than 10% of its Managed Assets in short-term, high quality fixed-income securities.

 

   

The Fund may invest up to 20% of its Managed Assets in securities of non-U.S. issuers that are U.S. dollar denominated, which may include securities of issuers located, or conducting their business, in emerging market countries.

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 a policy without a shareholder vote. However, with respect to the Fund’s policy of investing at least 80% of its Assets in its equity portfolio, such policy may not be changed without 60 days’ prior written notice to Common Shareholders.

Portfolio Contents

The Fund expects to invest in a portfolio of individual common stocks designed to replicate the risk and return profile, and thereby substantially replicate price movements, of the S&P 500 Index. The Fund may also invest in other investment companies, including ETFs, that provide similar exposure to individual common stocks consistent with the Fund’s investment objective. Common stock generally represents an equity ownership interest in an issuer, without preference over and with a lower priority than any other class of securities, including such issuer’s debt securities, preferred stock and other senior equity securities. Common stocks usually carry voting rights and earn dividends. Common stocks fluctuate in price in response to many factors including historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity, as such the company may or may not pay dividends. Dividends on common stocks are declared at the discretion of the company’s board. In addition, common stock generally has the greatest appreciation and depreciation potential because increases and decreases in earnings are usually reflected in a company’s stock price.

In carrying out its option strategy, the Fund may write index call options on the S&P 500 Index and other broad-based indices and may, if the Fund’s sub-adviser deems conditions appropriate, write call options on a variety of other equity market indices. As the seller of an index call option, the Fund receives a premium from the purchaser. The purchaser of the index call option has the right to any appreciation in the value of the index over the exercise

 

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price upon the exercise of the call option or the expiration date. If, at expiration, the purchaser exercises the index option sold by the Fund, the Fund will pay the purchaser the difference between the cash value of the index and the exercise price of the index option. The premium, the exercise price and the market value of the index determine the gain or loss realized by the Fund as the seller of the index call option.

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 also may invest in any other security or agreement collateralized or otherwise secured by U.S. Government securities. Agencies and instrumentalities of the U.S. Government include but are not limited to: Federal Land Banks, Federal Financing Banks, Banks for Cooperatives, Federal Intermediate Credit Banks, Farm Credit Banks, Federal Home Loan Banks, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association, Government National Mortgage Association, Student Loan Marketing Association, U.S. Postal Service, Small Business Administration, Tennessee Valley Authority and any other enterprise established or sponsored by the U.S. Government. Because the U.S. Government generally is not obligated to provide support to its instrumentalities, the Fund will invest in obligations issued by these instrumentalities only if its sub-adviser determines that the credit risk with respect to such obligations is minimal.

The Fund may invest in commercial paper. Commercial paper represents short-term unsecured promissory notes issued in bearer form by corporations such as banks or bank holding companies and finance companies.

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 invest in securities of non-U.S. issuers that are U.S. dollar-denominated, which may include securities of issuers located, or conducting their business, in emerging market countries. 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 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 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 1933 Act, and repurchase agreements with maturities in excess of seven days.

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 in securities or as a substitute for a position in the underlying asset. Such instruments include financial futures contracts and options thereon, swaps (with varying terms, including interest rate swaps and credit default swaps), options on interest rates, options on indices, options on swaps, options on currencies and other fixed-income derivative instruments that may have the economic effect of leverage.

The Fund may also invest in securities of other open- or closed-end investment companies (including ETFs) that invest primarily in securities of the types in which the Fund may invest directly, to the extent permitted by the 1940 Act, the rules and regulations issued thereunder and applicable exemptive orders issued by the SEC.

The Fund may lend securities representing up to one-third of the value of its total assets to broker-dealers, banks, and other institutions to generate additional income. When the Fund loans its portfolio securities, it will receive, at the inception of each loan, cash collateral equal to at least 102% of the value of the loaned securities. Under the Fund’s securities lending agreement, the securities lending agent will generally bear the risk that a borrower may default on its obligation to return loaned securities. The Fund, however, will be responsible for the risks associated with the investment of cash collateral. The Fund may lose money on its investment of cash collateral or may fail to earn sufficient income on its investment to meet its obligations to the borrower.

 

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Shareholder Update (continued)

(Unaudited)

 

Use of Leverage

As a non-fundamental policy, the Fund will not leverage its capital structure by issuing senior securities such as the issuance of Preferred Shares or debt instruments. However, the Fund may borrow for temporary or emergency purposes and may enter into certain derivatives transactions that have the economic effect of leverage.

Temporary Defensive Periods

During temporary defensive periods the Fund may deviate from its investment objective and policies, and in order to keep the Fund’s cash fully invested, the Fund may invest any portion of its Managed Assets in investment grade debt securities, including obligations issued or guaranteed by the U.S. government, its agencies and instrumentalities. The Fund may not achieve its investment objectives during such periods.

 

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NUVEEN DOW 30SM DYNAMIC OVERWRITE FUND (DIAX)

Investment Objective

The Fund’s investment objective is to seek attractive total return with less volatility than the Dow Jones Industrial Average (the “DJIA”).

Investment Policies

Under normal circumstances, the Fund will invest at least 80% of its Assets (as defined below) in the thirty stocks included in the DJIA in approximately the amount such stocks are weighted in the DJIA and/or in other securities or financial instruments with economic characteristics that are similar to the thirty stocks included in the DJIA that are intended to correlate with the price movements of the DJIA.

Under normal circumstances, the Fund expects to invest substantially all (at least 90%) of its Managed Assets (as defined below) in its equity portfolio or otherwise in pursuit of its investment objective.

The Fund’s sub-adviser constructs the Fund’s equity portfolio by purchasing the common stock of each company included in the DJIA in approximately the amounts stocks are weighted in the DJIA. The Fund will periodically rebalance its holdings of DJIA stocks in order to more closely approximate each stock’s weighting in the DJIA. The Fund’s sub-adviser will consider the tax consequences of certain transactions within the Fund’s equity portfolio and intends to manage the portfolio in a tax-efficient manner by taking, for example, capital losses when possible to offset realized capital gains. The Fund’s sub-adviser will rebalance and adjust the Fund’s equity portfolio as necessary for tracking and tax management purposes.

The Fund employs a dynamic options “overwrite” strategy whereby the Fund’s sub-adviser sells (writes) call options on a varying percentage of the market value of the Fund’s equity portfolio based on its market outlook. Pursuant to this option strategy, under normal circumstances, the Fund sells (writes) index call options, call options on custom baskets of securities, and covered call options on individual securities. In addition to a primary emphasis on writing call options to reduce downside risk and volatility of the Fund’s equity portfolio, the Fund’s option strategy as a secondary emphasis seeks additional return opportunities by capitalizing on inefficiencies in the options market through a variety of means including the use of call spreads, purchasing call options, and selling put options.

The Fund targets an overwrite level (i.e., the ratio of the notional value of call options sold by the Fund to the market value of the Fund’s equity portfolio) of 55% of the value of its equity portfolio over time, and the overwrite level will vary, based on market conditions, between 35% to 75% of the value of its equity portfolio.

“Assets” means net assets of the Fund plus the amount of any borrowings for investment purposes. “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 for this purpose 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 market conditions:

 

   

As a fundamental policy, the Fund may not invest more than 25% of its total assets in securities of issuers in any one industry, except that if 25% or more of the securities in the DIJA are issued by companies in one industry, the Fund would concentrate in that industry unless the Fund would need to avoid concentration in order to implement its investment strategy as it relates to avoiding the adverse tax treatment associated with straddle positions (Industry Concentration Policy).

 

   

The Fund may invest no more than 10% of its Managed Assets in short-term, high quality fixed-income securities.

 

   

The Fund may invest up to 20% of its Managed Assets in securities of non-U.S. issuers that are U.S. dollar denominated, which may include securities of issuers located, or conducting their business, in emerging market countries.

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 a policy without a shareholder vote. However, with respect to the Fund’s policy of investing at least 80% of its Assets in its equity portfolio, such policy may not be changed without 60 days’ prior written notice to shareholders.

However, the Fund’s fundamental Industry Concentration Policy may not be changed without the approval of the holders of a majority of the outstanding common shares and Preferred Shares voting together as a single class, and the approval of the holders of a majority of the outstanding Preferred Shares, voting separately as a single class. A “majority of the outstanding” shares means (i) 67% or more of the shares present at a meeting, if the holders of more than 50% of the shares are present or represented by proxy or (ii) more than 50% of the shares, whichever is less.

 

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Shareholder Update (continued)

(Unaudited)

 

Portfolio Contents

The Fund will invest in the thirty common stocks included in the DJIA in approximately the amount such stocks are weighted in the DJIA. The Fund may also invest in other securities or financial instruments with economic characteristics that are similar to the thirty stocks included in the DJIA that are intended to correlate with the price movements of the DJIA. The Fund may also invest in other investment companies, including ETFs, that provide similar exposure to individual common stocks consistent with the Fund’s investment objective. Common stock generally represents an equity ownership interest in an issuer, without preference over and with a lower priority than any other class of securities, including such issuer’s debt securities, preferred stock and other senior equity securities. Common stocks usually carry voting rights and earn dividends. Common stocks fluctuate in price in response to many factors including historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity, as such the company may or may not pay dividends. Dividends on common stocks are declared at the discretion of the company’s board. In addition, common stock generally has the greatest appreciation and depreciation potential because increases and decreases in earnings are usually reflected in a company’s stock price.

As part of its option strategy, the Fund sells (writes) index call options, call options on custom baskets of securities, and covered call options on individual securities. An option contract is a contract that gives the holder of the option, in return for a premium, the right to buy from (in the case of a call) or sell to (in the case of a put) the writer of the option the reference instrument underlying the option (or the cash value of the index) at a specified exercise price at any time during the term of the option. The writer of an option on a security has the obligation upon exercise of the option to deliver the reference instrument (or the cash) upon payment of the exercise price or to pay the exercise price upon delivery of the reference instrument (or the cash). Upon exercise of an index option, the writer of an option on an index is obligated to pay the difference between the cash value of the index and the exercise price multiplied by the specified multiplier for the index option. Options may be “covered,” meaning that the party required to deliver the reference instrument if the option is exercised owns that instrument (or has set aside sufficient assets to meet its obligation to deliver the instrument). Options may be listed on an exchange or traded in the OTC market. In general, exchange-traded options have standardized exercise prices and expiration dates and may require the parties to post margin against their obligations, and the performance of the parties’ obligations in connection with such options is guaranteed by the exchange or a related clearing corporation. OTC options have more flexible terms negotiated between the buyer and the seller but are subject to counterparty risk. The ability of the Fund to transact business with any one or any number of counterparties, the lack of any independent evaluation of the counterparties or their financial capabilities, and the absence of a regulated market to facilitate settlement, may increase the potential for losses to the Fund. OTC options also involve greater liquidity risk. This risk may be increased in times of financial stress, if the trading market for OTC derivative contracts becomes limited.

In carrying out its option strategy, the Fund may write index call options on the DJIA and other broad-based indices and may, if the Fund’s sub-adviser deems conditions appropriate, write call options on a variety of other equity market indices. As the seller of an index call option, the Fund receives a premium from the purchaser. The purchaser of the index call option has the right to any appreciation in the value of the index over the exercise price upon the exercise of the call option or the expiration date. If, at expiration, the purchaser exercises the index option sold by the Fund, the Fund will pay the purchaser the difference between the cash value of the index and the exercise price of the index option. The premium, the exercise price and the market value of the index determine the gain or loss realized by the Fund as the seller of the index call option.

