Nuveen Investment Trust II
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Mutual
Funds
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29
December 2023
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Fund
Name |
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Class
A |
Class
C |
Class
I |
Nuveen
Equity Long/Short Fund |
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NELAX |
NELCX |
NELIX |
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The
Securities and Exchange Commission has not approved or disapproved these
securities or passed upon the adequacy of this prospectus. Any
representation to the contrary is a criminal offense. |
Prospectus |
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Table
of Contents |
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Section
1 Fund
Summary
Section
2 How
We Manage Your Money
Section
3 How You
Can Buy and Sell Shares
Section
4 General
Information
Section
5 Financial
Highlights
Appendix—Variations
in Sales Charge Reductions and Waivers
Available Through Certain Intermediaries A-1 |
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NOT
FDIC OR GOVERNMENT INSURED MAY
LOSE VALUE NO
BANK GUARANTEE |
Section
1
Fund Summary
Nuveen
Equity Long/Short Fund
Investment
Objective
The
investment objective of the Fund is long-term capital appreciation with low
correlation to the U.S. equity market.
Fees
and Expenses of the Fund
The
following tables describe the fees and expenses that you may pay if you buy,
hold and sell shares of the Fund. You may qualify for sales charge discounts
if you and your family invest, or agree to invest in the future, at least
$50,000 in the Fund or in other Nuveen Mutual
Funds. More information about these and other discounts, as well
as eligibility requirements for each share class, is available from your
financial advisor and in “How You Can Buy and Sell Shares” on page 15 of the
Fund’s prospectus and “Purchase and Redemption of Fund Shares” on page S-52 of
the Fund’s statement of additional information. In addition, more information
about sales charge discounts and waivers for purchases of shares through
specific financial intermediaries is set forth in the appendix to the Fund’s
prospectus entitled “Variations in Sales Charge Reductions and Waivers Available
Through Certain Intermediaries.”
The
tables and examples below do not reflect any commissions that shareholders may
be required to pay directly to their financial intermediaries when buying or
selling Class I shares.
Shareholder
Fees
(fees paid directly from your
investment)
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Class
A |
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Class
C |
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Class
I |
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Maximum
Sales Charge (Load) Imposed on Purchases (as
a percentage of offering price) |
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5.75% |
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None |
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None |
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Maximum
Deferred Sales Charge (Load) (as
a percentage of the lesser of purchase price or redemption
proceeds)1 |
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None |
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1.00% |
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None |
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Maximum
Sales Charge (Load) Imposed on Reinvested Dividends |
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None |
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None |
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None |
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Exchange
Fee |
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None |
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None |
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None |
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Annual
Low Balance Account Fee (for accounts under $1,000)2 |
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$15 |
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$15 |
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$15 |
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Annual
Fund Operating Expenses
(expenses that you pay each year
as a percentage of the value of your investment)
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Class
A |
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Class
C |
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Class
I |
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Management
Fees |
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1.26 |
% |
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1.26 |
% |
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1.26 |
% |
Distribution
and/or Service (12b-1) Fees |
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0.25 |
% |
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1.00 |
% |
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0.00 |
% |
Other
Expenses |
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Dividend
Expense on Securities Sold Short |
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0.60 |
% |
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0.60 |
% |
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0.60 |
% |
Remainder
of Other Expenses |
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0.31 |
% |
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0.31 |
% |
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0.31 |
% |
Total
Annual Fund Operating Expenses |
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2.42 |
% |
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3.17 |
% |
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2.17 |
% |
Fee
Waivers and/or Expense Reimbursements3 |
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(0.21 |
)% |
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(0.21 |
)% |
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(0.21 |
)% |
Total
Annual Fund Operating Expenses After Fee Waivers and/or Expense
Reimbursements |
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2.21 |
% |
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2.96 |
% |
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1.96 |
% |
1 The contingent deferred
sales charge on Class C shares applies only to redemptions within 12 months of
purchase.
2 Fee applies to the following types of accounts
under $1,000 held directly with the Fund: individual retirement accounts (IRAs),
Coverdell Education Savings Accounts and accounts established pursuant to the
Uniform Transfers to Minors Act (UTMA) or Uniform Gifts to Minors Act
(UGMA).
3 The Fund’s investment adviser has agreed to
waive fees and/or reimburse expenses through July 31, 2025 so that the total
annual operating expenses of the Fund (excluding 12b-1 distribution and/or
service fees, interest expenses, taxes, acquired fund fees and expenses, fees
incurred in acquiring and disposing of portfolio securities (including prime
broker fees and charges on short sales), dividend expense on securities sold
short, and extraordinary expenses) do not exceed 1.40% of the average daily net
assets of any class of Fund shares. This expense limitation may be terminated or
modified prior to July 31,
2025 only with the approval of the Board of Trustees of the
Fund.
Example
The
following example is intended to help you compare the cost of investing in the
Fund with the cost of investing in other mutual funds. The example assumes that
you invest $10,000 in the Fund for the time periods indicated and then either
redeem or do not redeem your shares at the end of a period. The example also
assumes that your investment has a 5% return each year, that the Fund's
operating expenses remain the same and that the fee waivers currently in place
are not
renewed
beyond July 31, 2025. Although your actual costs may be higher or lower, based
on these assumptions your costs would be:
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Class
A |
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Class
C |
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Class
I |
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1
Year |
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$ |
786 |
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$ |
299 |
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$ |
199 |
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3
Years |
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$ |
1,256 |
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$ |
946 |
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$ |
647 |
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5
Years |
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$ |
1,763 |
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$ |
1,630 |
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$ |
1,134 |
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10
Years |
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$ |
3,149 |
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$ |
3,452 |
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$ |
2,477 |
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Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These costs, which are not reflected in
annual fund operating expenses or in the example, affect the Fund’s performance.
Because the sub-adviser may adjust the Fund's long and short positions from time
to time in an attempt to maintain the desired exposure to the stock market, the
Fund's portfolio turnover rate may exceed 100%. During the most recent fiscal
year, the Fund’s portfolio turnover rate was 77% of the average value of its
portfolio.
Principal
Investment Strategies
The
Fund pursues its investment objective by establishing long and short positions
in a diversified portfolio of equity securities. Substantially all of the equity
securities in which the Fund takes long and short positions will be included in
the Fund’s benchmark index, the Russell 1000 Index, at the time the position is
taken. As a result, the Fund will invest significantly in large-capitalization
companies, though it may also invest in mid-capitalization
companies.
When
the Fund takes a long position in a security, it purchases the security
outright. When the Fund takes a short position, it sells a security that the
Fund does not own at the current market price and delivers to the buyer a
security that the Fund has borrowed. The Fund is obligated to return the
security to the lender, which is accomplished by a later purchase of the
security by the Fund. Until the borrowed security is replaced, the Fund is
required to pay to the lender amounts equal to any dividends or interest that
accrue during the period of the loan. In addition, to borrow the security, the
Fund may be required to pay a premium to the lender. The Fund will sell a
security short if it expects that it will be able to make this later purchase at
a lower price than the price at which it sold the security short. The use of
both long and short positions allows the sub-adviser to invest based on both its
positive and negative views on individual stocks. The Fund may use all or a
portion of the proceeds of its short sales to purchase additional long
positions. The Fund intends to generally maintain a net long exposure to the
equity market (long market value minus short market value) that is greater than
the 0% exposure which a “market neutral” fund is designed to provide, but less
than 100% exposure provided by a fund that invests only in long positions. This
net long exposure is expected to be at least 40% under normal market conditions.
The goal is to allow the Fund to benefit from a rising market, although to a
lesser extent than a “long-only” fund, while still affording some protection
from a falling market because of the Fund’s short positions, which are designed
to perform inversely to the market.
The
Fund’s sub-adviser will select securities using an investment process that
combines quantitative techniques, fundamental analysis and risk management, with
the sub-adviser taking long positions in companies that it has identified as
attractive and short positions in companies that it expects to underperform.
Securities generally are added to the portfolio as long or short positions based
both on security rankings provided by multi-factor quantitative models and on
fundamental analysis of the securities. However, the sub-adviser will utilize
risk management techniques to establish constraints on the amounts invested in
individual securities and sectors. As a result, the sub-adviser may take a long
position in a security which receives a low ranking from the quantitative
models, in order to maintain a required minimum position in that security. The
Fund’s sub-adviser will generally sell a security if its model ranking declines
or fundamental research reveals a deterioration of the company’s
fundamentals.
