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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/29/24 Nushares ETF Trust 485BPOS 2/29/24 31:15M Donnelley … Solutions/FA → Nuveen Dividend Growth ETF ⇒ NDVG → Nuveen ESG Dividend ETF ⇒ NUDV → Nuveen ESG Emerging Markets Equity ETF ⇒ NUEM → Nuveen ESG International Developed Markets Equity ETF ⇒ NUDM → Nuveen ESG Large-Cap ETF ⇒ NULC → Nuveen ESG Large-Cap Growth ETF ⇒ NULG → Nuveen ESG Large-Cap Value ETF ⇒ NULV → Nuveen ESG Mid-Cap Growth ETF ⇒ NUMG → Nuveen ESG Mid-Cap Value ETF ⇒ NUMV → Nuveen ESG Small-Cap ETF ⇒ NUSC → Nuveen Growth Opportunities ETF ⇒ NUGO → Nuveen Small Cap Select ETF ⇒ NSCS → Nuveen Winslow Large-Cap Growth ESG ETF ⇒ NWLG |
Document/Exhibit Description Pages Size 1: 485BPOS Nushares Etf Trust HTML 6.56M 2: EX-99.AVIII Amended and Restated Establishment and HTML 34K Designation of Series 3: EX-99.F Nuveen/Tiaa-Cref Funds Board Voluntary Deferred HTML 149K Compensation Plan 4: EX-99.IIII Opinion and Consent of Counsel, Morgan, Lewis & HTML 21K Bockius LLP 5: EX-99.J Consent of Independent Registered Public HTML 12K Accounting Firm, Kpmg LLP 6: EX-99.PI Code of Ethics and Reporting Requirements of HTML 132K Nuveen 7: EX-99.PII Code of Ethics for the Independent Trustees of the HTML 28K Nuveen Funds 8: EX-99.Q Power of Attorneys HTML 36K 14: R1 Document and Entity Information HTML 29K 15: R2 Risk/Return Detail Data- Nuveen ESG Dividend ETF HTML 194K 16: R3 Risk/Return Detail Data- Nuveen ESG Large-Cap ETF HTML 192K 17: R4 Risk/Return Detail Data- Nuveen ESG Large-Cap HTML 210K Growth ETF 18: R5 Risk/Return Detail Data- Nuveen ESG Large-Cap HTML 209K Value ETF 19: R6 Risk/Return Detail Data- Nuveen ESG Mid-Cap Growth HTML 209K ETF 20: R7 Risk/Return Detail Data- Nuveen ESG Mid-Cap Value HTML 206K ETF 21: R8 Risk/Return Detail Data- Nuveen ESG Small-Cap ETF HTML 206K 22: R9 Risk/Return Detail Data- Nuveen ESG International HTML 213K Developed Markets Equity ETF 23: R10 Risk/Return Detail Data- Nuveen ESG Emerging HTML 214K Markets Equity ETF 24: R11 Risk/Return Detail Data- Nuveen Dividend Growth HTML 194K ETF 25: R12 Risk/Return Detail Data- Nuveen Small Cap Select HTML 193K ETF 26: R13 Risk/Return Detail Data- Nuveen Winslow Large-Cap HTML 213K Growth ESG ETF 27: R14 Risk/Return Detail Data- Nuveen Growth HTML 187K Opportunities ETF 28: XML IDEA XML File -- Filing Summary XML 47K 31: XML XBRL Instance -- d670852d485bpos_htm XML 1.37M 10: EX-101.CAL XBRL Calculations -- net-20240228_cal XML 22K 11: EX-101.DEF XBRL Definitions -- net-20240228_def XML 2.79M 12: EX-101.LAB XBRL Labels -- net-20240228_lab XML 660K 13: EX-101.PRE XBRL Presentations -- net-20240228_pre XML 2.69M 9: EX-101.SCH XBRL Schema -- net-20240228 XSD 80K 29: JSON XBRL Instance as JSON Data -- MetaLinks 182± 508K 30: ZIP XBRL Zipped Folder -- 0001193125-24-051051-xbrl Zip 1.84M
Code of Ethics for the Independent Trustees of the Nuveen Funds |
Nuveen Funds
TIAA-CREF Funds
TIAA-CREF Life Funds
Code of Ethics for the Independent
Trustees
I. Summary
a. | Purpose |
The purpose of the Code is to help to ensure that the Independent Directors/Trustees (“Trustees”) of the Nuveen Funds, the TIAA-CREF Funds and the TIAA-CREF Life Funds (collectively, the “Funds”) place the interests of the Funds and their shareholders ahead of the Trustees’ own personal interests. This Code has been adopted in recognition of the Trustees’ fiduciary obligations to Nuveen Fund shareholders and in accordance with various provisions of Rule 17j-1 under the Investment Company Act of 1940.
b. | Important to understand |
The securities industry is highly regulated and its participants are expected to adhere to high standards of behavior, including in their personal trading. A violation of the Code can have an adverse effect on you, your fellow Trustees, and Nuveen, as well as the Funds and their shareholders. The Code does not address every ethical issue that might arise.
It is important for Trustees to be sensitive to investments that may compromise your independence, directly or indirectly. The Code applies to appearance as well as substance. Always consider how any action might appear to an outside observer such as a regulator. If you have any doubt after consulting the Code, contact Legal or Compliance.