The Fund may also write call options on custom baskets of securities. A custom basket call option is an OTC option with a counterparty whose value is linked to the market value of a portfolio of underlying securities and is collateralized by a portion of the Fund’s equity portfolio. In designing the custom basket call options, the Fund’s sub-adviser will primarily select assets not held by the Fund. In order to minimize the difference between the returns of the underlying securities in the custom basket (commonly referred to as a tracking error), the Fund’s sub-adviser will use optimization calculations when selecting the individual securities for inclusion in the custom basket.

The Fund may also write single name call options on individual stocks. With respect to call options written on individual securities, the Fund will not write “naked” or uncovered call options. A call option written by the Fund on an individual security is “covered” if the Fund owns the security underlying the call or has an absolute and immediate right to acquire that security without additional cash consideration. The Fund, in effect, sells the potential appreciation in the value of the security subject to the call option in exchange for the premium. The Fund may execute a closing purchase transaction with respect to an option it has sold and sell another option (with either a different exercise price or expiration date or both). The Fund’s objective in entering into such a closing transaction will be to optimize net index option premiums. The cost of a closing transaction may reduce the net option premiums realized from the sale of the option. This reduction could be offset, at least in part, by appreciation in the value of the underlying security held in the Fund’s equity portfolio, and by the opportunity to realize additional premium income from selling a new option.

The Fund may also purchase call options. A call option entitles the purchaser, in return for the premium paid, to purchase specified securities at a specified price during the option period. Because the premium paid for a call option is typically a small fraction of the price of the underlying security, a given amount of funds will purchase call options covering a much larger quantity of such security than could be purchased directly. By purchasing call options, the Fund could benefit from any significant increase in the price of the underlying security to a greater extent than if it had invested the same amount in the security directly.

 

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The Fund may also use call spreads as part of its option strategy. A call spread involves the sale of a call option and the corresponding purchase of a call option on the same underlying instrument with the same expiration date but with different exercise prices. The call spreads utilized by the Fund generally will generate less net option premium than writing calls, but limit the overall risk of the strategy by capping the Fund’s liability from the written call while simultaneously allowing for additional upside above the strike price of the purchased call.

The Fund may also use put options as part of its option strategy. A put option gives the purchaser of the option the right (but not the obligation) to sell, and the writer of the option the obligation to buy, the underlying instrument (or the cash value of the index) at a stated price (the “exercise price”) at any time before the option expires. The purchase price for a put option is the “premium” paid by the purchaser for the right to sell. When the Fund sells a put option on an underlying instrument and the underlying instrument decreases in value, the purchaser of the put option has the right to exercise the option, obligating the Fund to purchase the underlying instrument at an exercise price that is higher than the prevailing market price. The Fund collects option premium income when it sells the put option. If the underlying instrument increases in value, the purchaser of the put option is unlikely to exercise the option since the prevailing market price will be higher than the exercise price. Accordingly, the Fund retains all put premium income collected during market advances.

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 also may invest in any other security or agreement collateralized or otherwise secured by U.S. Government securities. Agencies and instrumentalities of the U.S. Government include but are not limited to: Federal Land Banks, Federal Financing Banks, Banks for Cooperatives, Federal Intermediate Credit Banks, Farm Credit Banks, Federal Home Loan Banks, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association, Government National Mortgage Association, Student Loan Marketing Association, U.S. Postal Service, Small Business Administration, Tennessee Valley Authority and any other enterprise established or sponsored by the U.S. Government. Because the U.S. Government generally is not obligated to provide support to its instrumentalities, the Fund will invest in obligations issued by these instrumentalities only if its sub-adviser determines that the credit risk with respect to such obligations is minimal.

The Fund may invest in commercial paper. Commercial paper represents short-term unsecured promissory notes issued in bearer form by corporations such as banks or bank holding companies and finance companies.

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 invest in securities of non-U.S. issuers that are U.S. dollar-denominated, which may include securities of issuers located, or conducting their business, in emerging market countries. 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 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 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 1933 Act, and repurchase agreements with maturities in excess of seven days.

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 in securities or as a substitute for a position in the underlying asset. Such instruments include financial futures contracts and options thereon, swaps (with varying terms, including interest rate swaps and credit default swaps), options on interest rates, options on indices, options on swaps, options on currencies and other fixed-income derivative instruments that may have the economic effect of leverage.

The Fund may also invest in securities of other open- or closed-end investment companies (including ETFs) that invest primarily in securities of the types in which the Fund may invest directly, to the extent permitted by the 1940 Act, the rules and regulations issued thereunder and applicable exemptive orders issued by the SEC.

 

73


Shareholder Update (continued)

(Unaudited)

 

The Fund may lend securities representing up to one-third of the value of its total assets to broker-dealers, banks, and other institutions to generate additional income. When the Fund loans its portfolio securities, it will receive, at the inception of each loan, cash collateral equal to at least 102% of the value of the loaned securities. Under the Fund’s securities lending agreement, the securities lending agent will generally bear the risk that a borrower may default on its obligation to return loaned securities. The Fund, however, will be responsible for the risks associated with the investment of cash collateral. The Fund may lose money on its investment of cash collateral or may fail to earn sufficient income on its investment to meet its obligations to the borrower.

Use of Leverage

As a non-fundamental policy, the Fund will not leverage its capital structure by issuing senior securities such as the issuance of Preferred Shares or debt instruments. However, the Fund may borrow for temporary or emergency purposes and may enter into certain derivatives transactions that have the economic effect of leverage.

Temporary Defensive Periods

During temporary defensive periods the Fund may deviate from its investment objective and policies, and in order to keep the Fund’s cash fully invested, the Fund may invest any portion of its Managed Assets in investment grade debt securities, including obligations issued or guaranteed by the U.S. government, its agencies and instrumentalities. The Fund may not achieve its investment objective during such periods.

 

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NUVEEN S&P 500 DYNAMIC OVERWRITE FUND (SPXX)

Investment Objective

The Fund’s investment objective is to seek attractive total return with less volatility than the S&P 500 Index.

Investment Policies

Under normal circumstances, the Fund will invest at least 80% of its Assets (as defined below) in a diversified equity portfolio made up of securities comprising the S&P 500 Index (or securities that have economic characteristics that are similar to those securities comprising the S&P 500 Index) that seeks to substantially replicate price movements of the S&P 500 Index and is designed to support the Fund’s option strategy.

Under normal circumstances, the Fund expects to invest substantially all (at least 90%) of its Managed Assets (as defined below) in its equity portfolio or otherwise in pursuit of its investment objective.

The Fund’s sub-adviser uses a multi-factor quantitative model, which will consider opportunities to engage in tax-loss harvesting (i.e., periodically selling positions that have depreciated in value to realize capital losses that can be used to offset capital gains realized by the Fund) and other tax management considerations to improve after-tax shareholder outcomes, to construct the Fund’s equity portfolio.

The Fund employs a dynamic options “overwrite” strategy whereby the Fund’s sub-adviser sells (writes) call options on a varying percentage of the market value of the Fund’s equity portfolio based on its market outlook. Pursuant to this option strategy, under normal circumstances, the Fund sells (writes) index call options, call options on custom baskets of securities, and covered call options on individual securities. In addition to a primary emphasis on writing call options to reduce downside risk and volatility of the Fund’s equity portfolio, the Fund’s option strategy as a secondary emphasis seeks additional return opportunities by capitalizing on inefficiencies in the options market through a variety of means including the use of call spreads and selling put option

The Fund targets an overwrite level (i.e., the ratio of the notional value of call options sold by the Fund to the market value of the Fund’s equity portfolio) of 55% of the value of its equity portfolio over time, and the overwrite level will vary, based on market conditions, between 35% to 75% of the value of its equity portfolio.

“Assets” means net assets of the Fund plus the amount of any borrowings for investment purposes. “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 for this purpose 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 market conditions:

 

   

As a fundamental policy, the Fund may not invest more than 25% of its total assets in securities of issuers in any one industry, except that if 25% or more of the securities in the S&P 500 Index are issued by companies in one industry, the Fund would concentrate in that industry unless the Fund would need to avoid concentration in order to implement its investment strategy as it relates to avoiding the adverse tax treatment associated with straddle positions (Industry Concentration Policy).

 

   

The Fund may invest no more than 10% of its Managed Assets in short-term, high quality fixed-income securities.

 

   

The Fund may invest up to 20% of its Managed Assets in securities of non-U.S. issuers that are U.S. dollar denominated, which may include securities of issuers located, or conducting their business, in emerging market countries.

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 a policy without a shareholder vote. However, with respect to the Fund’s policy of investing at least 80% of its Assets in its equity portfolio, such policies may not be changed without 60 days’ prior written notice to shareholders.

However, the Fund’s fundamental Industry Concentration Policy may not be changed without the approval of the holders of a majority of the outstanding common shares and Preferred Shares voting together as a single class, and the approval of the holders of a majority of the outstanding Preferred Shares, voting separately as a single class. A “majority of the outstanding” shares means (i) 67% or more of the shares present at a meeting, if the holders of more than 50% of the shares are present or represented by proxy or (ii) more than 50% of the shares, whichever is less.

Portfolio Contents

The Fund will invest in a portfolio of individual common stocks designed to replicate the risk and return profile, and thereby substantially replicate price movements of the S&P 500 Index. The Fund may also invest in other investment companies, including ETFs, that provide similar exposure to individual

 

75


Shareholder Update (continued)

(Unaudited)

 

common stocks consistent with the Fund’s investment objective. Common stock generally represents an equity ownership interest in an issuer, without preference over and with a lower priority than any other class of securities, including such issuer’s debt securities, preferred stock and other senior equity securities. Common stocks usually carry voting rights and earn dividends. Common stocks fluctuate in price in response to many factors including historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity, as such the company may or may not pay dividends. Dividends on common stocks are declared at the discretion of the company’s board. In addition, common stock generally has the greatest appreciation and depreciation potential because increases and decreases in earnings are usually reflected in a company’s stock price.

As part of its option strategy, the Fund sells (writes) index call options, call options on custom baskets of securities, and covered call options on individual securities. An option contract is a contract that gives the holder of the option, in return for a premium, the right to buy from (in the case of a call) or sell to (in the case of a put) the writer of the option the reference instrument underlying the option (or the cash value of the index) at a specified exercise price at any time during the term of the option. The writer of an option on a security has the obligation upon exercise of the option to deliver the reference instrument (or the cash) upon payment of the exercise price or to pay the exercise price upon delivery of the reference instrument (or the cash). Upon exercise of an index option, the writer of an option on an index is obligated to pay the difference between the cash value of the index and the exercise price multiplied by the specified multiplier for the index option. Options may be “covered,” meaning that the party required to deliver the reference instrument if the option is exercised owns that instrument (or has set aside sufficient assets to meet its obligation to deliver the instrument). Options may be listed on an exchange or traded in the OTC market. In general, exchange-traded options have standardized exercise prices and expiration dates and may require the parties to post margin against their obligations, and the performance of the parties’ obligations in connection with such options is guaranteed by the exchange or a related clearing corporation. OTC options have more flexible terms negotiated between the buyer and the seller but are subject to counterparty risk. The ability of the Fund to transact business with any one or any number of counterparties, the lack of any independent evaluation of the counterparties or their financial capabilities, and the absence of a regulated market to facilitate settlement, may increase the potential for losses to the Fund. OTC options also involve greater liquidity risk. This risk may be increased in times of financial stress, if the trading market for OTC derivative contracts becomes limited.