The
Fund may enter into stock index futures contracts to manage cash flows into and
out of the Fund.
Principal
Risks
The value of your investment in this Fund will change daily. You
could lose money by investing in the Fund. An investment in the Fund is not a deposit
of a bank and is not insured or guaranteed by the Federal Deposit Insurance
Corporation or any other government agency. The principal risks
of investing in the Fund listed below are presented alphabetically to facilitate
your ability to find particular risks and compare them with the risks of other
funds. The significance of any specific risk to an investment in the Fund will
vary over time depending on the composition of the Fund’s portfolio, market
conditions and other factors. Each risk summarized below is considered a
"principal risk" of investing in the Fund, regardless of the order in which it
appears.
Active
Management Risk—The
Fund’s sub-adviser actively manages the Fund’s investments. Consequently, the
Fund is subject to the risk that the investment techniques and risk analyses
employed by the Fund’s sub-adviser may not produce the desired results. This
could cause the Fund to lose value or its investment results to lag relevant
benchmarks or other funds with similar objectives.
Cybersecurity
Risk—Cybersecurity
risk is the risk of an unauthorized breach and access to Fund assets, customer
data (including private shareholder information), or proprietary information, or
the risk of an incident occurring that causes the Fund, its investment adviser
or sub-adviser, custodian, transfer agent, distributor or other service
provider, a financial intermediary or the issuers of securities held by the Fund
to suffer a data breach, data corruption or lose operational functionality.
Successful cyber-attacks or other cyber-failures or events affecting the Fund,
its service providers or the issuers of securities held by the Fund may
adversely impact the Fund or its shareholders. Additionally, a cybersecurity
breach could affect the issuers in which the Fund invests, which may cause the
Fund’s investments to lose
value.
Equity
Security Risk—The
value of equity securities held in the Fund’s long portfolio may decline
significantly in price over short or extended periods of time, and such declines
may occur because of declines in the equity market as a whole, or because of
declines in only a particular country, company, industry, or sector of the
market. Conversely, the value of the Fund's short positions may decline because
of an increase in the equity market as a whole or because of increases in a
particular company, industry, or sector of the market. From time to time, the
Fund may take significant long or short positions in equity securities of
companies in one or more related sectors or industries which would make the Fund
more vulnerable to adverse developments affecting such sectors or
industries.
Futures
Contract Risk—The
use of futures contracts involves additional risks and transaction costs, which
could leave the Fund in a worse position than if it had not used these
instruments. Futures contracts may entail investment exposures that are greater
than their cost would suggest. As a result, a small investment in futures
contracts could have a large impact on
performance.
Large-Cap
Company Risk—To
the extent it maintains a net long position primarily in securities of
large-capitalization companies, the Fund may underperform funds that invest
primarily in securities of smaller capitalization companies during periods when
the securities of such companies are in
favor.
Market
Risk—The
market value of the Fund’s investments may go up or down, sometimes rapidly or
unpredictably and for short or extended periods of time, due to the particular
circumstances of individual issuers or due to general conditions impacting
issuers more broadly. Global economies and financial markets have become highly
interconnected, and thus economic, market or political conditions or events in
one country or region might adversely impact the value of the Fund’s investments
whether or not the Fund invests in such country or region. Events such as war,
terrorism, natural and environmental disasters and the spread of infectious
illnesses or other public health emergencies may have a severe negative impact
on the global economy, could cause financial markets to experience extreme
volatility and losses, and could result in the disruption of trading and the
reduction of liquidity in many instruments. Additionally, as inflation
increases, the value of the Fund’s assets can
decline.
Mid-Cap
Company Risk—Securities
of mid-cap companies may be subject to more abrupt or erratic market movements
than those of larger, more established companies or broader market averages in
general.
Short
Sales Risk—The
Fund will incur a loss as a result of a short sale if the price of the security
sold short increases in value between the date of the short sale and the date on
which the Fund purchases the security to replace the borrowed security. In
addition, the securities sold short may have to be returned to the lender on
short notice, which may result in the Fund having to buy the securities sold
short at an unfavorable price to close out a short position. If this occurs, any
anticipated gain to the Fund may be reduced or eliminated or the short sale may
result in a loss. In a rising stock market, the Fund’s short positions may
significantly impact the Fund’s overall performance and cause the Fund to
underperform traditional long-only equity funds or to sustain losses,
particularly in a sharply rising market. Because losses on short sales arise
from increases in the value of the security sold short, such losses are
theoretically unlimited. By contrast, a loss on a long position arises from
decreases in the value of the security and is limited by the fact that a
security’s value cannot go below zero. The use of short sales may also cause the
Fund to have higher expenses than other funds. To the extent the Fund invests
the proceeds received from selling securities short in additional long
positions, the Fund is engaging in a form of leverage that may magnify gains or
losses and increase volatility for the
Fund.
Fund
Performance
The
following bar chart and table provide some indication of the potential risks of
investing in the Fund. The
Fund’s performance information prior to March 1, 2013 reflects the Fund’s
performance under the management of a different sub-adviser using investment
strategies that differed significantly from those currently in place.
The Fund’s past performance
(before and after taxes) is not necessarily an indication of how the Fund will
perform in the future. Updated performance information is
available at www.nuveen.com/performance
or by calling (800)
257-8787.
The bar chart
below shows the variability of the Fund’s performance from year to year for
Class A shares. The bar chart and highest/lowest
quarterly returns that follow do not reflect sales charges, and if these charges
were reflected, the returns would be less than those
shown.
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Class A Annual Total
Return* |
*Class A year-to-date total return as of
September
30, 2023 was 14.02%. During this period the Fund’s adviser made a
payment to the Fund to reimburse certain expenses associated with the Fund’s
short positions that were unnecessarily incurred due to an operational issue.
The payment had the effect of increasing the Fund’s year-to-date total return.
Without the payment, Class A year-to-date total return as of September 30, 2023
would have been 10.35%. The performance of the other share classes will differ
due to their different expense
structures.
During
the ten-year period ended December 31, 2022, the Fund’s highest and lowest quarterly returns
were 14.00%
and
-17.91%, respectively, for the quarters ended
March 31, 2021 and
March 31,
2020.
The
table below shows the variability of the Fund’s average annual returns and how
they compare over the time periods indicated with those of broad measures of
market performance and an index of funds with similar investment objectives.
All after-tax returns are
calculated using the historical highest individual federal marginal income tax
rates and do not reflect the impact of state and local taxes.
After-tax returns are shown
for Class A shares only; after-tax returns for other share classes will
vary. Your own actual after-tax returns will depend on your
specific tax situation and may differ from what is shown here. After-tax returns are not
relevant to investors who hold Fund shares in tax-deferred accounts such as IRAs
or employer-sponsored retirement
plans.
Both
the bar chart and the table assume that all distributions have been reinvested.
Performance reflects fee waivers, if any, in effect during the periods
presented. If any such waivers had not been in place, returns would have been
reduced.
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Average Annual
Total Returns |
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for the Periods
Ended |
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December 31,
2022 |
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1
Year |
5
Years |
10
Years |
Class
A (return before taxes) |
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(20.03 |
)% |
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1.63 |
% |
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6.78 |
% |
Class
A (return after taxes on distributions) |
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(21.30 |
)% |
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1.12 |
% |
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6.34 |
% |
Class
A (return after taxes on distributions and sale of Fund shares) |
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(10.94 |
)% |
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1.26 |
% |
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5.45 |
% |
Class
C (return before taxes) |
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(15.79 |
)% |
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2.07 |
% |
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6.77 |
% |
Class
I (return before taxes) |
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(14.92 |
)% |
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3.10 |
% |
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7.68 |
% |
Russell
1000®
Index1 |
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(reflects
no deduction for fees, expenses or taxes) |
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(19.13 |
)% |
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9.13 |
% |
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12.37 |
% |
Equity
Long/Short Blended Benchmark2 |
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(reflects
no deduction for fees, expenses or taxes) |
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(12.88 |
)% |
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7.26 |
% |
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9.33 |
% |
Lipper
Alternative Long/Short Equity Funds Category Average3 |
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(reflects
no deduction for taxes or sales loads) |
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(5.36 |
)% |
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3.61 |
% |
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4.90 |
% |
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1 |
An
index designed to measure the performance of the large-cap segment of the
U.S. equity universe and includes approximately 1,000 of the largest
securities based on their market capitalization. |
2 |
The
index is comprised of a 70% weighting in Russell 1000®
Index and a 30% weighting in ICE BofA US 3-month Treasury Bill Index.
