Nuveen Variable Rate Preferred & Income Fund Sets May 15, 2024 Shareholder Meeting

TL;DR

**Nuveen Variable Rate Preferred & Income Fund (NPFD) is holding its annual meeting on May 15, 2024, to elect new trustees.**

AI Summary

Nuveen Variable Rate Preferred & Income Fund (NPFD) has scheduled its annual shareholder meeting for May 15, 2024. At this meeting, shareholders will vote on the election of three Class III Trustees—Joanne T. Medero, Loren M. Starr, and Matthew Thornton III—who will serve until the 2027 annual meeting. Additionally, preferred shareholders will separately elect two trustees. This filing is important for investors because it outlines the upcoming governance decisions and the individuals who will be overseeing the fund's operations and strategy.

Why It Matters

Shareholders will elect trustees who are responsible for the fund's oversight, directly impacting its performance and strategic direction. This is a routine but crucial governance event.

Risk Assessment

Risk Level: low — This DEFA14A filing is a routine announcement for an upcoming shareholder meeting and trustee elections, which is a standard governance procedure with low inherent risk.

Analyst Insight

Investors should review the proxy materials when they become available to understand the qualifications of the trustee nominees and any other proposals, then cast their votes at the May 15, 2024 annual meeting to influence fund governance.

Key Numbers

• May 15, 2024 — Annual Meeting Date (Date when shareholders will vote on trustee elections for Nuveen Variable Rate Preferred & Income Fund and other Nuveen funds.)
• 3 — Number of Class III Trustees (Number of trustees to be elected by common and preferred shareholders voting together for a term expiring in 2027.)
• 2 — Number of Trustees for Preferred Shares (Number of trustees to be elected separately by holders of preferred shares.)
• 2027 — Term Expiration Year (Year when the term for the elected Class III Trustees will expire.)

Key Players & Entities

• Nuveen Variable Rate Preferred & Income Fund (company) — registrant and one of the funds holding an annual meeting
• Joanne T. Medero (person) — nominee for Class III Trustee
• Loren M. Starr (person) — nominee for Class III Trustee
• Matthew Thornton III (person) — nominee for Class III Trustee
• Nuveen Core Plus Impact Fund (company) — another fund holding an annual meeting
• Nuveen Multi-Asset Income Fund (company) — another fund holding an annual meeting
• Nuveen Real Asset Income and Growth Fund (company) — another fund holding an annual meeting

Forward-Looking Statements

• The nominated Class III Trustees (Joanne T. Medero, Loren M. Starr, and Matthew Thornton III) will be elected at the May 15, 2024 meeting. (Nuveen Variable Rate Preferred & Income Fund) — high confidence, target: 2024-05-15
• The two trustees nominated by preferred shareholders will be elected at the May 15, 2024 meeting. (Nuveen Variable Rate Preferred & Income Fund) — high confidence, target: 2024-05-15

FAQ

Filing Documents

• d640943ddefa14a.htm (DEFA14A) — 16KB
• 0001193125-24-012248.txt ( ) — 17KB

From the Filing

VARIABLE RATE PREFERRED & INCOME FUND Nuveen Variable Rate Preferred & Income Fund UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 Nuveen Variable Rate Preferred and Income Fund (Name of Registrant as Specified in Its Charters) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. Nuveen Core Plus Impact Fund (NPCT) Nuveen Multi-Asset Income Fund (NMAI) Nuveen Real Asset Income and Growth Fund (JRI) Nuveen Variable Rate Preferred and Income Fund (NPFD) Important Information Regarding 2024 Shareholder Meeting The annual meetings of shareholders (the Annual Meeting) of each of Nuveen Core Plus Impact Fund (NYSE: NPCT), Nuveen Multi-Asset Income Fund (NYSE: NMAI), Nuveen Real Asset Income and Growth Fund (NYSE: JRI) and Nuveen Variable Rate Preferred and Income Fund (NYSE: NPFD) (each a Fund and, collectively, the Funds) has been scheduled for May 15, 2024. For NPCT and NPFD, each Funds Board of Trustees has nominated: (i) three (3) trustees to be elected by holders of common shares and preferred shares, voting together as a single class, for election as Class III Trustees for a term expiring at the annual meeting of shareholders to be held in 2027 or until their successors have been duly elected and qualified. Joanne T. Medero, Loren M. Starr and Matthew Thornton III are the nominees. (ii) two (2) trustees to be elected by holders of preferred shares, voting separately as a single class, for election for a term expiring at the annual meeting of shareholders to be held in 2025 or until their successors have been duly elected and qualified. Albin F. Moschner and Margaret L. Wolff are the nominees. For NMAI and JRI, each Funds Board of Trustees has nominated: (i) four (4) trustees for election as Class III Trustees for a term expiring at the annual meeting of shareholders to be held in 2027 or until their successors have been duly elected and qualified. Joanne T. Medero, Albin F. Moschner, Loren M. Starr and Matthew Thornton III are the nominees. Shareholders of record at the close of business on January 19, 2024 are entitled to notice of and to vote at the Annual Meeting. On January 16, 2024, each Fund received a notice from Saba Capital Master Fund, Ltd. of its intention to nominate a person for election as a trustee at the Annual Meeting. The Board of Trustees of each Fund intends to meet to consider these notices and make a recommendation in due course that it believes will best serve the interests of each Fund and all of its shareholders. Pursuant to each Funds By-Laws, because the number of persons nominated for election as trustees exceeds the number of trustees to be elected, the affirmative vote of a majority of the shares outstanding and entitled to vote on the matter will be required to elect trustees. * * * This communication is not a solicitation of a proxy from any Fund shareholder. The Board will present its recommendation regarding trustee nominees in each Funds proxy statement and other materials, to be filed with the Securities and Exchange Commission (the SEC) and made available to all shareholders eligible to vote at the Annual Meeting. Promptly after filing its definitive proxy statement in connection with the solicitation of proxies for the Annual Meeting (the 2024 Proxy Statement) with the SEC, each Fund will mail the 2024 Proxy Statement and a WHITE proxy card to each shareholder entitled to vote at the Annual Meeting. Fund shareholders do not need to take any action at this time. Important Information Each Fund, its trustees and executive officers and certain officers and employees of Nuveen may be deemed to be participants in the solicitation of proxies from shareholders in connection with the Annual Meeting. Information concerning the trustees and executive officers of each Fund is set forth in such Funds definitive proxy statement for its 2023 Annual Meeting of Shareholders filed on March 30, 2023 (the 2023 Proxy Statement), in such Funds annual report for the fiscal year ended December 31, 2022 and in a current report on Form 8-K filed by such Fund on October 13, 2023. As set forth in the 2023 Proxy Statement, as of January 20, 2023, each trustees individual beneficial shareholdings of each Fund constitutes less than 1% of the outsta

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