In carrying out its option strategy, the Fund may write index call options on the S&P 500 Index and other broad-based indices and may, if the Fund’s sub-adviser deems conditions appropriate, write call options on a variety of other equity market indices. As the seller of an index call option, the Fund receives a premium from the purchaser. The purchaser of the index call option has the right to any appreciation in the value of the index over the exercise price upon the exercise of the call option or the expiration date. If, at expiration, the purchaser exercises the index option sold by the Fund, the Fund will pay the purchaser the difference between the cash value of the index and the exercise price of the index option. The premium, the exercise price and the market value of the index determine the gain or loss realized by the Fund as the seller of the index call option.

The Fund may also write call options on custom baskets of securities. A custom basket call option is an OTC option with a counterparty whose value is linked to the market value of a portfolio of underlying securities and is collateralized by a portion of the Fund’s equity portfolio. In designing the custom basket call options, the Fund’s sub-adviser will primarily select assets not held by the Fund. In order to minimize the difference between the returns of the underlying securities in the custom basket (commonly referred to as a tracking error), the Fund’s sub-adviser will use optimization calculations when selecting the individual securities for inclusion in the custom basket.

The Fund may also write single name call options on individual stocks. With respect to call options written on individual securities, the Fund will not write “naked” or uncovered call options. A call option written by the Fund on an individual security is “covered” if the Fund owns the security underlying the call or has an absolute and immediate right to acquire that security without additional cash consideration. The Fund, in effect, sells the potential appreciation in the value of the security subject to the call option in exchange for the premium. The Fund may execute a closing purchase transaction with respect to an option it has sold and sell another option (with either a different exercise price or expiration date or both). The Fund’s objective in entering into such a closing transaction will be to optimize net index option premiums. The cost of a closing transaction may reduce the net option premiums realized from the sale of the option. This reduction could be offset, at least in part, by appreciation in the value of the underlying security held in the Fund’s equity portfolio, and by the opportunity to realize additional premium income from selling a new option.

The Fund may also use call spreads as part of its option strategy. A call spread involves the sale of a call option and the corresponding purchase of a call option on the same underlying instrument with the same expiration date but with different exercise prices. The call spreads utilized by the Fund generally will generate less net option premium than writing calls, but limit the overall risk of the strategy by capping the Fund’s liability from the written call while simultaneously allowing for additional upside above the strike price of the purchased call.

The Fund may also use put options as part of its option strategy. A put option gives the purchaser of the option the right (but not the obligation) to sell, and the writer of the option the obligation to buy, the underlying instrument (or the cash value of the index) at a stated price (the “exercise price”) at any time before the option expires. The purchase price for a put option is the “premium” paid by the purchaser for the right to sell. When the Fund sells a put option on an underlying instrument and the underlying instrument decreases in value, the purchaser of the put option has the right to exercise the option, obligating the Fund to purchase the underlying instrument at an exercise price that is higher than the prevailing market price. The Fund collects option

 

76


 

premium income when it sells the put option. If the underlying instrument increases in value, the purchaser of the put option is unlikely to exercise the option since the prevailing market price will be higher than the exercise price. Accordingly, the Fund retains all put premium income collected during market advances.

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 also may invest in any other security or agreement collateralized or otherwise secured by U.S. Government securities. Agencies and instrumentalities of the U.S. Government include but are not limited to: Federal Land Banks, Federal Financing Banks, Banks for Cooperatives, Federal Intermediate Credit Banks, Farm Credit Banks, Federal Home Loan Banks, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association, Government National Mortgage Association, Student Loan Marketing Association, U.S. Postal Service, Small Business Administration, Tennessee Valley Authority and any other enterprise established or sponsored by the U.S. Government. Because the U.S. Government generally is not obligated to provide support to its instrumentalities, the Fund will invest in obligations issued by these instrumentalities only if its sub-adviser determines that the credit risk with respect to such obligations is minimal.

The Fund may invest in commercial paper. Commercial paper represents short-term unsecured promissory notes issued in bearer form by corporations such as banks or bank holding companies and finance companies.

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 invest in securities of non-U.S. issuers that are U.S. dollar-denominated, which may include securities of issuers located, or conducting their business, in emerging market countries. 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 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 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 1933 Act, and repurchase agreements with maturities in excess of seven days.

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 in securities or as a substitute for a position in the underlying asset. Such instruments include financial futures contracts and options thereon, swaps (with varying terms, including interest rate swaps and credit default swaps), options on interest rates, options on indices, options on swaps, options on currencies and other fixed-income derivative instruments that may have the economic effect of leverage.

The Fund may also invest in securities of other open- or closed-end investment companies (including ETFs) that invest primarily in securities of the types in which the Fund may invest directly, to the extent permitted by the 1940 Act, the rules and regulations issued thereunder and applicable exemptive orders issued by the SEC.

The Fund may lend securities representing up to one-third of the value of its total assets to broker-dealers, banks, and other institutions to generate additional income. When the Fund loans its portfolio securities, it will receive, at the inception of each loan, cash collateral equal to at least 102% of the value of the loaned securities. Under the Fund’s securities lending agreement, the securities lending agent will generally bear the risk that a borrower may default on its obligation to return loaned securities. The Fund, however, will be responsible for the risks associated with the investment of cash collateral. The Fund may lose money on its investment of cash collateral or may fail to earn sufficient income on its investment to meet its obligations to the borrower.

 

77


Shareholder Update (continued)

(Unaudited)

 

Use of Leverage

As a non-fundamental policy, the Fund will not leverage its capital structure by issuing senior securities such as the issuance of Preferred Shares or debt instruments. However, the Fund may borrow for temporary or emergency purposes and may enter into certain derivatives transactions that have the economic effect of leverage.

Temporary Defensive Periods

During temporary defensive periods the Fund may deviate from its investment objective and policies, and in order to keep the Fund’s cash fully invested, the Fund may invest any portion of its Managed Assets in investment grade debt securities, including obligations issued or guaranteed by the U.S. government, its agencies and instrumentalities. The Fund may not achieve its investment objective during such periods.

 

78


 

NUVEEN NASDAQ 100 DYNAMIC OVERWRITE FUND (QQQX)

Investment Objective

The Fund’s investment objective is to seek attractive total return with less volatility than the Nasdaq 100 Index.

Investment Policies

Under normal circumstances, the Fund will invest at least 80% of its Assets (as defined below) in an equity portfolio made up of securities comprising the Nasdaq 100 Index (or securities that have economic characteristics that are similar to those securities comprising the Nasdaq 100 Index) that seeks to substantially replicate price movements of the Nasdaq 100 Index and is designed to support the Fund’s option strategy.

Under normal circumstances, the Fund expects to invest substantially all (at least 90%) of its Managed Assets (as defined below) in its equity portfolio or otherwise in pursuit of its investment objective.

The Fund’s sub-adviser uses a multi-factor quantitative model, which will consider opportunities to engage in tax-loss harvesting (i.e., periodically selling positions that have depreciated in value to realize capital losses that can be used to offset capital gains realized by the Fund) and other tax management considerations to improve after-tax shareholder outcomes, to construct the Fund’s equity portfolio.

The Fund employs a dynamic options “overwrite” strategy whereby the Fund’s sub-adviser sells (writes) call options on a varying percentage of the market value of the Fund’s equity portfolio based on its market outlook. Pursuant to this option strategy, under normal circumstances, the Fund sells (writes) index call options, call options on custom baskets of securities, and covered call options on individual securities. In addition to a primary emphasis on writing call options to reduce downside risk and volatility of the Fund’s equity portfolio, the Fund’s option strategy as a secondary emphasis seeks additional return opportunities by capitalizing on inefficiencies in the options market through a variety of means including the use of call spreads and selling put options.

The Fund targets an overwrite level (i.e., the ratio of the notional value of call options sold by the Fund to the market value of the Fund’s equity portfolio) of 55% of the value of its equity portfolio over time, and the overwrite level will vary, based on market conditions, between 35% to 75% of the value of its equity portfolio.

“Assets” means net assets of the Fund plus the amount of any borrowings for investment purposes. “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 for this purpose 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 market conditions:

 

   

As a fundamental policy, the Fund may not invest more than 25% of its total assets in securities of issuers in any one industry, except that if 25% or more of the securities in the Nasdaq 100 Index are issued by companies in one industry, the Fund would concentrate in that industry unless the Fund would need to avoid concentration in order to implement its investment strategy as it relates to avoiding the adverse tax treatment associated with straddle positions (Industry Concentration Policy).

 

   

The Fund may invest no more than 10% of its Managed Assets in short-term, high quality fixed-income securities.

 

   

The Fund may invest up to 20% of its Managed Assets in securities of non-U.S. issuers that are U.S. dollar denominated, which may include securities of issuers located, or conducting their business, in emerging market countries.

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 a policy without a shareholder vote. However, with respect to the Fund’s policy of investing at least 80% of its Assets in the equity portfolio, such policy may not be changed without 60 days’ prior written notice to shareholders.

However, the Fund’s fundamental Industry Concentration Policy may not be changed without the approval of the holders of a majority of the outstanding common shares and preferred shares voting together as a single class, and the approval of the holders of a majority of the outstanding preferred shares, voting separately as a single class. A “majority of the outstanding” shares means (i) 67% or more of the shares present at a meeting, if the holders of more than 50% of the shares are present or represented by proxy or (ii) more than 50% of the shares, whichever is less.

Portfolio Contents

The Fund will invest in a portfolio of individual common stocks designed to replicate the risk and return profile, and thereby substantially replicate price movements of the Nasdaq 100 Index. The Fund may also invest in other investment companies, including exchange-traded funds (“ETFs”), that provide

 

79


Shareholder Update (continued)

(Unaudited)

 

similar exposure to individual common stocks consistent with the Fund’s investment objective. Common stock generally represents an equity ownership interest in an issuer, without preference over and with a lower priority than any other class of securities, including such issuer’s debt securities, preferred stock and other senior equity securities. Common stocks usually carry voting rights and earn dividends. Common stocks fluctuate in price in response to many factors including historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity, as such the company may or may not pay dividends. Dividends on common stocks are declared at the discretion of the company’s board. In addition, common stock generally has the greatest appreciation and depreciation potential because increases and decreases in earnings are usually reflected in a company’s stock price.