Performance prior to 2/28/2013 was 100% weighting in Russell
1000®
Index. Benchmark performance is linked. |
3 |
Represents
the average annualized total return for all reporting funds in the Lipper
Alternative Long/Short Equity Funds
Category. |
Management
Investment
Adviser
Nuveen
Fund Advisors, LLC
Sub-Adviser
Nuveen
Asset Management, LLC
Portfolio
Managers
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Name |
Title |
Portfolio
Manager of Fund Since |
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Scott
M. Tonneson, CFA |
Managing
Director |
February
2013 |
Claire
L. Ross |
Managing
Director |
June
2021 |
Purchase
and Sale of Fund Shares
You
may purchase, redeem or exchange shares of the Fund on any business day through
a financial advisor or other financial intermediary. The Fund’s initial and
subsequent investment minimums generally are as follows, although certain
financial intermediaries may impose their own investment minimums and the Fund
may reduce or waive the minimums in some cases:
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Class
A and Class C |
Class
I |
Eligibility
and Minimum
Initial Investment |
$3,000
for all accounts except:
• $2,500
for Traditional/ Roth
IRA accounts.
• $2,000
for Coverdell Education
Savings Accounts.
• $250
for accounts opened through fee-based programs.
• No
minimum for retirement plans. |
Available
only through fee-based programs and certain retirement plans, and to other
limited categories of investors as described in the prospectus.
$100,000
for all accounts except:
• $250
for clients of financial intermediaries and family offices that have
accounts holding Class I shares with an aggregate value of at least
$100,000 (or that are expected to reach this level).
• No
minimum for eligible retirement plans and certain other categories of
eligible investors as described in the prospectus. |
Minimum Additional Investment |
$100 |
No
minimum. |
Tax
Information
The
Fund’s distributions are taxable and will generally be taxed as ordinary income
or capital gains, unless you are investing through a tax-deferred account, such
as an IRA or 401(k) plan (in which case you may be taxed upon withdrawal of your
investment from such account).
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Fund through a broker-dealer or other financial
intermediary (such as a bank or financial advisor), the Fund, its distributor or
its investment adviser may pay the intermediary for the sale of Fund shares and
related services. These payments may create a conflict of interest by
influencing the broker-dealer or other financial intermediary and your
salesperson to recommend the Fund over another investment. Ask your financial
advisor or visit your financial intermediary’s website for more
information.
Section
2
How We Manage Your Money
To
help you better understand the Fund, this section includes a detailed discussion
of the Fund's investment and risk management strategies. For a more complete
discussion of these matters, please see the statement of additional information,
which is available by calling (800) 257-8787 or by visiting Nuveen’s website at
www.nuveen.com.
Nuveen
Fund Advisors, LLC (“Nuveen
Fund Advisors”),
the Fund’s investment adviser, offers advisory and investment management
services to a broad range of clients, including investment companies and other
pooled investment vehicles. Nuveen Fund Advisors has overall responsibility for
management of the Fund, oversees the management of the Fund’s portfolio, manages
the Fund’s business affairs and provides certain clerical, bookkeeping and other
administrative services. Nuveen Fund Advisors is located at 333 West Wacker
Drive, Chicago, Illinois 60606. Nuveen Fund Advisors is a subsidiary of Nuveen,
LLC, the investment management arm of Teachers Insurance and Annuity Association
of America (“TIAA”).
TIAA is a life insurance company founded in 1918 by the Carnegie Foundation for
the Advancement of Teaching and is the companion organization of College
Retirement Equities Fund. As of September 30, 2023, Nuveen, LLC managed
approximately $1.1 trillion in assets, of which approximately $134.5 billion was
managed by Nuveen Fund Advisors.
Nuveen
Fund Advisors has selected its affiliate, Nuveen Asset Management, LLC
(“Nuveen
Asset Management”),
located at 333 West Wacker Drive, Chicago, Illinois 60606, to serve as
sub-adviser to the Fund. Nuveen Asset Management manages the investment of the
Fund's assets on a discretionary basis, subject to the supervision of Nuveen
Fund Advisors.
The
Fund is managed by multiple portfolio managers, who are responsible for the
day-to-day management of the Fund, with expertise in the area applicable to the
Fund’s investments. Each portfolio manager may be responsible for different
aspects of the Fund’s management. For example, one manager may be principally
responsible for selecting appropriate investments for the Fund, while another
may be principally responsible for asset allocation. The following is a list of
the portfolio managers primarily responsible for managing the Fund’s
investments, along with their relevant experience. The Fund’s portfolio managers
may change from time to time.
|
|
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|
Total
Experience (since
dates specified
below) |
Name
& Title |
Experience
Over Past Five Years |
At
Nuveen Asset Management* |
Total |
|
|
|
|
NUVEEN
EQUITY LONG/SHORT FUND |
|
|
|
|
Scott
M. Tonneson, CFA Managing
Director |
Nuveen
Asset Management and other advisory affiliates (equity portfolio
management and research) |
2007 |
1994 |
|
|
|
|
Claire
L. Ross Managing
Director |
Nuveen
Asset Management and other advisory affiliates (equity portfolio
management and research) |
2014 |
2002 |
|
|
|
|
|
|
|
|
*
Including tenure at affiliate or predecessor firms, as applicable
|
|
8 |
Section
2
How We Manage Your Money |
Additional
information about the portfolio managers’ compensation, other accounts managed
by the portfolio managers and the portfolio managers’ ownership of securities in
the Fund is provided in the statement of additional information.
Management
Fees
The
management fee schedule for the Fund consists of two components: a Fund-level
fee, based only on the amount of assets within the Fund, and a complex-level
fee, based on the aggregate amount of all eligible fund assets managed by Nuveen
Fund Advisors.
The
annual Fund-level fee, payable monthly, is based upon the average daily net
assets of the Fund as follows:
|
|
|
Average
Daily Net Assets |
|
Fund-Level
Fee |
For
the first $125 million |
|
1.1000% |
For
the next $125 million |
|
1.0875% |
For
the next $250 million |
|
1.0750% |
For
the next $500 million |
|
1.0625% |
For
the next $1 billion |
|
1.0500% |
For
the next $3 billion |
|
1.0250% |
For
the next $2.5 billion |
|
1.0000% |
For
the next $2.5 billion |
|
0.9875% |
For
net assets over $10 billion |
|
0.9750% |
The
complex-level fee begins at a maximum rate of 0.2000% of the Fund’s average
daily net assets, based upon complex-level assets of $55 billion, with
breakpoints for eligible assets above that level. Therefore, the maximum
management fee rate for the Fund is the Fund-level fee plus 0.2000%. As of
September 30, 2023, the effective complex-level fee was 0.1611% of the Fund’s
average daily net assets.
For
the most recent fiscal year, the Fund paid Nuveen Fund Advisors 1.05% of its
average daily net assets in management fees (net of fee waivers and expense
reimbursements).
Nuveen
Fund Advisors has agreed to waive fees and/or reimburse expenses through July
31, 2025 so that the total annual operating expenses (excluding 12b-1
distribution and/or service fees, interest expenses, taxes, acquired fund fees
and expenses, fees incurred in acquiring and disposing of portfolio securities
(including prime broker fees and charges on short sales), dividend expense on
securities sold short, and extraordinary expenses) do not exceed 1.40% of the
average daily net assets of any class of Fund shares. This expense limitation
may be terminated or modified prior to July 31, 2025 only with the approval
of the Board of Trustees of the Fund.
Information
regarding the Board of Trustees’ approval of the investment management
agreements is available in the Fund's annual report for the fiscal year ended
August 31, 2023.
|
More
About Our Investment Strategies |
The
Fund’s investment objective, which is described in the “Fund Summary” section,
may not be changed without shareholder approval.
The
Fund's investment policies may be changed by the Board of Trustees without
shareholder approval unless otherwise noted in this prospectus or the statement
of additional information.
The
Fund's principal investment strategies are discussed in the “Fund Summary”
section. These are the strategies that the Fund's investment adviser and
sub-adviser
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Section
2
How We Manage Your Money |
9 |
believe
are most likely to be important in trying to achieve the Fund’s investment
objective. This section provides more information about these strategies, as
well as information about some additional strategies that the Fund's sub-adviser
uses, or may use, to achieve the Fund's objective. You should be aware that the
Fund may also use strategies and invest in securities that are not described in
this prospectus, but that are described in the statement of additional
information. For a copy of the statement of additional information, call Nuveen
Funds at (800) 257-8787 or visit Nuveen’s website at www.nuveen.com.