For purposes of the Code, the obligations and requirements for Trustees also covers the Trustee’s Household Members (as defined herein) and covers any account for which the Trustee or Household Member has Beneficial Ownership (also as defined herein).
c. | Terms with Special Meanings |
i. | Beneficial Ownership: Any interest by which you or any Household Member – directly or indirectly – derives a monetary benefit from purchasing, selling, or owning a security or account, or exercises investment discretion. |
You have Beneficial Ownership of securities held in accounts in your own name, or any Household Member’s name, and in all other accounts over which you or any Household Member exercise or may exercise investment decision-making powers, or other influence or control, including trust, partnership, estate, and corporate accounts or other joint
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ownership or pooling arrangements. |
ii. | Code. This Code of Ethics. |
iii. | Household Member: Any of the following who reside, or are expected to reside for at least 90 days a year, in the same household as a Trustee: Spouse or Domestic Partner, Sibling, Child, Stepchild, Grandchild, Parent, Stepparent, Grandparent, In-laws (mother, father, son, daughter, brother, sister). |
iv. | Inside Information: Inside information is information that is both material and non-public. Information is material if: (1) a reasonable investor would likely consider it important when making an investment decision; and (2) public release of the information would likely affect the price of a security. Information is non- public if it has not been distributed through a widely used public medium such as a press release or a report, filing or other periodic communication. |
v. | Nuveen: Nuveen, LLC. and all of its direct or indirect subsidiaries. |
vi. | Fund: Any Nuveen or TIAA-CREF-sponsored open-end fund, closed-end fund, or exchange traded fund (respectively, “OEF,” “CEF,” and “ETF”) |
vii. | Trustee: Any director or trustee of a Fund who is not an “interested person” of the Funds within the meaning of Section 2(a)(19) of the Investment Company Act of 1940.. |
II. Restrictions and requirements
a. | Do not purchase or sell common or preferred shares of any Nuveen CEF without prior approval from Nuveen Legal. The procedures are found in the Director Handbook located in the board’s online portal under the “Resources” folder. |
b. | Do not purchase and sell or sell and purchase a Nuveen CEF within 6 months at a profit. |
c. | Do not purchase or sell any securities if you know at the time of the proposed transaction that a Nuveen Fund has purchased or sold the same securities within the past 15 days, or is considering purchasing or selling the same securities within the next 15 days. This is the “15-day window.” |
d. | Avoid conflicts of interest. This applies not only to actual conflicts of interest, but also to any situation that might appear to an outside observer to be improper or a breach of fiduciary duty. |
e. | Keep confidential information regarding the Funds, including information regarding securities held in or under consideration for a Nuveen Fund, confidential. |
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f. | Comply with trading restrictions found in the prospectuses for the Funds. This includes restrictions on frequent trading in shares of any Nuveen OEF. |
g. | Never do anything indirectly that, if done directly, would violate the Code. Such actions will be considered the equivalent of direct Code violations. |
h. | Promptly alert Compliance of any actual or suspected wrongdoing. |
III. Actions to Take
a. | When you become a Trustee: Sign an acknowledgement that you have received this Code. |
b. | If you want to trade in a security within the 15-day window (described above) |
i. | Contact Legal to pre-clear your trade. |
ii. | Submit a quarterly transaction report to Compliance within 30 days after the end of the quarter in which the transaction takes place. |
c. | If you want to trade in common or preferred shares of any Nuveen CEF |
i. | Contact Legal to pre-clear your trade. |
ii. | After you have purchased or sold the shares, immediately notify Legal and Compliance of the number of shares and the price. |
d. | Section 16 – CEF Insider Requirements |
i. | Reporting Requirements – Section 16 of the Securities Exchange Act requires officers and directors of certain publicly-traded companies to report promptly to the SEC their trades in the company of which they are an “insider.” As a Trustee, you are considered an “insider” of the Nuveen CEFs and must report your trades in Nuveen CEF shares. Please also see III.c.ii. above. |
ii. | Short Swing Profit Prohibition – Section 16 insiders are also subject to a ban on short-swing profits from sales of shares of the company. This means that you may not profit from any purchase and any sale of Nuveen CEF shares within 6 months of each other. You must surrender to the Nuveen CEF in question any profits from such trades. This extends to options or other transactions that may have the same effect as a purchase or sale. Please also see II.b. above. |
e. | During the year: Acknowledge receipt of any material amendments to the Code. Your approval of such changes may serve as the acknowledgment. |
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IV. Administration of this Code
a. | Training: A Nuveen representative will review this Code with you when you join the Board. |
b. | Exceptions: The Code exists to ensure that Trustees place the interests of the Funds and shareholders ahead of Trustee’s own personal interests |
c. | Reporting and enforcement: Compliance will alert the Nuveen Fund Board to any known violations of this Code. The Nuveen Fund Board shall determine what action is appropriate for any breach of the provisions of this Code by a Trustee. |
V. Responsible
Parties
Fund Board Relations
Legal
Compliance (Fund and Ethics Office)
Effective: January 1, 2024
Amended: January 1, 2024
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This ‘485BPOS’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed as of / Effective on: | 2/29/24 | None on these Dates | ||
Filed on: | 2/28/24 | |||
1/1/24 | ||||
List all Filings |