As part of its option strategy, the Fund sells (writes) index call options, call options on custom baskets of securities, and covered call options on individual securities. An option contract is a contract that gives the holder of the option, in return for a premium, the right to buy from (in the case of a call) or sell to (in the case of a put) the writer of the option the reference instrument underlying the option (or the cash value of the index) at a specified exercise price at any time during the term of the option. The writer of an option on a security has the obligation upon exercise of the option to deliver the reference instrument (or the cash) upon payment of the exercise price or to pay the exercise price upon delivery of the reference instrument (or the cash). Upon exercise of an index option, the writer of an option on an index is obligated to pay the difference between the cash value of the index and the exercise price multiplied by the specified multiplier for the index option. Options may be “covered,” meaning that the party required to deliver the reference instrument if the option is exercised owns that instrument (or has set aside sufficient assets to meet its obligation to deliver the instrument). Options may be listed on an exchange or traded in the over-the-counter (“OTC”) market. In general, exchange-traded options have standardized exercise prices and expiration dates and may require the parties to post margin against their obligations, and the performance of the parties’ obligations in connection with such options is guaranteed by the exchange or a related clearing corporation. OTC options have more flexible terms negotiated between the buyer and the seller but are subject to counterparty risk. The ability of the Fund to transact business with any one or any number of counterparties, the lack of any independent evaluation of the counterparties or their financial capabilities, and the absence of a regulated market to facilitate settlement, may increase the potential for losses to the Fund. OTC options also involve greater liquidity risk. This risk may be increased in times of financial stress, if the trading market for OTC derivative contracts becomes limited.

In carrying out its option strategy, the Fund may write index call options on the Nasdaq 100 Index and other broad-based indices and may, if the Fund’s sub-adviser deems conditions appropriate, write call options on a variety of other equity market indices. As the seller of an index call option, the Fund receives a premium from the purchaser. The purchaser of the index call option has the right to any appreciation in the value of the index over the exercise price upon the exercise of the call option or the expiration date. If, at expiration, the purchaser exercises the index option sold by the Fund, the Fund will pay the purchaser the difference between the cash value of the index and the exercise price of the index option. The premium, the exercise price and the market value of the index determine the gain or loss realized by the Fund as the seller of the index call option.

The Fund may also write call options on custom baskets of securities. A custom basket call option is an OTC option with a counterparty whose value is linked to the market value of a portfolio of underlying securities and is collateralized by a portion of the Fund’s equity portfolio. In designing the custom basket call options, the Fund’s sub-adviser will primarily select assets not held by the Fund. In order to minimize the difference between the returns of the underlying securities in the custom basket (commonly referred to as a tracking error), the Fund’s sub-adviser will use optimization calculations when selecting the individual securities for inclusion in the custom basket.

The Fund may also write single name call options on individual stocks. With respect to call options written on individual securities, the Fund will not write “naked” or uncovered call options. A call option written by the Fund on an individual security is “covered” if the Fund owns the security underlying the call or has an absolute and immediate right to acquire that security without additional cash consideration. The Fund, in effect, sells the potential appreciation in the value of the security subject to the call option in exchange for the premium. The Fund may execute a closing purchase transaction with respect to an option it has sold and sell another option (with either a different exercise price or expiration date or both). The Fund’s objective in entering into such a closing transaction will be to optimize net index option premiums. The cost of a closing transaction may reduce the net option premiums realized from the sale of the option. This reduction could be offset, at least in part, by appreciation in the value of the underlying security held in the Fund’s equity portfolio, and by the opportunity to realize additional premium income from selling a new option.

The Fund may also use call spreads as part of its option strategy. A call spread involves the sale of a call option and the corresponding purchase of a call option on the same underlying instrument with the same expiration date but with different exercise prices. The call spreads utilized by the Fund generally will generate less net option premium than writing calls, but limit the overall risk of the strategy by capping the Fund’s liability from the written call while simultaneously allowing for additional upside above the strike price of the purchased call.

The Fund may also use put options as part of its option strategy. A put option gives the purchaser of the option the right (but not the obligation) to sell, and the writer of the option the obligation to buy, the underlying instrument (or the cash value of the index) at a stated price (the “exercise price”) at any time before the option expires. The purchase price for a put option is the “premium” paid by the purchaser for the right to sell. When the Fund sells a put option on an underlying instrument and the underlying instrument decreases in value, the purchaser of the put option has the right to exercise the option, obligating the Fund to purchase the underlying instrument at an exercise price that is higher than the prevailing market price. The Fund collects option

 

80


 

premium income when it sells the put option. If the underlying instrument increases in value, the purchaser of the put option is unlikely to exercise the option since the prevailing market price will be higher than the exercise price. Accordingly, the Fund retains all put premium income collected during market advances.

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 also may invest in any other security or agreement collateralized or otherwise secured by U.S. Government securities. Agencies and instrumentalities of the U.S. Government include but are not limited to: Federal Land Banks, Federal Financing Banks, Banks for Cooperatives, Federal Intermediate Credit Banks, Farm Credit Banks, Federal Home Loan Banks, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association, Government National Mortgage Association, Student Loan Marketing Association, U.S. Postal Service, Small Business Administration, Tennessee Valley Authority and any other enterprise established or sponsored by the U.S. Government. Because the U.S. Government generally is not obligated to provide support to its instrumentalities, the Fund will invest in obligations issued by these instrumentalities only if its sub-adviser determines that the credit risk with respect to such obligations is minimal.

The Fund may invest in commercial paper. Commercial paper represents short-term unsecured promissory notes issued in bearer form by corporations such as banks or bank holding companies and finance companies.

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 invest in securities of non-U.S. issuers that are U.S. dollar-denominated, which may include securities of issuers located, or conducting their business, in emerging market countries. 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 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 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 enter into certain derivative instruments in pursuit of its investment objective, including to seek to enhance return, to hedge certain risks of its investments in securities or as a substitute for a position in the underlying asset. Such instruments include financial futures contracts and options thereon, swaps (with varying terms, including interest rate swaps and credit default swaps), options on interest rates, options on indices, options on swaps, options on currencies and other fixed-income derivative instruments that may have the economic effect of leverage.

The Fund may also invest in securities of other open- or closed-end investment companies (including ETFs) that invest primarily in securities of the types in which the Fund may invest directly, to the extent permitted by the Investment Company Act of 1940, as amended (the “1940 Act”), the rules and regulations issued thereunder and applicable exemptive orders issued by the Securities and Exchange Commission (“SEC”).

The Fund may lend securities representing up to one-third of the value of its total assets to broker-dealers, banks, and other institutions to generate additional income. When the Fund loans its portfolio securities, it will receive, at the inception of each loan, cash collateral equal to at least 102% of the value of the loaned securities. Under the Fund’s securities lending agreement, the securities lending agent will generally bear the risk that a borrower may default on its obligation to return loaned securities. The Fund, however, will be responsible for the risks associated with the investment of cash collateral. The Fund may lose money on its investment of cash collateral or may fail to earn sufficient income on its investment to meet its obligations to the borrower.

 

81


Shareholder Update (continued)

(Unaudited)

 

Use of Leverage

As a non-fundamental policy, the Fund will not leverage its capital structure by issuing senior securities such as the issuance of preferred shares of beneficial interest (“Preferred Shares”) or debt instruments. However, the Fund may borrow for temporary or emergency purposes and may enter into certain derivatives transactions that have the economic effect of leverage.

Temporary Defensive Periods

During temporary defensive periods the Fund may deviate from its investment objective and policies, and in order to keep the Fund’s cash fully invested, the Fund may invest any portion of its Managed Assets in investment grade debt securities, including obligations issued or guaranteed by the U.S. government, its agencies and instrumentalities. The Fund may not achieve its investment objective during such periods.

 

82


 

PRINCIPAL RISKS OF THE FUNDS

The factors that are most likely to have a material effect on a particular Fund’s portfolio as a whole are called “principal risks.” Each Fund is subject to the principal risks indicated below, whether through direct investment or derivative positions. Each Fund may be subject to additional risks other than those identified and described below because the types of investments made by a Fund can change over time.

 

Risk      Nuveen S&P 500
Buy-Write
Income Fund
(BXMX)
     Nuveen Dow 30SM
Dynamic
Overwrite Fund
(DIAX)
     Nuveen S&P 500
Dynamic
Overwrite Fund
(SPXX)
     Nuveen Nasdaq 100
Dynamic
Overwrite Fund
(QQQX)
 
Portfolio Level Risks                                      
   

Call Option Risk

       X        X        X        X  

Call Spreads Risk

       X        X        X        X  

Common Stock Risk

       X        X        X        X  

Counterparty Risk

       X        X        X        X  

Deflation Risk

       X        X        X        X  

Derivatives Risk

       X        X        X        X  

Dividend Income Risk

       X        X        X        X  

Hedging Risk

       X        X        X        X  

Inflation Risk

       X        X        X        X  

Non-U.S. Securities Risk

       X        X        X        X  

Option Strategy Risk

       X        X        X        X  

Other Investment Companies Risk

       X        X        X        X  

Put Option Risk

       X        X        X        X  

Swap Transactions Risk

       X        X        X        X  

Technology Company Investment Risk

                            X  

Valuation Risk

       X        X        X        X  
Fund Level and Other Risks                                      
   

Anti-Takeover Provisions

       X        X        X        X  

Borrowing Risk

       X        X        X        X  

Cybersecurity Risk

       X        X        X        X  

Global Economic Risk

       X        X        X        X  

Investment and Market Risk

       X        X        X        X  

Legislation and Regulatory Risk

       X        X        X        X  

Market Discount from Net Asset Value

       X        X        X        X  

Non-Diversified Status Risk

              X               X  

Not an Index Fund

       X        X        X        X  

Recent Market Conditions

       X        X        X        X  

Tax Risk

       X        X        X        X  

Portfolio Level Risks:

Call Option Risk. As the writer of a call option, the Fund foregoes, during the option’s life, the opportunity to profit from increases in the market value of the instrument underlying the call option above the sum of the premium and the strike price of the option, but will retain the risk of loss should the market value of the instrument underlying the call option decline. The purchaser of the call option has the right to any appreciation in the value of the underlying instrument over the exercise price upon the exercise of the call option or the expiration date. As the Fund increases the option overlay percentage, its ability to benefit from capital appreciation becomes more limited and the risk of NAV erosion increases. If the Fund experiences NAV erosion, which itself may have a negative effect on the market price of the Fund’s shares, the Fund will have a reduced asset base over which to write call options, which may eventually lead to reduced distributions to shareholders.

 

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Shareholder Update (continued)

(Unaudited)

 

In addition, because the exercise of index options is settled in cash, sellers of index call options, such as the Fund, cannot provide in advance for their potential settlement obligations by acquiring and holding the underlying securities. The Fund bears a risk that the value of the securities held by the Fund will vary from the value of the underlying index and relative to the written index call option positions. Accordingly, the Fund may incur losses on the index call options that it has sold that exceed gains on the Fund’s equity portfolio. The value of index options written by the Fund, which will be priced daily, will be affected by changes in the value of and dividend rates of the underlying common stocks in the index, changes in the actual or perceived volatility of the stock market and the remaining time to the options’ expiration. The value of the index options also may be adversely affected if the market for the index options becomes less liquid or smaller.

Call Spreads Risk. The Fund may enter into call spreads. A call spread involves the sale of a call option and the corresponding purchase of a call option on the same underlying instrument with the same expiration date but with different strike prices. The Fund may not be able to enter into (or close out of) these transactions, at times or in the quantities desired by the sub-adviser. The Fund also may not be able to enter into (or close out of) these transactions because of, among other things, the lack of market participants that are willing to take contrary positions to that of the Fund.