Equity
Securities
The
Fund invests in equity securities. Equity securities generally include common
stocks; preferred securities; warrants to purchase common stocks and preferred
securities; convertible debt securities that are either in the money or
immediately convertible into common stocks or preferred securities; common and
preferred securities issued by master limited partnerships and real estate
investment trusts; depositary receipts; and other securities with equity
characteristics.
Cash
Equivalents and Short-Term Investments
As
a non-principal investment strategy, the Fund may invest in cash and in U.S.
dollar-denominated high-quality money market instruments and other short-term
securities, including money market funds, in such proportions as warranted by
prevailing market conditions and the Fund's principal investment strategies. The
Fund may temporarily invest without limit in such holdings for liquidity
purposes, or in an attempt to respond to adverse market, economic, political or
other conditions. Being invested in these securities may keep the Fund from
participating in a market upswing and prevent the Fund from achieving its
investment objective.
Disclosure
of Portfolio Holdings
A
description of the Fund’s policies and procedures with respect to the disclosure
of the Fund’s portfolio holdings is available in the Fund’s statement of
additional information. A list of the Fund’s portfolio holdings is available on
the Fund’s website—www.nuveen.com/mutual-funds—by navigating to the Fund’s web
page and clicking on the “Characteristics” link. By following this link, you can
obtain a list of the Fund’s top ten holdings as of the end of the most recent
month. A complete list of portfolio holdings information is generally made
available on the Fund’s website ten business days after the end of the month.
This information will remain available on the website until the Fund files with
the Securities and Exchange Commission its annual, semi-annual or quarterly
holdings report for the fiscal period that includes the date(s) as of which the
website information is current.
Risk
is inherent in all investing. Investing in a mutual fund involves risk,
including the risk that you may receive little or no return on your investment
or even that you may lose part or all of your investment. Therefore, before
investing you should consider carefully the principal risks and certain other
risks that you assume when you invest in the Fund. These risks are listed
alphabetically below. The significance of any specific risk to an investment in
the Fund will vary over time depending on the composition of the Fund’s
portfolio, market conditions and other factors. Because of these risks, you
should consider an investment in the Fund to be a long-term
investment.
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|
10 |
Section
2
How We Manage Your Money |
Principal
Risks
Active
management risk:
The Fund's sub-adviser actively manages the Fund’s investments. Consequently,
the Fund is subject to the risk that the investment techniques and risk analyses
employed by the Fund's sub-adviser may not produce the desired results. This
could cause the Fund to lose value or its investment results to lag relevant
benchmarks or other funds with similar objectives. Additionally, legislative,
regulatory or tax developments may affect the investment techniques available to
the Fund's sub-adviser in connection with managing the Fund and such
developments, as well as any deficiencies in the operating systems or controls
of the sub-adviser or a Fund service provider, may also adversely affect the
ability of the Fund to achieve its investment goal.
Cybersecurity
risk:
Intentional cybersecurity breaches include: unauthorized access to systems,
networks or devices (such as through “hacking” activity); infection from
computer viruses or other malicious software code; and attacks that shut down,
disable, slow, or otherwise disrupt operations, business processes, or website
access or functionality. In addition, unintentional incidents can occur, such as
the inadvertent release of confidential information (possibly resulting in the
violation of applicable privacy laws).
A
cybersecurity breach could result in the loss or theft of customer data or
funds, the inability to access electronic systems (“denial of services”), loss
or theft of proprietary information or corporate data, physical damage to a
computer or network system, or costs associated with system repairs. Such
incidents could cause the Fund, the Fund’s adviser or sub-adviser, a financial
intermediary, other service providers, or the issuers of securities held by the
Fund to incur regulatory penalties, reputational damage, additional compliance
costs or financial loss. Negative impacts on the Fund could include the
inability to calculate net asset value, transact business, process transactions
on behalf of shareholders or safeguard data. In addition, such incidents could
affect issuers in which the Fund invests, and thereby cause the Fund’s
investments to lose value.
Equity
security risk:
The value of the Fund’s long positions in equity securities may decline
significantly in price over short or extended periods of time. Even a long-term
investment approach cannot guarantee a profit. Price changes may occur in the
market as a whole, or they may occur in only a particular country, company,
industry, or sector of the market. Conversely, the value of the Fund’s short
positions may decline because of an increase in the equity market as a whole or
because of increases in a particular company, industry, or sector of the market.
From time to time, the Fund may take significant long or short positions in
equity securities of companies in one or more related sectors or industries
which would make the Fund more vulnerable to adverse developments affecting such
sectors or industries. Adverse events in any part of the U.S. and global
financial markets may have unexpected negative effects on equity markets. These
events may at times result in unusually high market volatility, including
short-term volatility, which could negatively affect Fund
performance.
A
variety of factors can negatively affect the price of a particular company's
equity securities. These factors may include, but are not limited to: poor
earnings, a loss of customers, a cut in dividends, certain management decisions,
litigation against the company, general unfavorable performance of the company's
sector or industry, or changes in government regulations affecting the company
or its industry.
Futures
contract risk: The
use of futures contracts involves additional risks and transaction costs, which
could leave the Fund in a worse position than if it had not used these
instruments. Futures contracts may entail investment exposures that are greater
|
|
Section
2
How We Manage Your Money |
11 |
than
their cost would suggest. As a result, a small investment in futures contracts
could have a large impact on performance. Additional risks associated with the
use of futures contracts include: the risk of imperfect correlation, or even no
correlation, between the price movements of the futures contracts and the price
movements of the investments being hedged; losses caused by unanticipated market
movements, which are potentially unlimited; the inability of the Fund’s
sub-adviser to correctly predict the direction of securities prices and other
economic factors; and the risk that the Fund may have to sell securities from
its portfolio at a disadvantageous time if it has insufficient cash to meet
margin requirements under the futures contract.
Large-cap
company risk:
While large-cap companies may be less volatile than those of mid- and small-cap
companies, they still involve risk. To the extent it maintains a net long
position primarily in securities of large-capitalization companies, the Fund may
underperform funds that invest primarily in securities of smaller capitalization
companies during periods when the securities of such companies are in favor.
Large-capitalization companies may be unable to respond as quickly as smaller
capitalization companies to competitive challenges, consumer tastes or to
changes in business, product, financial or other market conditions.
Additionally, large-cap companies are sometimes less able to achieve as high of
growth rates as successful smaller companies, especially during extended periods
of economic expansion.
Market
risk:
The market value of the Fund’s investments may go up or down, sometimes rapidly
or unpredictably and for short or extended periods of time. Market values may
change due to the particular circumstances of individual issuers or due to
general conditions impacting issuers more broadly within a specific country,
region, industry, sector or asset class. Global economies and financial markets
have become highly interconnected, and thus economic, market or political
conditions or events in one country or region might adversely impact issuers in
a different country or region. As a result, the value of the Fund’s investments
may be negatively affected whether or not the Fund invests in a country or
region directly impacted by such conditions or events.
Additionally,
unexpected events and their aftermaths, including broad financial dislocations
(such as the “great recession” of 2008-09), war, armed conflict, terrorism, the
imposition of economic sanctions, bank failures (such as the March 2023 failures
of Silicon Valley Bank and Signature Bank, the second- and third-largest bank
failures in U.S. history), natural and environmental disasters and the spread of
infectious illnesses or other public health emergencies (such as the COVID-19
coronavirus pandemic first detected in December of 2019), may adversely affect
the global economy and the markets and issuers in which the Fund invests. These
events could reduce consumer demand or economic output, result in market
closures, travel restrictions or quarantines, or widespread unemployment, and
generally have a severe negative impact on the global economy. Such 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. Furthermore, such
events could cause financial markets to experience elevated or even extreme
volatility and losses, and could result in the disruption of trading and the
reduction of liquidity in many instruments. In addition, sanctions and other
measures could limit or prevent the Fund from buying and selling securities (in
sanctioned country and other markets), significantly delay or prevent the
settlement of securities transactions, and significantly impact liquidity and
performance. 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,
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|
12 |
Section
2
How We Manage Your Money |
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 value of the
Fund’s investments. In addition, there is a possibility that the rising prices
of goods and services may have an effect on the Fund. As inflation increases,
the value of the Fund’s assets can decline.
Mid-cap
company risk:
While securities of mid-cap companies may be slightly less volatile than those
of small-cap companies, they still involve substantial risk. Mid-cap companies
may have limited product lines, markets or financial resources, and they may be
dependent on a limited management group. Securities of mid-cap companies may be
subject to more abrupt or erratic market movements than those of larger, more
established companies or broader market averages in general.
Short
sales risk:
Short sales involve the sale of a security the Fund has borrowed, with the
expectation that the security will underperform the market. Short sales expose
the Fund to the risk that it will be required to buy the security sold short
(also known as “covering” the short position) at a time when the security has
appreciated in value, thus resulting in a loss to the Fund. For instance, the
lender of the borrowed security may recall the security, in which case the Fund
would have to either borrow the security from another lender or buy the security
and deliver it to the lender. The Fund may not always be able to locate another
lender, and thus the Fund may be required to cover the short position at a
disadvantageous price. If this occurs, any anticipated gain to the Fund may be
reduced or eliminated or the short sale may result in a loss. In certain cases,
purchasing a security to cover a short position can itself cause the price of
the security to rise further, thereby exacerbating the loss. Although the gain
is limited by the price at which the security was sold short, the potential loss
on a short sale is theoretically unlimited because there is no upper limit on
the price a borrowed security can attain. By contrast, a loss on a long position
arises from decreases in the value of the security and is limited by the fact
that a security’s value cannot go below zero. In a rising stock market, the
Fund’s short positions may significantly impact the Fund’s overall performance
and cause the Fund to underperform traditional long-only equity funds or to
sustain losses, particularly in a sharply rising market. Short positions are
more volatile than long positions due to risks inherent to short selling,
including incorrect determinations of equity security valuations and/or the
directional movement of stock market averages.
The
sub-adviser’s use of short sales in combination with long positions in the
Fund’s portfolio in an attempt to improve performance or reduce overall
portfolio risk may not be successful and may result in greater losses or lower
positive returns than if the Fund held only long positions. It is possible that
the Fund’s long securities positions will decline in value at the same time that
the value of its short securities positions increase, thereby increasing
potential losses to the Fund. In addition, the Fund’s short selling strategies
may limit its ability to fully benefit from increases in the equity
markets.
The
Fund may also pay transaction costs and borrowing fees in connection with short
sales and, until the borrowed security is replaced, the Fund is required to pay
to the lender amounts equal to any dividends paid during the period of the loan.
When the Fund is selling a security short, it must maintain a segregated account
of cash or high-grade securities equal to the margin requirement. As a result,
the Fund may maintain high levels of cash or other liquid assets, which may
limit the Fund’s ability to pursue other opportunities. In addition, short
positions typically involve increased liquidity risk and the risk that the third
party to the short sale may fail to honor its contract terms. To the extent the
Fund invests the proceeds received from selling securities short in additional
long positions, the Fund is engaging in a form of leverage. The use of leverage
may increase the Fund’s exposure to long positions and make any change in the
Fund’s net asset value greater than it would be without the use of leverage.
This could result in increased volatility of returns.
In
the past, in response to market events, regulatory authorities in various
countries, including the United States, enacted temporary rules prohibiting the
short-selling of
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Section
2
How We Manage Your Money |
13 |
certain
stocks. If regulatory authorities were to reinstitute such rules or otherwise
restrict short-selling, the Fund might not be able to fully implement its
short-selling strategy.
Non-Principal
Risks
Large
transactions risk:
The Fund may experience adverse effects due to large purchases or redemptions of
Fund shares. A large redemption by an individual shareholder, or an increase in
redemptions generally by Fund shareholders, may cause the Fund to sell portfolio
securities at times when it would not otherwise do so, which may negatively
impact the Fund’s net asset value and liquidity. If the Fund has difficulty
selling portfolio securities in a timely manner to meet redemption requests, the
Fund may have to borrow money to do so. In such an instance, the Fund’s
remaining shareholders would bear the costs of such borrowings, and such costs
could reduce the Fund’s returns. In addition, until the Fund is able to sell
securities to meet redemption requests, the Fund’s market exposure may be
greater than it ordinarily would be, which would magnify the impact of any
market movements on the Fund’s performance. Similarly, large Fund share
purchases may adversely affect the Fund’s performance to the extent that the
Fund is delayed in investing new cash and is required to maintain a larger cash
position than it ordinarily would, reducing the Fund’s market exposure.
Increased redemption activity may also result in unexpected taxable
distributions to shareholders if such sales of investments resulted in gains and
thereby accelerated the realization of taxable income. In addition, large
redemptions could result in the Fund’s current expenses being allocated over a
smaller asset base, leading to an increase in the Fund’s expense ratio.
|
|
14 |
Section
2
How We Manage Your Money |
Section
3
How You Can Buy and Sell Shares
The
Fund offers multiple classes of shares, each with a different combination of
sales charges, fees, eligibility requirements and other features. Your financial
advisor can help you determine which class is best for you. For further details,
please see the statement of additional information. Because the prospectus and
the statement of additional information are available free of charge on Nuveen’s
website at www.nuveen.com, we do not disclose the following share class
information separately on the website.
|
What
Share Classes We Offer |
The
different share classes offered by the Fund are described below. You will pay
up-front or contingent deferred sales charges on some of these share classes. In
addition, some share classes are subject to annual distribution and/or service
fees in the amounts described below, which are paid out of the Fund’s assets.
These fees are paid to Nuveen Securities, LLC (the “Distributor”),
a subsidiary of Nuveen, LLC and the distributor of the Fund, and are used
primarily for providing compensation to financial intermediaries in connection
with the distribution of Fund shares and for providing ongoing account services
to shareholders. The Fund has adopted a distribution and service plan under Rule
12b-1 under the Investment Company Act of 1940, as amended (the “1940
Act”),
that allows the Fund to pay these distribution and service fees. More
information on this plan can be found under “Distribution and Service
Payments—Distribution and Service Plan.” Because fees paid under the plan are
paid out of the Fund’s assets on an ongoing basis, over time these fees will
increase the cost of your investment and may cost you more than paying other
types of sales charges.
Class
A Shares
You
can purchase Class A shares at the offering price, which is the net asset value
per share plus an up-front sales charge. You may qualify for a reduced sales
charge, or the sales charge may be waived, as described in “How to Reduce Your
Sales Charge.” Class A shares are also subject to an annual service fee of 0.25%
of the Fund’s average daily net assets, which compensates your financial advisor
or other financial intermediary for providing ongoing service to you. The
Distributor retains the service fee on accounts with no financial intermediary
of record. The up-front Class A sales charges for the Fund are as follows:
|
|
|
|
|
|
|
|
|
Amount
of Purchase |
Sales
Charge as %
of Public Offering
Price |
|
Sales
Charge as %
of Net Amount
Invested |
|
Maximum
Financial Intermediary Commission as % of Public Offering
Price |
Less
than $50,000 |
5.75 |
% |
|
6.10 |
% |
|
5.00 |
% |
$50,000
but less than $100,000 |
4.50 |
|
|
4.71 |
|
|
4.00 |
|
$100,000
but less than $250,000 |
3.75 |
|
|
3.90 |
|
|
3.25 |
|
$250,000
but less than $500,000 |
2.75 |
|
|
2.83 |
|
|
2.50 |
|
$500,000
but less than $1,000,000 |
2.00 |
|
|
2.04 |
|
|
1.75 |
|
$1,000,000
and over* |
— |
|
|
— |
|
|
1.00 |
|
* You
can purchase $1 million or more of Class A shares at net asset value without an
up-front sales charge. The Distributor pays financial intermediaries of record
at a rate of 1.00% of the first $2.5 million, plus 0.75% of the next $2.5
million, plus 0.50% of the amount over $5 million, which includes an advance of
the first year’s service fee. Unless you are eligible for a waiver, you may be
assessed a contingent deferred sales charge (“CDSC”)
of 1.00% if you redeem any of your shares within 18 months of purchase. See
“Contingent Deferred Sales Charges” below for information concerning the CDSC
and “How to Reduce Your Sales Charge—CDSC Waivers and Reductions” below for
information concerning CDSC waivers and reductions.
|
|
Section
3
How You Can Buy and Sell Shares |
15 |
Investors
may purchase Class A shares only for Fund accounts held with a financial advisor
or other financial intermediary, and not directly with the Fund. In addition,
Class A shares may not be available through certain financial intermediaries.