Common Stock Risk. Common stocks have experienced significantly more volatility in returns and may significantly underperform relative to fixed-income securities during certain periods. An adverse event, such as an unfavorable earnings report, may depress the value of a particular common stock held by the Fund. Also, the price of common stocks is sensitive to general movements in the stock market, and a drop in the stock market may depress the price of common stocks to which the Fund has exposure. Common stock prices fluctuate for several reasons, including changes in investors’ perceptions of the financial condition of an issuer, the general condition of the relevant stock market or the current and expected future conditions of the broader economy, or when political or economic events affecting the issuer in particular or the stock market in general occur. In addition, common stock prices may be particularly sensitive to rising interest rates, as the cost of capital rises and borrowing costs increase.

Counterparty Risk. The Fund will be subject to credit risk with respect to the counterparties to the derivative transactions entered into by the Fund. Changes in the credit quality of the companies that serve as the Fund’s counterparties with respect to derivatives transactions may affect the value of those instruments. Because certain derivative transactions in which the Fund may engage may be traded between counterparties based on contractual relationships, the Fund is subject to the risk that a counterparty will not perform its obligations under the related contracts. If a counterparty becomes bankrupt or otherwise becomes unable to perform its obligations due to financial difficulties the Fund may sustain losses (including the full amount of its investment), may be unable to liquidate a derivatives position or may experience significant delays in obtaining any recovery in bankruptcy or other reorganization proceedings. By entering into derivatives transactions, the Fund assumes the risk that its counterparties could experience such financial hardships. Although the Fund intends to enter into transactions only with counterparties that the sub-adviser believes to be creditworthy, there can be no assurance that a counterparty will not default and that the Fund will not sustain a loss on a transaction. In the event of a counterparty’s bankruptcy or insolvency, any collateral posted by the Fund in connection with a derivatives transaction may be subject to the conflicting claims of that counterparty’s creditors, and the Fund may be exposed to the risk of a court treating the Fund as a general unsecured creditor of the counterparty, rather than as the owner of the collateral.

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.

It is possible that developments in the derivatives market, including changes in government regulation, could adversely impact the Fund’s ability to invest in certain derivatives.

Dividend Income Risk. A portion of the net investment income paid by the Fund to its shareholders is derived from dividends it receives from the common stocks held in the Fund’s equity portfolio. Dividends paid on securities held by the Fund can vary significantly over the short-term and long-term. Dividends on common stocks are not fixed, but are declared at the discretion of an issuer’s board of directors. There is no guarantee that the issuers of common stocks in which the Fund invests will declare dividends in the future or that if declared they will remain at current levels or increase over time.

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

 

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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.

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.

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.

Option Strategy Risk. In employing the Fund’s option strategy, the sub-adviser seeks to reduce downside risk and volatility of the Fund’s equity portfolio. This strategy may not protect against market declines and may limit the Fund’s participation in market gains, particularly during periods when market values are increasing. This strategy may increase the Fund’s portfolio transaction costs, which could result in losses or reduce gains, and may not be successful.

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.

Put Option Risk. By writing put options, the Fund takes on the risk of declines in the value of the underlying instrument, including the possibility of a loss up to the entire strike price of each option it sells but without the corresponding opportunity to benefit from potential increases in the value of the underlying instrument. When the Fund writes a put option, it assumes the risk that it must purchase the underlying instrument at a strike price that may be higher than the market price of the instrument. If there is a broad market decline and the Fund is not able to close out its written put options, it may result in substantial losses to the Fund. The Fund will receive a premium from writing options, but the premium received may not be sufficient to offset any losses sustained from exercised put options.

Swap Transactions Risk. The Fund may enter into derivative instruments such as swap contracts and forward contracts. 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 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.

Technology Company Investment Risk. A substantial portion of the securities represented in the applicable index are in the technology sector. As a result, the Fund may invest a substantial portion of its assets in technology companies. The market prices of technology-related stocks tend to exhibit a greater degree of market risk and price volatility than other types of investments. These stocks may fall in and out of favor with investors rapidly, which may cause sudden selling and dramatically lower market prices. Technology stocks also may be affected adversely by changes in technology, consumer and business purchasing patterns, government regulation and/or obsolete products or services.

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.

 

85


Shareholder Update (continued)

(Unaudited)

 

Fund Level and Other Risks:

Anti-Takeover Provisions. The Fund’s organizational documents 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.

Borrowing Risk. The Fund may borrow for temporary or emergency purposes. Borrowing may exaggerate changes in the NAV of the Fund’s shares and may affect the Fund’s net income. When the Fund borrows money, it must pay interest and other fees, which will reduce the Fund’s returns if such costs exceed the returns on the portfolio securities purchased or retained with such borrowings. Any such borrowings are intended to be temporary. However, under certain market circumstances, such borrowings might be outstanding for longer periods of time.

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.

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 securities 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, events such as war, terrorism, natural and environmental disasters and the spread of infectious illnesses or other public health emergencies may adversely affect the global economy and the markets and issuers in which the Fund invests. Recent examples of such events include 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. 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 economy. These events could also impair the information technology and other operational systems upon which the Fund’s service providers, including the investment adviser and 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. 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 the Fund’s 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 objectives.

The SEC recently adopted rules governing the use of derivatives by registered investment companies, which could affect the nature and extent of derivatives used by the Fund. The full impact of such rules is uncertain at this time. It is possible that such rules, as interpreted, applied and enforced by the SEC, could limit the implementation of the Fund’s use of derivatives, which could have an adverse impact on the Fund.

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 objectives and managing its portfolio when the underlying securities are redeemed or sold during periods of market

 

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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.

Non-Diversified Status Risk. Because the Fund is classified as “non-diversified” under the 1940 Act, it can invest a greater portion of its assets in obligations of a single issuer than a “diversified” fund. As a result, the Fund will be more susceptible than a diversified fund to fluctuations in the prices of securities of a single issuer.

Not an Index Fund. The Fund is not, nor is it intended to be, an index fund. As a result, the performance of the Fund will differ from the performance of the index as a whole for various reasons, including the fact that the Fund will write call options on a portion of its equity portfolio and the weightings of the securities included in the Fund’s equity portfolio may be different than the weightings of the common stocks in the index. The Fund, by writing call options on its equity portfolio, will give up the opportunity to benefit from potential increases in the value of the Fund’s equity portfolio above the exercise prices of the options, but will continue to bear the risk of declines in the value of the Fund’s equity portfolio.

Recent Market Conditions. In response to the financial crisis and recent market events, policy and legislative changes by the United States government and the Federal Reserve to assist in the ongoing support of financial markets, both domestically and in other countries, are changing many aspects of financial regulation. The impact of these changes on the markets, and the practical implications for market participants, may not be fully known for some time. Withdrawal of government support, failure of efforts in response to the crisis, or investor perception that such efforts are not succeeding, could adversely impact the value and liquidity of certain securities. The severity or duration of adverse economic conditions may also be affected by policy changes made by governments or quasi-governmental organizations, including changes in tax laws and the imposition of trade barriers. The impact of new financial regulation legislation on the markets and the practical implications for market participants may not be fully known for some time. Changes to the Federal Reserve policy may affect the value, volatility and liquidity of dividend and interest paying securities. In addition, the contentious domestic political environment, as well as political and diplomatic events within the United States and abroad, such as the U.S. government’s inability at times to agree on a long-term budget and deficit reduction plan, the threat of a federal government shutdown and threats not to increase the federal government’s debt limit, may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree.

Interest rates have been unusually low in recent years in the United States and abroad but there is consensus that interest rates will increase during the life of the Fund, which could negatively impact the price of debt securities. Because there is little precedent for this situation, it is difficult to predict the impact of a significant rate increase on various markets.

The current political climate has intensified concerns about a potential trade war between China and the United States, as each country has recently imposed tariffs on the other country’s products. 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.

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.

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.

 

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Shareholder Update (continued)

(Unaudited)

 

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.

 

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CHANGES OCCURRING DURING THE PRIOR 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 a Fund.

During the most recent fiscal year, there have been no changes to: (i) the Funds’ investment objectives and principal investment policies that have not been approved by shareholders, (ii) the principal risks of the Fund, (iii) the portfolio managers of the Funds; (iv) a 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:

Changes to Portfolio Managers

Effective March 24, 2020, Jody Hrazanek is no longer a portfolio manager of DIAX, SPXX and QQQX.

Effective August 3, 2020, James Campagna, CFA, Lei Liao, CFA and Darren Tran were added as portfolio managers to DIAX, SPXX and QQQX. Their bios are as follows:

Mr. Campagna is a portfolio manager and oversees equity index strategies for Nuveen. He is responsible for all equity index, social choice, and equity ETF strategies. Prior to joining Nuveen in 2005, he was a portfolio manager at Mellon Capital Management where he was responsible for several funds and was an index strategy leader for the MSCI EAFE mandates. He graduated with a B.A. in Economics from the University of California, Irvine. He holds the CFA designation and is a member of the FTSE Russell Americas Regional Equity Advisory Committee.

Mr. Liao is a portfolio manager at Nuveen and is responsible for all equity index strategies, social choice equity portfolios, as well as some of the firm’s ETF product line. He joined Nuveen in 2012 and began working in the investment industry in 2004. His previous experience includes several years at Northern Trust Corp. as a senior equity portfolio manager. He graduated with an M.B.A. from the Ross Business School at the University of Michigan. He also holds the CFA designation.

Mr. Tran is a portfolio manager at Nuveen and is responsible for all equity index, social choice equity, and equity ETF strategies. He joined Nuveen in 2005 as a foreign currency trader and entered the investment industry in 2000. Prior to joining the firm, he held a position at Morgan Stanley in Corporate Treasury. Darren graduated with a B.S. in Finance and Information Systems from the NYU Stern School of Business and an M.S. in Financial Engineering from the NYU Tandon School of Engineering. He holds the CFA designation and is a member of the New York Society of Security Analysts.

Amended and Restated By-Laws

On October 5, 2020, after a rigorous and deliberative review, and consistent with the interests of the Nuveen Nasdaq 100 Dynamic Overwrite Fund, the Nuveen S&P 500 Dynamic Overwrite Fund, the Nuveen S&P 500 Buy-Write Income Fund and the Nuveen Dow 30sm Dynamic Overwrite Fund (each a “Fund” and collectively the “Funds”) long-term shareholders, the Board of Trustees of each Fund adopted Amended and Restated By-Laws.

Among other changes, the Amended and Restated By-Laws require compliance with certain amended deadlines and procedural and informational requirements in connection with advance notice of shareholder proposals or nominations, including certain information about the proponent and the proposal, or in the case of a nomination, the nominee. Any shareholder considering making a nomination or other proposal should carefully review and comply with those provisions of the Amended and Restated By-Laws.

The Amended and Restated By-Laws also include provisions (the “Control Share By-Law”) pursuant to which, in summary, a shareholder who obtains beneficial ownership of common shares of a Fund in a “Control Share Acquisition” may exercise voting rights with respect to such shares only to the extent the authorization of such voting rights is approved by other shareholders of the Fund. The Control Share By-Law is primarily intended to protect the interests of the Fund and its long-term shareholders by limiting the risk that the Fund will become subject to undue influence by opportunistic traders pursuing short-term agendas adverse to the best interests of the Fund and its long-term shareholders. The Control Share By-Law does not eliminate voting rights for common shares acquired in Control Share Acquisitions, but rather entrusts the Fund’s other “non-interested” shareholders with determining whether to approve the authorization of the voting rights of the person acquiring such shares.