Please consult with your financial intermediary to determine whether their
policies allow for an investment in Class A shares.
Class
C Shares
You
can purchase Class C shares at the offering price, which is the net asset value
per share without any up-front sales charge. Class C shares are subject to
annual distribution and service fees of 1.00% of the Fund’s average daily net
assets. The annual 0.25% service fee compensates your financial advisor or other
financial intermediary for providing ongoing service to you. The annual 0.75%
distribution fee compensates the Distributor for paying your financial advisor
or other financial intermediary an ongoing sales commission as well as an
advance of the first year’s service and distribution fees. The Distributor
retains the service and distribution fees on accounts with no financial
intermediary of record. If you redeem your shares within 12 months of purchase,
you will normally pay a 1.00% CDSC, which is calculated on the lower of your
purchase price or redemption proceeds. You do not pay a CDSC on any Class C
shares you purchase by reinvesting dividends. You may qualify for a reduced
CDSC, or the CDSC may be waived, as described in “How to Reduce Your Sales
Charge” below.
Investors
purchasing Class C shares should consider whether they would qualify for a
reduced or eliminated sales charge on Class A shares that would make purchasing
Class A shares a better choice. Class A share sales charges can be reduced or
eliminated based on the size of the purchase, or pursuant to a letter of intent
or rights of accumulation. See “How to Reduce Your Sales Charge” below.
Class
C share purchase orders equaling or exceeding $1,000,000 will not be accepted.
In addition, the Fund limits the cumulative amount of Class C shares that may be
purchased by a single purchaser. Your financial intermediary may set lower
maximum purchase limits for Class C shares. See the statement of additional
information for more information.
Class
C shares automatically convert to Class A shares after 8 years, thus reducing
future annual expenses. Conversions occur during the month in which the 8-year
anniversary of the purchase occurs. The automatic conversion is based on the
relative net asset values of the two share classes without the imposition of a
sales charge or fee. The automatic conversion of Class C shares to Class A
shares may not apply to shares held through group retirement plan recordkeeping
platforms of certain financial intermediaries who hold such shares in an omnibus
account and do not track participant level share lot aging to facilitate such a
conversion. Furthermore, the availability of the automatic Class C share
conversion and the terms under which the conversion takes place may depend on
the policies and/or system limitations of the financial intermediary through
which you hold your shares. Information on intermediaries’ variations from the
Class C share conversion discussed above is disclosed in the appendix to this
prospectus, “Variations in Sales Charge Reductions and Waivers Through Certain
Intermediaries.” Also, see “How to Reduce Your Sales Charge” below.
Investors
may purchase Class C shares only for Fund accounts held with a financial advisor
or other financial intermediary, and not directly with the Fund. In addition,
Class C shares may not be available through certain financial intermediaries.
Please consult with your financial intermediary to determine whether their
policies allow for an investment in Class C shares.
|
|
16 |
Section
3
How You Can Buy and Sell Shares |
Class
I Shares
You
can purchase Class I shares at the offering price, which is the net asset value
per share without any up-front sales charge. As Class I shares are not subject
to sales charges or ongoing service or distribution fees, they have lower
ongoing expenses than the other classes.
Class
I shares are available for purchase by clients of financial intermediaries who
charge such clients an ongoing fee for advisory, investment, consulting or
related services. Such clients may include individuals, corporations, endowments
and foundations. The minimum initial investment for such clients is $100,000,
but this minimum will be lowered to $250 for clients of financial intermediaries
that have accounts holding Class I shares with an aggregate value of at least
$100,000. The Distributor may also lower the minimum to $250 for clients of
financial intermediaries anticipated to reach this Class I share holdings
level.
Class
I shares are also available for purchase by family offices and their clients. A
family office is a company that provides certain financial and other services to
a high net worth family or families. The minimum initial investment for family
offices and their clients is $100,000, but this minimum will be lowered to $250
for clients of family offices that have accounts holding Class I shares with an
aggregate value of at least $100,000. The Distributor may also lower the minimum
to $250 for clients of family offices anticipated to reach this Class I share
holdings level.
Class
I shares are also available for purchase, with no minimum initial investment, by
the following categories of investors:
· Certain
employer-sponsored retirement plans.
· Certain
bank or broker-affiliated trust departments.
· Advisory
accounts of Nuveen Fund Advisors and its affiliates.
· Investors
purchasing through a brokerage platform of a financial intermediary that has an
agreement with the Distributor to offer such shares solely when acting as an
agent for such investors. Investors transacting through a financial
intermediary’s brokerage platform may be required to pay a commission directly
to the intermediary.
· Current
and former trustees/directors of any Nuveen Fund, and their immediate family
members (as defined in the statement of additional information).
· Officers
of Nuveen, LLC and its affiliates, and their immediate family
members.
· Full-time
and retired employees of Nuveen, LLC and its affiliates, and their immediate
family members.
· Certain
financial intermediary personnel, and their immediate family
members.
· Certain
other institutional investors described in the statement of additional
information.
A
financial intermediary through which you hold Class I shares may have the
authority under its account agreement to exchange your Class I shares for
another class of Fund shares having higher expenses than Class I shares if you
withdraw from or are no longer eligible for the intermediary's fee-based program
or under other circumstances. You may be subject to the sales charges and
service and/or distribution fees applicable to the share class that you receive
in such an exchange. You should contact your financial intermediary for more
information about your eligibility to purchase Class I shares and the class of
shares you would receive in an exchange if you no longer meet Class I
eligibility requirements.
|
|
Section
3
How You Can Buy and Sell Shares |
17 |
Please
refer to the statement of additional information for more information about
Class A, Class C and Class I shares, including more detailed program
descriptions and eligibility requirements. Additional information is also
available from your financial advisor, who can also help you prepare any
necessary application forms.
Contingent
Deferred Sales Charges
If
you redeem Class A or Class C shares that are subject to a CDSC, you may be
assessed a CDSC upon redemption. When you redeem Class A or Class C shares
subject to a CDSC, the Fund will first redeem any shares that are not subject to
a CDSC, and then redeem the shares you have owned for the longest period of
time, unless you ask the Fund to redeem your shares in a different order. No
CDSC is imposed on shares you buy through the reinvestment of dividends and
capital gains. The CDSC holding period is calculated on a monthly basis and
begins on the first day of the month in which the purchase was made. When you
redeem shares subject to a CDSC, the CDSC is calculated on the lower of your
purchase price or redemption proceeds, deducted from your redemption proceeds,
and paid to the Distributor. The CDSC may be waived under certain special
circumstances as described below under “How You Can Buy and Sell Shares—How to
Reduce Your Sales Charge—CDSC Waivers and Reductions,” in the appendix to this
prospectus titled “Variations in Sales Charge Reductions and Waivers Available
Through Certain Intermediaries,” and in the statement of additional
information.
|
How
to Reduce Your Sales Charge |
The
Fund offers a number of ways to reduce or eliminate the up-front sales charge on
Class A shares. In addition, under certain circumstances, the Fund will waive or
reduce the CDSC imposed on redemptions of Class C shares and certain Class A
shares purchased at net asset value. The
availability of the sales charge reductions and waivers discussed below will
depend on the policies of the financial intermediary through which you purchase
your shares. Information on intermediaries’ variations from the reductions and
waivers discussed below are disclosed in the appendix to this prospectus,
“Variations in Sales Charge Reductions and Waivers Available Through Certain
Intermediaries.” In
all instances, it is your responsibility to notify your financial intermediary
at the time of purchase of any relationship or other facts qualifying you for
sales charge waivers or discounts. In
order to obtain waivers and discounts that are not available through your
intermediary, you will have to purchase Fund shares through another
intermediary.
Class
A Sales Charge Reductions
· Rights
of Accumulation.
In calculating the appropriate sales charge on a purchase of Class A shares of
the Fund, you may be able to add the amount of your purchase to the value, based
on the current net asset value per share, of all of your prior purchases of any
Nuveen Mutual Fund.
· Letter
of Intent.
Subject to certain requirements, you may purchase Class A shares of the Fund at
the sales charge rate applicable to the total amount of the purchases you intend
to make over a 13-month period.
For
purposes of calculating the appropriate sales charge as described under
Rights
of Accumulation
and Letter
of Intent
above, you may include purchases by (i) you, (ii) your spouse or domestic
partner and children under the age of 21 years, and (iii) a corporation,
partnership or sole proprietorship that is 100% owned by any of the persons in
(i) or (ii). In addition, a trustee or other fiduciary can count all shares
purchased for a
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single
trust, estate or other single fiduciary account that has multiple accounts
(including one or more employee benefit plans of the same employer).
Class
A Sales Charge Waivers
Class
A shares of the Fund may be purchased at net asset value without a sales charge
as follows:
· Purchases
of $1,000,000 or more (although such purchases may be subject to a CDSC in
certain circumstances, see “What Share Classes We Offer—Contingent Deferred
Sales Charges” above).
· Shares
purchased through the reinvestment of Nuveen Mutual Fund dividends and capital
gain distributions.
· Shares
purchased for accounts held directly with the Fund that do not have a financial
intermediary of record.
· Certain
employer-sponsored retirement plans.
Purchases by employer-sponsored retirement plans (“ESRPs”)
as defined below, except that, in the case of ESRPs held through a brokerage
account, Class A shares will be available at net asset value without a sales
charge only if the broker-dealer has entered into an agreement with the
Distributor that allows for such purchases. Intermediaries that have entered
into such an agreement are listed in the appendix to this prospectus,
“Variations in Sales Charge Reductions and Waivers Available Through Certain
Intermediaries.”
For
this purpose, ESRPs include, but are not limited to, 401(k) plans, 457 plans,
employer-sponsored 403(b) plans, profit sharing and money purchase pension
plans, health savings accounts, defined benefit plans, non-qualified deferred
compensation plans, Roth 401(k) plans and Roth 403(b) plans, and do not include
SEPs, SAR-SEPs, SIMPLE IRAs (other than SIMPLE IRAs opened before January 1,
2011 where the Distributor is the broker of record), SIMPLE 401(k) plans, Solo
401(k) plans, KEOGH plans, non-qualified deferred compensation plans and single
defined benefit plans.
· Employees
of Nuveen, LLC and its affiliates.
Purchases by current and retired employees of Nuveen, LLC and its affiliates and
such employees’ immediate family members (as defined in the statement of
additional information).
· Current
and former trustees/directors of the Nuveen Funds.
· Financial
intermediary personnel.
Purchases by any person who, for at least the last 90 days, has been an officer,
director, or employee of any financial intermediary or any such person’s
immediate family member.
· Certain
trust departments.
Purchases by bank or broker-affiliated trust departments investing funds over
which they exercise exclusive discretionary investment authority and that are
held in a fiduciary, agency, advisory, custodial or similar
capacity.
· Additional
categories of investors.
Purchases made (i) by investors purchasing on a periodic fee, asset-based fee or
no transaction fee basis through a broker-dealer sponsored mutual fund purchase
program; (ii) by clients of investment advisers, financial planners or other
financial intermediaries that charge periodic or asset-based fees for their
services; and (iii) through a financial intermediary that has entered into an
agreement with the Distributor to offer the Fund’s shares to self-directed
investment brokerage accounts and that may or may not charge a transaction fee
to its customers. Intermediaries that have entered into such an agreement are
listed in the appendix to this prospectus, “Variations in Sales Charge
Reductions and Waivers Available Through Certain Intermediaries.”
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19 |
In
order to obtain a sales charge reduction or waiver on Class A share purchases,
it may be necessary at the time of purchase for you to inform the Fund or your
financial advisor of the existence of other accounts in which there are holdings
eligible to be aggregated for such purposes. You may need to provide the Fund or
your financial advisor information or records, such as account statements, in
order to verify your eligibility for a sales charge reduction or waiver. This
may include account statements of family members and information regarding
Nuveen Mutual Fund shares held in accounts with other financial advisors. You or
your financial advisor must notify the Distributor at the time of each purchase
if you are eligible for any of these programs. The Fund may modify or
discontinue these programs at any time.
CDSC
Waivers and Reductions
The
CDSC payable upon the redemption of Class C shares, and on Class A shares that
were purchased at net asset value without a sales charge because the purchase
amount exceeded $1,000,000, may be waived or reduced under the following
circumstances:
· In
the event of total disability of the shareholder.
· In
the event of death of the shareholder.
· For
certain redemptions made pursuant to a systematic withdrawal plan.
· For
redemptions in connection with a payment of account or plan fees.
· For
redemptions of accounts not meeting required minimum balances.
· Upon
an optional conversion by the Fund of Class C shares held in an account which no
longer has a financial intermediary of record into Class A shares.
· For
redemptions of Class C shares where the Distributor did not advance the first
year’s service and distribution fees to the intermediary.
· For
redemptions of Class A shares where the Distributor did not pay a sales charge
to the intermediary when the shares were purchased.
· For
certain redemptions of shares held by an employer-sponsored qualified defined
contribution plan.
· For
certain redemptions of shares held in an IRA account, including redemptions to
satisfy required minimum distributions from the account due to the shareholder
reaching the qualified age based on applicable laws and
regulations.
More
information on these and other available CDSC waivers and reductions can be
found in the appendix to this prospectus, “Variations in Sales Charge Reductions
and Waivers Available Through Certain Intermediaries,” and in the statement of
additional information.
Fund
shares may be purchased on any business day, which is any day the New York Stock
Exchange (the “NYSE”)
is open for business. Generally, the NYSE is closed on weekends and national
holidays. The share price you pay depends on when the Distributor receives your
order and on the share class you are purchasing. Orders received before the
close of trading on a business day (normally, 4:00 p.m. New York time) will
receive that day’s closing share price; otherwise, you will receive the next
business day’s price.
You
may purchase Fund shares (1) through a financial advisor or other financial
intermediary or (2) directly from the Fund. Class A and Class C shares may not
be
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Section
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How You Can Buy and Sell Shares |
purchased
directly from the Fund. In addition, the availability of Class A and Class C
shares through a financial intermediary will depend on the policies of the
intermediary.
Through
a Financial Advisor
You
may buy shares through your financial advisor, who can handle all the details
for you, including opening a new account. Financial advisors can also help you
review your financial needs and formulate long-term investment goals and
objectives. In addition, financial advisors generally can help you develop a
customized financial plan, select investments and monitor and review your
portfolio on an ongoing basis to help assure your investments continue to meet
your needs as circumstances change. Financial advisors (including brokers or
agents) are paid for providing ongoing investment advice and services, either
from Fund sales charges and fees or by charging you a separate fee in lieu of a
sales charge.
Financial
advisors or other dealer firms may charge their customers a processing or
service fee in connection with the purchase or redemption of Fund shares. The
amount and applicability of such a fee is determined and disclosed to customers
by each individual dealer. Processing or service fees typically are fixed,
nominal dollar amounts and are in addition to the sales and other charges
described in this prospectus and the statement of additional information. Your
dealer will provide you with specific information about any processing or
service fees you will be charged. Shares you purchase through your financial
advisor or other intermediary will normally be held with that firm. For more
information, please contact your financial advisor.
Directly
from the Fund
Eligible
investors may purchase shares directly from the Fund.
· By
wire.
You can purchase shares by making a wire transfer from your bank. Before making
an initial investment by wire, you must submit a new account form to the Fund.
After receiving your form, a service representative will contact you with your
account number and wiring instructions. Your order will be priced at the next
closing share price based on the share class of the Fund, calculated after the
Fund’s custodian receives your payment by wire. Wired funds must be received
prior to 4:00 p.m. New York time to be eligible for same day pricing. Neither
the Fund nor the transfer agent is responsible for the consequences of delays
resulting from the banking or Federal Reserve wire system, or from incomplete
wiring instructions. Before making any additional purchases by wire, you should
call Nuveen Funds at (800) 257-8787. You cannot purchase shares by wire on days
when federally chartered banks are closed.
· By
mail.
You may open an account directly with the Fund and buy shares by completing an
application and mailing it along with your check to: Nuveen Funds, P.O. Box
219140, Kansas City, Missouri 64121-9140. Applications may be obtained at
www.nuveen.com or by calling (800) 257-8787. No third party checks will be
accepted.
Purchase
orders and redemption requests are not processed until received in proper form
by the transfer agent of the Fund.
· On-line.