Subject to various conditions and exceptions, the Control Share By-Law defines a “Control Share Acquisition” to include an acquisition of common shares that, but for the Control Share By-Law, would give the beneficial owner, upon the acquisition of such shares, the ability to exercise voting power in the election of Trustees of a Fund in any of the following ranges:

 

  (i)

one-tenth or more, but less than one-fifth of all voting power;

 

  (ii)

one-fifth or more, but less than one-third of all voting power;

 

  (iii)

one-third or more, but less than a majority of all voting power; or

 

  (iv)

a majority or more of all voting power.

 

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Shareholder Update (continued)

(Unaudited)

 

The Control Share By-Law generally excludes certain acquisitions of common shares from the definition of a Control Share Acquisition, including acquisitions of common shares that occurred prior to October 5, 2020, though such shares are included in assessing whether any subsequent share acquisition exceeds one of the enumerated thresholds.

Subject to certain conditions and procedural requirements set forth in the Control Share By-Law, including the delivery of a “Control Share Acquisition Statement” to the Funds’ Secretary setting forth certain required information, a shareholder who obtains or proposes to obtain beneficial ownership of common shares in a Control Share Acquisition generally may demand a special meeting of shareholders for the purpose of considering whether the voting rights of such acquiring person with respect to such shares shall be authorized.

This discussion is only a high-level summary of certain aspects of the Amended and Restated By-Laws, and is qualified in its entirety by reference to the Amended and Restated By-Laws. Shareholders should refer to the Amended and Restated By-Laws for more information. A copy of the Amended and Restated By-Laws can be found in the Current Report on Form 8-K filed by the Funds with the Securities and Exchange Commission on October 6, 2020, which is available at www.sec.gov, and may also be obtained by writing to the Secretary of the Funds at 333 West Wacker Drive, Chicago, Illinois 60606.

 

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Additional Fund Information (Unaudited)

 

Board of Trustees        
Jack B. Evans   William C. Hunter   Albin F. Moschner   John K. Nelson   Judith M. Stockdale
Carole E. Stone   Matthew Thornton III   Terence J. Toth   Margaret L. Wolff   Robert L. Young

 

         

Investment Adviser

Nuveen Fund Advisors, LLC

333 West Wacker Drive

Chicago, IL 60606

 

Custodian

State Street Bank

& Trust Company

One Lincoln Street

Boston, MA 02111

 

Legal Counsel

Chapman and Cutler LLP

Chicago, IL 60603

 

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

One North Wacker Drive

Chicago, IL 60606

 

Transfer Agent and

Shareholder Services

Computershare Trust Company, N.A.

150 Royall Street

Canton, MA 02021

(800) 257-8787

Distribution Information

The Funds hereby designate their percentages of dividends paid from net ordinary income as dividends qualifying for the dividends received deduction (“DRD”) for corporations and their percentages as qualified dividend income (“QDI”) for individuals under Section 1(h)(11) of the Internal Revenue Code as shown in the accompanying table. The actual qualified dividend income distributions will be reported to shareholders on Form 1099-DIV which will be sent to shareholders shortly after calendar year end.

 

     BXMX        DIAX        SPXX        QQQX  

% DRD

    100.0%          100.0%          100.0%          100.0%  

% QDI

    100.0%          100.0%          100.0%          100.0%  

 

 

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 each 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 each 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

Each 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. Each 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

Each 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, each Fund repurchased shares of its common stock as shown in the accompanying table. Any future repurchases will be reported in the next annual or semi-annual report.

 

     BXMX        DIAX        SPXX        QQQX  

Common Shares repurchased

    0          0          0          0  

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.FlNRA.org.

 

91


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 market 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.

 

 

Chicago Board Options Exchange (Cboe) S&P 500 BuyWrite Index (BXMSM): An index designed to track the performance of a hypothetical buy-write strategy on the S&P 500®. Index returns assume reinvestment of distributions, but do not include the effects of any applicable sales charges or management fees.

 

 

Chicago Board Options Exchange (Cboe) Volatility Index® (VIX®): An index that is a key measure of market expectations of near-term volatility conveyed by S&P 500® option prices. Since its introduction in 1993, VIX has been considered by many to be the world’s premier barometer of investor sentiment and market volatility (www.cboe.com). Index returns assume reinvestment of distributions, but do not include the effects of any applicable sales charges or management fees.

 

 

Chicago Board Options Exchange (Cboe) Dow Jones Industrial Average (DJIA) BuyWrite Index (BXDSM): A benchmark index that measures the performance of a theoretical portfolio that sells call options on the Dow Jones Industrial Average (the Dow), against a portfolio of the stocks included in the Dow. Index returns assume reinvestment of distributions, but do not include the effects of any applicable sales charges or management fees.

 

 

Chicago Board Options Exchange (Cboe) Nasdaq 100 BuyWrite Index (BXNSM): A benchmark index that measures the performance of a theoretical portfolio that owns a basket of the stocks included in the Nasdaq 100 Index, and “writes” (or sells) Nasdaq 100 Index covered call options each month. Index returns assume reinvestment of distributions, but do not include the effects of any applicable sales charges or management fees.

 

 

DIAX Blended Benchmark: The DIAX Blended Benchmark is a blended return consisting of 1) 55% Chicago Board Options Exchange (Cboe) DJIA BuyWrite Index (BXD), which is designed to track the performance of a hypothetical buy-write strategy on the Dow Jones Industrial Average and 2) 45% Dow Jones Industrial Average (DJIA), which tracks the performance of 30 large cap companies. Index returns assume reinvestment of distributions, but do not include the effects of any applicable sales charges or management fees.

 

 

Dow Jones Industrial Average (DJIA): An average that tracks the performance of 30 large cap companies. Index returns assume reinvestment of distributions, but do not reflect any applicable sales charges or management fees.

 

 

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.

 

 

Nasdaq-100 Index: An index that includes 100 of the largest domestic and international nonfinancial securities listed on the Nasdaq Stock Market based on market capitalization. Index returns assume reinvestment of distributions, but do not reflect any applicable sales charges or management fees.

 

 

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.

 

 

QQQX Blended Benchmark: The QQQX Blended Benchmark is a blended return consisting of 1) 55% Chicago Board of Exchange (Cboe) Nasdaq 100 BuyWrite Index (BXNSM), which measures the performance of a theoretical portfolio that owns a basket of the stocks included in the Nasdaq 100 Index, and “writes” (or sells) Nasdaq 100 Index covered call options each month and 2) 45% Nasdaq-100 Index, which includes 100 of the largest domestic and international nonfinancial securities listed on the Nasdaq Stock Market based on market capitalization. Index returns assume reinvestment of distributions, but do not include the effects of any applicable sales charges or management fees.

 

92


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

Occupation(s)

Including other

Directorships

During Past 5 Years

  

Number

of Portfolios
in Fund Complex
Overseen by
Board Member

                     
Independent Board Members:

  TERENCE J. TOTH

         Formerly, a Co-Founding Partner, Promus Capital (investment advisory firm) (2008-2017); Director, Quality Control Corporation (manufacturing) (since 2012); member: Catalyst Schools of Chicago Board (since 2008) and Mather Foundation Board (philanthropy) (since 2012), and chair of its Investment Committee; formerly, Director, Fulcrum IT Services LLC (information technology services firm to government entities) (2010-2019); 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).   

1959

333 W. Wacker Drive

Chicago, IL 6o6o6

   Chairman and Board Member   

2008 Class II

  

149

        

  JACK B. EVANS

         Chairman (since 2019), formerly, President (1996-2019), The Hall-Perrine Foundation, (private philanthropic corporation); Director and Chairman (since 2009), United Fire Group, a publicly held company; formerly, Director, Public Member, American Board of Orthopaedic Surgery (2015-2020); Life Trustee of Coe College and the Iowa College Foundation; formerly, President Pro-Tem of the Board of Regents for the State of Iowa University System (2000-2004); formerly, Director (2000-2004), Alliant Energy; formerly, Director (1996-2015), The Gazette Company (media and publishing); formerly, Director (1998-2003), Federal Reserve Bank of Chicago; formerly, President and Chief Operating Officer (1972-1995), SCI Financial Group, Inc., (regional financial services firm).   

1948

333 W. Wacker Drive

Chicago, IL 6o6o6

  

Board Member

  

1999 Class III

  

149

        

  WILLIAM C. HUNTER

         Dean Emeritus, formerly, Dean, Tippie College of Business, University of Iowa (2006-2012); Director of Wellmark, Inc. (since 2009); past Director (2005-2015), and past President (2010-2014) Beta Gamma Sigma, Inc., The International Business Honor Society; formerly, Director (2004-2018) of Xerox Corporation; Dean and Distinguished Professor of Finance, School of Business at the University of Connecticut (2003-2006); previously, Senior Vice President and Director of Research at the Federal Reserve Bank of Chicago (1995-2003); formerly, Director (1997-2007), Credit Research Center at Georgetown University.   

1948

333 W. Wacker Drive

Chicago, IL 6o6o6

  

Board Member

  

2003 Class I

  

149

        

 

93


Board Members & Officers (continued)

(Unaudited)

 

                     

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

                     
Independent Board Members (continued):

  ALBIN F. MOSCHNER

        

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) and Chief Executive Officer (1995-1996) of Zenith Electronics Corporation (consumer electronics).

  

1952

333 W. Wacker Drive

Chicago, IL 6o6o6

  

Board Member

  

2016 Class III

  

149

        

  JOHN K. NELSON

        

Member of Board of Directors of Core12 LLC. (private firm which develops branding, marketing and communications strategies for clients) (since 2008); served on The President’s Council of Fordham University (2010-2019) and previously a 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); former Chair of the Board of Trustees of Marian University (2010-2014 as trustee, 2011-2014 as Chair); 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.

  

1962

333 W. Wacker Drive

Chicago, IL 6o6o6

  

Board Member

  

2013 Class II

  

149

        

  JUDITH M. STOCKDALE

        

Board Member, Land Trust Alliance (national public charity addressing natural land and water conservation in the U.S.) (since 2013); formerly, Board Member, U.S. Endowment for Forestry and Communities (national endowment addressing forest health, sustainable forest production and markets, and economic health of forest-reliant communities in the U.S.) (2013-2019); formerly, Executive Director (1994-2012), Gaylord and Dorothy Donnelley Foundation (private foundation endowed to support both natural land conservation and artistic vitality); prior thereto, Executive Director, Great Lakes Protection Fund (1990-1994).

  

1947

333 W. Wacker Drive

Chicago, IL 6o6o6

  

Board Member

  

1997 Class I

  

149

        

  CAROLE E. STONE

        

Former Director, Chicago Board Options Exchange, Inc. (2006-2017); and C2 Options Exchange, Incorporated (2009-2017); former Director, Cboe, Global Markets, Inc., formerly, CBOE Holdings, Inc. (2010-May 2020); formerly, Commissioner, New York State Commission on Public Authority Reform (2005-2010).

  

1947

333 W. Wacker Drive

Chicago, IL 6o6o6

  

Board Member

  

2007 Class I

  

149

  MATTHEW THORNTON 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 November 2020), Crown Castle International (provider of communications infrastructure)   

1958

333 West Wacker Drive

Chicago, IL 60606

  

Board Member

  

2020 Class III

  

149

        

 

94


 

                     

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

                     
Independent Board Members (continued):

  MARGARET L. WOLFF

         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 (legal services, Mergers & Acquisitions Group) (2005-2014); Member of the Board of Trustees of New York-Presbyterian Hospital (since 2005); Member (since 2004) and Chair (since 2015) of the Board of Trustees of The John A. Hartford Foundation (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.   

1955

333 W. Wacker Drive

Chicago, IL 6o6o6

  

Board Member

  

2016 Class I

  

149

        

  ROBERT L. YOUNG

         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).   

1963

333 W. Wacker Drive

Chicago, IL 6o6o6

  

Board Member

  

2017 Class II

  

149

        

 

95


Board Members & Officers (continued)

(Unaudited)

 

                
Name,
Year of Birth
& Address
   Position(s) Held
with the Funds
   Year First
Elected or
Appointed(2)
   Principal
Occupation(s)
During Past 5 Years
                
Officers of the Funds:               

  DAVID J. LAMB

         Managing Director of Nuveen Fund Advisors, LLC (since 2020); Managing Director (since 2017), formerly, Senior Vice President of Nuveen, LLC (since 2006), Vice President prior to 2006.

1963

333 W. Wacker Drive

Chicago, IL 6o6o6

   Chief Administrative Officer   

2015

  MARK J. CZARNIECKI

         Vice President and Assistant Secretary of Nuveen Securities, LLC (since 2016) and Nuveen Fund Advisors (since 2017); Vice President and Associate General Counsel of Nuveen, LLC (since 2013) and Vice President, Assistant Secretary and Associate General Counsel of Nuveen Asset Management (since 2018).

1979

901 Marquette Avenue

Minneapolis, MN 55402

   Vice President and Assistant Secretary   

2013

  DIANA R. GONZALEZ

         Vice President and Assistant Secretary of Nuveen Fund Advisors, LLC (since 2017); Vice President and Associate General Counsel of Nuveen, LLC (since 2017); Associate General Counsel of Jackson National Asset Management, LLC (2012-2017).

1978

333 W. Wacker Drive

Chicago, IL 6o6o6

   Vice President and Assistant Secretary   

2017

  NATHANIEL T. JONES

         Managing Director (since 2017), formerly, Senior Vice President (2016-2017), formerly, Vice President (2011-2016) of Nuveen, LLC; Managing Director (since 2015) of Nuveen Fund Advisors, LLC; Chartered Financial Analyst.

1979

333 W. Wacker Drive

Chicago, IL 6o6o6

   Vice President and Treasurer   

2016

  TINA M. LAZAR

         Managing Director (since 2017), formerly, Senior Vice President (2014-2017) of Nuveen Securities, LLC.

1961

333 W. Wacker Drive

Chicago, IL 6o6o6

  

Vice President

  

2002

  BRIAN J. LOCKHART

         Managing Director (since 2019) of Nuveen Fund Advisors, LLC; Managing Director (since 2017), formerly, Vice President (2010-2017) of Nuveen, LLC; Head of Investment Oversight (since 2017), formerly, Team Leader of Manager Oversight (2015-2017); Chartered Financial Analyst and Certified Financial Risk Manager.

1974

333 W. Wacker

Drive Chicago, IL 6o6o6

  

Vice President

  

2019

  JACQUES M. LONGERSTAEY

         Senior Managing Director, Chief Risk Officer, Nuveen, LLC (since May 2019); Senior Managing Director (since May 2019) of Nuveen Fund Advisors, LLC; formerly, Chief Investment and Model Risk Officer, Wealth & Investment Management Division, Wells Fargo Bank (NA) (2013-2019).

1963

8500 Andrew

Carnegie Blvd.

Charlotte, NC 28262

  

Vice President

  

2019

  KEVIN J. MCCARTHY

         Senior Managing Director (since 2017) and Secretary and General Counsel (since 2016) of Nuveen Investments, Inc., formerly, Executive Vice President (2016-2017) and Managing Director and Assistant Secretary (2008-2016); Senior Managing Director (since 2017) and Assistant Secretary (since 2008) of Nuveen Securities, LLC, formerly Executive Vice President (2016-2017) and Managing Director (2008-2016); Senior Managing Director (since 2017), and Secretary (since 2016) of Nuveen Fund Advisors, LLC, formerly, Co-General Counsel (2011-2020), Executive Vice President (2016-2017), Managing Director (2008-2016) and Assistant Secretary (2007-2016); Senior Managing Director (since 2017), Secretary (since 2016) of Nuveen Asset Management, LLC, formerly, Associate General Counsel (2011-2020), Executive Vice President (2016-2017) and Managing Director and Assistant Secretary (2011- 2016); Vice President (since 2007) and Secretary (since 2016), formerly, Assistant Secretary, of NWQ Investment Management Company, LLC, Santa Barbara Asset Management, LLC and Winslow Capital Management, LLC (since 2010). Senior Managing Director (since 2017) and Secretary (since 2016) of Nuveen Alternative Investments, LLC.

1966

333 W. Wacker Drive

Chicago, IL 6o6o6

   Vice President and Assistant Secretary   

2007

     

 

96


 

                
Name,
Year of Birth
& Address
   Position(s) Held
with the Funds
   Year First
Elected or
Appointed(2)
   Principal
Occupation(s)
During Past 5 Years
                
Officers of the Funds (continued):          

  JON SCOTT MEISSNER

         Managing Director of Mutual Fund Tax and Financial Reporting groups at Nuveen (since 2017); Managing Director of Nuveen Fund Advisors, LLC (since 2019); Senior Director of Teachers Advisors, LLC and TIAA-CREF Investment Management, LLC (since 2016); Senior Director (since 2015) Mutual Fund Taxation to the TIAA-CREF Funds, the TIAA-CREF Life Funds, the TIAA Separate Account VA-1 and the CREF Accounts; has held various positions with TIAA since 2004.

1973

8500 Andrew

Carnegie Blvd.

Charlotte, NC 28262

  

Vice President

  

2019

  DEANN D. MORGAN

         President, Nuveen Fund Advisors, LLC (since November 2020); Executive Vice President, Global Head of Product at Nuveen, LLC (since 2019); Co-Chief Executive Officer of Nuveen Securities, LLC since March 2020); Managing Member of MDR Collaboratory LLC (since 2018); Managing Director, (Head of Wealth Management Product Structuring & COO Multi Asset Investing. The Blackstone Group (2013-2017)

1969

730 Third Avenue

New York, NY 10017

  

Vice President

  

2020

     

  CHRISTOPHER M.  ROHRBACHER

         Managing Director (since 2017) and Assistant Secretary of Nuveen Securities, LLC; Managing Director (since 2017) General Counsel (since 2020), and Assistant Secretary (since 2016), formerly, Senior Vice President (2016-2017), of Nuveen Fund Advisors, LLC; Managing Director, Associate General Counsel and Assistant Secretary of Nuveen Asset Management, LLC (since 2020); Managing Director (since 2017), and Associate General Counsel (since 2016), formerly, Senior Vice President (2012-2017) and Assistant General Counsel (2008-2016) of Nuveen, LLC.

1971

333 W. Wacker Drive

Chicago, IL 6o6o6

  

Vice President

and Assistant

Secretary

  

2008

       

  WILLIAM A. SIFFERMANN

         Managing Director (since 2017), formerly Senior Vice President (2016-2017) and Vice President (2011-2016) of Nuveen, LLC.

1975

333 W. Wacker Drive

Chicago, IL 6o6o6

  

Vice President

  

2017

  E. SCOTT WICKERHAM

         Senior Managing Director, Head of Fund Administration at Nuveen, LLC (since 2019), formerly, Managing Director; Senior Managing Director (since 2019) of Nuveen Fund Advisers, LLC; Principal Financial Officer, Principal Accounting Officer and Treasurer (since 2017) of the TIAA-CREF Funds, the TIAA-CREF Life Funds, the TIAA Separate Account VA-1 and the Treasurer (since 2017) to the CREF Accounts; Senior Director, TIAA-CREF Fund Administration (2014-2015); has held various positions with TIAA since 2006.

1973

8500 Andrew

Carnegie Blvd.

Charlotte, NC 28262

   Vice President and Controller   

2019

     

  MARK L. WINGET

         Vice President and Assistant Secretary of Nuveen Securities, LLC (since 2008), and Nuveen Fund Advisors, LLC (since 2019); Vice President, Associate General Counsel and Assistant Secretary of Nuveen Asset Management, LLC (since 2020); Vice President (since 2010) and Associate General Counsel (since 2019), formerly, Assistant General Counsel (2008-2016) of Nuveen, LLC.

1968

333 W. Wacker Drive

Chicago, IL 60606

   Vice President and Secretary   

2008

     

  GIFFORD R. ZIMMERMAN

         Formerly: Managing Director (2002-2020) and Assistant Secretary (2002-2020) of Nuveen Securities, LLC; Managing Director (2002-2020), Assistant Secretary (1997-2020) and Co-General Counsel (2011- 2020) of Nuveen Fund Advisors, LLC; Managing Director (2004-2020) and Assistant Secretary (1994-2020) of Nuveen Investments, Inc.; Managing Director, Assistant Secretary and Associate General Counsel of Nuveen Asset Management, LLC (2011-2020); Vice President and Assistant Secretary of NWQ Investment Management Company, LLC, Santa Barbara Asset Management, LLC (2006-2020) and Winslow Capital Management, LLC (2010-2020); Chartered Financial Analyst.

1956

333 W. Wacker Drive

Chicago, IL 60606

  

Vice President

and Chief Compliance Officer

  

1988

     

 

(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 applicable, 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 one year terms through August of each year. 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.

 

97


Notes

 

 

98


Notes

 

 

99


LOGO

 

Nuveen:

Serving Investors for Generations

Since 1898, financial professionals 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 professional, 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

 

Nuveen Securities, LLC, member FINRA and SIPC  |  333 West Wacker Drive Chicago, IL 60606  |   www.nuveen.com       
EAN-D-1220D        1509791-INV-Y-02/22


ITEM 2. CODE OF ETHICS.

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. The registrant has posted the code of ethics on its website at www.nuveen.com/fund-governance. (To view the code, click on Code of Conduct.)

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”) 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 registrant’s audit committee financial experts are Carole E. Stone, Jack B. Evans and William C. Hunter who are “independent” for purposes of Item 3 of Form N-CSR.

Ms. Stone served for five years as Director of the New York State Division of the Budget. As part of her role as Director, Ms. Stone was actively involved in overseeing the development of the State’s operating, local assistance and capital budgets, its financial plan and related documents; overseeing the development of the State’s bond-related disclosure documents and certifying that they fairly presented the State’s financial position; reviewing audits of various State and local agencies and programs; and coordinating the State’s system of internal audit and control. Prior to serving as Director, Ms. Stone worked as a budget analyst/examiner with increasing levels of responsibility over a 30 year period, including approximately five years as Deputy Budget Director. Ms. Stone has also served as Chair of the New York State Racing Association Oversight Board, as Chair of the Public Authorities Control Board, as a Commissioner on the New York State Commission on Public Authority Reform and as a member of the Boards of Directors of several New York State public authorities. These positions have involved overseeing operations and finances of certain entities and assessing the adequacy of project/entity financing and financial reporting. Currently, Ms. Stone is on the Board of Directors of CBOE Holdings, Inc., of the Chicago Board Options Exchange, and of C2 Options Exchange. Ms. Stone’s position on the boards of these entities and as a member of both CBOE Holdings’ Audit Committee and its Finance Committee has involved, among other things, the oversight of audits, audit plans and preparation of financial statements.

Mr. Evans was formerly President and Chief Operating Officer of SCI Financial Group, Inc., a full service registered broker-dealer and registered investment adviser (“SCI”). As part of his role as President and Chief Operating Officer, Mr. Evans actively supervised the Chief Financial Officer (the “CFO”) and actively supervised the CFO’s preparation of financial statements and other filings with various regulatory authorities. In such capacity, Mr. Evans was actively involved in the preparation of SCI’s financial statements and the resolution of issues raised in connection therewith. Mr. Evans has also served on the audit committee of various reporting companies. At such companies, Mr. Evans was involved in the oversight of audits, audit plans, and the preparation of financial statements. Mr. Evans also formerly chaired the audit committee of the Federal Reserve Bank of Chicago.

Mr. Hunter was formerly a Senior Vice President at the Federal Reserve Bank of Chicago. As part of his role as Senior Vice President, Mr. Hunter was the senior officer responsible for all operations of each of the Economic Research, Statistics, and Community and Consumer Affairs units at the Federal Reserve Bank of Chicago. In such capacity, Mr. Hunter oversaw the subunits of the Statistics and Community and Consumer Affairs divisions responsible for the analysis and evaluation of bank and bank holding company financial statements and financial filings. Prior to serving as Senior Vice President at the Federal Reserve Bank of Chicago, Mr. Hunter was the Vice President of the Financial Markets unit at the Federal Reserve Bank of Atlanta where he supervised financial staff and bank holding company analysts who analyzed and evaluated bank and bank holding company financial statements. Mr. Hunter also currently serves on the Boards of Directors of Xerox Corporation and Wellmark, Inc. as well as on the Audit Committees of such Boards. As an Audit Committee member, Mr. Hunter’s responsibilities include, among other things, reviewing financial statements, internal audits and internal controls over financial reporting. Mr. Hunter also formerly was a Professor of Finance at the University of Connecticut School of Business and has authored numerous scholarly articles on the topics of finance, accounting and economics.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

The following tables show the amount of fees that PricewaterhouseCoopers LLP, the Fund’s auditor, billed to the Fund during the Fund’s last two full fiscal years. For engagements with PricewaterhouseCoopers LLP the Audit Committee approved in advance all audit services and non-audit services that PricewaterhouseCoopers 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 her 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 Fund 1
    Audit-Related Fees
Billed to Fund 2
    Tax Fees
Billed to Fund 3
    All Other Fees
Billed to Fund 4
 

December 31, 2020

  $ 36,240     $ 0     $ 4,720     $ 0  
 

 

 

   

 

 

   

 

 

   

 

 

 

    

       

Percentage approved pursuant to pre-approval exception

    0     0     0     0
 

 

 

   

 

 

   

 

 

   

 

 

 

    

       

December 31, 2019

  $ 36,110     $ 6,500     $ 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 calculation 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 PricewaterhouseCoopers 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 PricewaterhouseCoopers 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
 

December 31, 2020

  $ 0     $ 0     $ 0  
 

 

 

   

 

 

   

 

 

 

    

     

Percentage approved pursuant to pre-approval exception

    0     0     0
 

 

 

   

 

 

   

 

 

 

    

     

December 31, 2019

  $ 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 PricewaterhouseCoopers 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 PricewaterhouseCoopers 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 PricewaterhouseCoopers LLP about any non-audit services that PricewaterhouseCoopers 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 PricewaterhouseCoopers 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          

December 31, 2020

  $ 4,720     $ 0     $ 0     $ 4,720  

December 31, 2019

  $ 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 her 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 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)). As of the end of the period covered by this report, the members of the audit committee are Jack B. Evans, William C. Hunter, John K. Nelson, Judith M. Stockdale and Carole E. Stone, Chair.

ITEM 6. SCHEDULE OF INVESTMENTS.

(a) See Portfolio of Investments in Item 1.

(b) Not applicable.


ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR 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 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.


ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES

Nuveen Fund Advisors, LLC (“NFALLC”) is the registrant’s investment adviser (NFALLC is also referred to as the “Adviser”.) NFALLC 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:

The following section provides information on the portfolio managers at the Sub-Adviser:

 

Item 8(a)(1).

PORTFOLIO MANAGER BIOGRAPHIES

As of the date of filing this report, the following individuals at the Sub-Adviser have primary responsibility for the day-to-day implementation of the Fund’s investment strategy:

David Friar, Managing Director and Portfolio Manager (since 2011) of Nuveen Asset Management, entered the financial services industry in 1998. He is the lead manager of the equity index, mid cap index, small cap index and enhanced equity index strategies and related institutional portfolios. He joined the team managing the Equity, mid cap and small cap Index Strategies in 2000 and became part of the enhanced equity index team in 2007. He joined the firm in 1999 as a member of the performance measurement group.

Jim Campagna, CFA, Head of Equity Index Strategies, oversees equity index strategies for Nuveen Quantitative Strategies. He is responsible for all equity index, social choice, and equity ETF strategies. Prior to joining the firm in 2005, he was a portfolio manager at Mellon Capital Management where he was responsible for several funds and was an index strategy leader for the MSCI EAFE mandates.

Lei Liao, CFA, is an equity index portfolio manager for Nuveen Quantitative Strategies. He has portfolio management responsibilities for all equity index strategies, social choice equity portfolios, as well as some of the firm’s ETF product line. Prior to joining the firm in 2012, he was a senior equity portfolio manager at Northern Trust Corp.

Darren Tran, CFA, is a senior director for Nuveen Quantitative Strategies. He has portfolio management responsibilities for all equity index, social choice equity, and equity ETF strategies. Darren joined the firm in 2005 as a foreign currency trader and entered the investment industry in 2000. Prior to joining the firm, he held a position at Morgan Stanley in Corporate Treasury.

 

Item 8(a)(2).

OTHER ACCOUNTS MANAGED BY PORTFOLIO MANAGERS

In addition to the Fund, as of December 31, 2020, the portfolio managers are also primarily responsible for the day-to-day portfolio management of the following accounts:

 

           

(ii) Number of Other Accounts Managed

and Assets by Account Type

    

(iii) Number of Other Accounts and

Assets for Which Advisory Fee is

Performance-Based

 

(i) Name of Portfolio Manager

   Other
Registered
Investment
Companies
     Other
Pooled
Investment
Vehicles
     Other
Accounts
     Other
Registered
Investment

Companies
     Other
Pooled

Investment
Vehicles
     Other
Accounts
 

David Friar

     4      $ 1.97 billion        0      $ 0       
0
2
 
  $
$
0
48 million
 
 
     N/A      N/A        N/A  

Jim Campagna

     25      $ 117.23 billion        4        59.90 billion        5     $ 804 million        N/A      N/A        N/A  

Lei Liao

     25        117.23 billion        1        10.24 billion        0       0        N/A      N/A        N/A  

Darren Tran

     12        107.41 billion        0        0        0       0        N/A      N/A        N/A  

 

*

Other Accounts-overlay strategies – The portfolio manager is responsible for the management of overlay strategies employed by this account that use derivative instruments either to obtain, offset or substitute for certain portfolio exposures beyond those provided by the account’s underlying portfolios.


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 the 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.

 

Item 8(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.

 

Item 8(a)(4).

OWNERSHIP OF DIAX SECURITIES AS OF DECEMBER 31, 2020

 

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
 

David Friar

     X                    

Jim Campagna

     X                    

Lei Liao

     X                    

Darren Tran

     X                    


ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 10. 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 11. 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 12. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT

COMPANIES.

 

  (a)

The following provides dollar amounts of income and fees/compensation related to securities lending activities of the Fund during the fiscal year ended December 31, 2020:

 

Gross income from securities lending activities

   $ 480  

Fees and/or compensation paid for securities lending activities and related services:

  

Fees paid to securities lending agent from a revenue split

     (34

Fees not included in a revenue split

  

Fees paid for any cash collateral management service (including fees deducted from a pooled cash collateral reinvestment vehicle) that are not included in a revenue split

     (56

Administrative fees not included in a revenue split

      

Indemnification fees not included in a revenue split

      

Rebate (paid to borrower)

      

Other fees not included in a revenue split

      

Aggregate fees/compensation for securities lending activities

     (90

Net income from securities lending activities

   $ 390  

 

  (b)

The Fund may lend securities representing up to one-third of the value of its total assets to broker-dealers, banks, and other institutions in order to generate additional income. When loaning securities, the Fund retains the benefits of owning the securities, including the economic equivalent of dividends or interest generated by the security. The loans are continuous, can be recalled at any time, and have no set maturity. When the Fund loans its portfolio securities, it will receive, at the inception of each loan, cash collateral equal to an amount not less than 100% of the market value of the loaned securities. The actual percentage of the cash collateral will vary depending on the asset type of the loaned securities. The Fund’s custodian, State Street Bank and Trust Company, serves as the securities lending agent to the Fund. Pursuant to a Securities Lending Authorization Agreement and in accordance with procedures established by the Board of Trustees, State Street Bank and Trust Company effects loans of Fund securities to any firm on a list of approved borrowers, negotiates loan terms, monitors the value of the loaned securities and collateral, requests additional collateral as necessary, manages reinvestment of collateral in a pooled cash collateral reinvestment vehicle, arranges for the return of loaned securities to the Fund, and maintains records and prepares reports regarding loans that are made and the income derived therefrom.


ITEM 13. EXHIBITS.

File the exhibits listed below as part of this Form.

(a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Not applicable because the code is posted on registrant’s website at www.nuveen.com/fund-governance and there were no amendments during the period covered by this report. (To view the code, click on Code of Conduct.)

(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the 1940 Act (17 CFR 270.30a-2(a)) in the exact form set forth below: Ex-99.CERT Attached hereto.

(a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the 1940 Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.

(a)(4) Change in registrant’s independent public accountant. Not applicable.

(b) If the report is filed under Section  13(a) or 15(d) of the Exchange Act, provide the certifications required by Rule 30a-2(b) under the 1940 Act (17 CFR 270.30a-2(b)); Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)), and Section  1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished pursuant to this paragraph will not be deemed “filed” for purposes of Section  18 of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. Ex-99.906 CERT attached hereto.


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.

(Registrant) Nuveen Dow 30SM Dynamic Overwrite Fund

 

By (Signature and Title)   

/s/ Mark L. Winget

  
  

Mark L. Winget

  
   Vice President and Secretary   
Date: March 5, 2021   

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.

 

By (Signature and Title)   

/s/ David J. Lamb

  
  

David J. Lamb

  
   Chief Administrative Officer   
   (principal executive officer)   
Date: March 5, 2021   
By (Signature and Title)   

/s/ E. Scott Wickerham

  
   E. Scott Wickerham   
   Vice President and Controller   
   (principal financial officer)   
Date: March 5, 2021   
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