Existing shareholders with direct accounts may process certain account
transactions on-line. You may purchase additional shares or exchange shares
between existing, identically registered direct accounts. You can also look up
your account balance, history and dividend information, as well as order
duplicate account statements and tax forms from the Fund’s website. To access
your account, click on the “Online Account Access” link under the “Individual
Investors—Mutual Fund
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21 |
Account
Access” heading at www.nuveen.com/client-access. The system will walk you
through the log-in process. To purchase shares on-line, you must have
established Fund Direct privileges on your account prior to the requested
transaction. See “Special Services—Fund Direct” below.
· By
telephone.
Existing shareholders with direct accounts may also process account transactions
via the Fund’s automated information line. Simply call (800) 257-8787, press 1
for mutual funds and the voice menu will walk you through the process. To
purchase shares by telephone, you must have established Fund Direct privileges
on your account prior to the requested transaction. See “Special Services—Fund
Direct” below.
The
Distributor does not have a customer relationship with you solely by virtue of
acting as principal underwriter and distributor for the Fund. The
Distributor does not offer or provide investment monitoring, make investment
decisions for you, or hold customer accounts or assets. You make the ultimate
decision regarding whether to buy or sell any Nuveen Fund.
To
help make your investing with us easy and efficient, we offer you the following
services at no extra cost. Your financial advisor can help you complete the
forms for these services, or you can call Nuveen Funds at (800) 257-8787 for
copies of the necessary forms.
Systematic
Investing
Once
you have opened an account satisfying the applicable investment minimum,
systematic investing allows you to make regular additional investments through
automatic deductions from your bank account, directly from your paycheck or from
exchanging shares from another mutual fund account. The minimum automatic
deduction is $100 per month. There is no charge to participate in the Fund’s
systematic investment plan. You can stop the deductions at any time by notifying
the Fund in writing.
· From
your bank account.
You can make systematic investments of $100 or more per month by authorizing the
Fund to draw pre-authorized checks on your bank account.
· From
your paycheck.
With your employer’s consent, you can make systematic investments each pay
period (collectively meeting the monthly minimum of $100) by authorizing your
employer to deduct monies from your paycheck.
· Systematic
exchanging.
You can make systematic investments by authorizing the Distributor to exchange
shares from one Nuveen Mutual Fund account into another identically registered
Nuveen Mutual Fund account of the same share class.
The
Fund may cancel your participation in its systematic investment plan if it is
unable to deliver a current prospectus to you because of an incorrect or invalid
mailing address.
Systematic
Withdrawal
If
the value of your Fund account is at least $10,000, you may request to have $50
or more withdrawn automatically from your account. You may elect to receive
payments monthly, quarterly, semi-annually or annually, and may choose to
receive a check, have the monies transferred directly into your bank account
(see “Fund Direct” below), paid to a third party or sent payable to you at an
address other than your address of record. You must complete the appropriate
section of the account application or Account Update Form to participate in the
Fund’s systematic withdrawal plan.
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You
should not establish systematic withdrawals if you intend to make concurrent
purchases of Class A or Class C shares because you may unnecessarily pay a sales
charge or CDSC on these purchases.
Exchanging
Shares
You
may exchange Fund shares into an identically registered account for the same
class of another Nuveen Mutual Fund available in your state. Your exchange must
meet the minimum purchase requirements of the fund into which you are
exchanging. You may also, under certain limited circumstances, exchange between
certain classes of shares of the same fund, subject to the payment of any
applicable CDSC. Please consult the statement of additional information for
details.
The
Fund reserves the right to revise or suspend the exchange privilege, limit the
amount or number of exchanges, or reject any exchange. In the event that the
Fund rejects an exchange request, neither the redemption nor the purchase side
of the exchange will be processed. If you would like the redemption request to
be processed even if the purchase order is rejected, you may submit a separate
redemption request (see “How to Sell Shares” below). Shareholders will be
provided with at least 60 days’ notice of any material revision to or
termination of the exchange privilege.
Because
an exchange between funds is treated for tax purposes as a purchase and sale,
any gain may be subject to tax. An exchange between classes of shares of the
same fund may not be considered a taxable event. You should consult your tax
advisor about the tax consequences of exchanging your shares.
Fund
DirectSM
The
Fund Direct Program allows you to link your Fund account to your bank account,
transfer money electronically between these accounts and perform a variety of
account transactions, including purchasing shares by telephone and investing
through a systematic investment plan. You may also have dividends,
distributions, redemption payments or systematic withdrawal plan payments sent
directly to your bank account.
Reinstatement
Privilege
If
you redeem Class A or Class C shares, you may reinvest all or part of your
redemption proceeds up to one year later without incurring any additional
charges. You may only reinvest into the same share class you redeemed. If you
paid a CDSC, any shares purchased pursuant to the reinstatement privilege will
not be subject to a CDSC. You may use this reinstatement privilege only once for
any redemption.
You
may sell (redeem) your shares on any business day, which is any day the NYSE is
open for business. You will receive the share price next determined after the
Fund has received your properly completed redemption request. Your redemption
request must be received before the close of trading (normally, 4:00 p.m. New
York time) for you to receive that day’s price. The Fund will normally mail your
check the next business day after a redemption request is received, but in no
event more than seven days after your request is received. If you are selling
shares purchased recently with a check, your redemption proceeds will not be
mailed until your check has cleared, which may take up to ten business days from
your purchase date.
You
may sell your shares (1) through a financial advisor or (2) directly to the
Fund.
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23 |
Through
a Financial Advisor
You
may sell your shares through your financial advisor, who can prepare the
necessary documentation. Your financial advisor may charge for this
service.
Directly
to the Fund
· By
mail.
You can sell your shares at any time by sending a written request to the Fund,
c/o Nuveen Funds, P.O. Box 219140, Kansas City, Missouri 64121-9140. Your
request must include the following information:
· The
Fund’s name;
· Your
name and account number;
· The
dollar or share amount you wish to redeem;
· The
signature of each owner exactly as it appears on the account;
· The
name of the person to whom you want your redemption proceeds paid (if other than
to the shareholder of record);
· The
address where you want your redemption proceeds sent (if other than the address
of record); and
· Any
required signature guarantees.
After
you have established your account, signatures on a written request must be
guaranteed if:
· You
would like redemption proceeds payable or sent to any person, address or bank
account other than that on record;
· You
have changed the address on the Fund’s records within the last 30
days;
· Your
redemption request is in excess of $50,000; or
· You
are requesting a change in ownership on your account.
Non-financial
transactions, including establishing or modifying certain services such as
changing bank information on an account, will require a signature guarantee or
signature verification from a Medallion Signature Guarantee Program member or
other acceptable form of authentication from a financial institution source. In
addition to the situations described above, the Fund reserves the right to
require a signature guarantee, or another acceptable form of signature
verification, in other instances based on the circumstances of a particular
situation.
A
signature guarantee assures that a signature is genuine and protects
shareholders from unauthorized account transfers. Banks, savings and loan
associations, trust companies, credit unions, broker-dealers and member firms of
a national securities exchange may guarantee signatures. Call your financial
intermediary to determine if it has this capability. A notary public is not an
acceptable signature guarantor. Proceeds from a written redemption request will
be sent to you by check unless another form of payment is requested.
· On-line.
You may redeem shares or exchange shares between existing, identically
registered accounts on-line. To access your account, click on the “Online
Account Access” link under the “Individual Investors—Mutual Fund Account Access”
heading at www.nuveen.com/client-access. The system will walk you through the
log-in process. Redemptions where the proceeds are payable by check may not
exceed $50,000. Checks will only be issued to you as the shareholder of record
and mailed to your address of record. If you have established Fund Direct
privileges, you may
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Section
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have
redemption proceeds transferred electronically to your bank account. In this
case, the redemption proceeds will be transferred to your bank on the next
business day after the redemption request is received. You should contact your
bank for further information concerning the timing of the credit of the
redemption proceeds in your bank account.
· By
telephone.
If your account is held with the Fund and not in your brokerage account, and you
have authorized telephone redemption privileges, call (800) 257-8787 to redeem
your shares, press 1 for mutual funds and the voice menu will walk you through
the process. Redemptions where the proceeds are payable by check may not exceed
$50,000. Checks will only be issued to you as the shareholder of record and
mailed to your address of record, normally the next business day after the
redemption request is received. If you have established Fund Direct privileges,
you may have redemption proceeds transferred electronically to your bank
account. In this case, the redemption proceeds will be transferred to your bank
on the next business day after the redemption request is received. You should
contact your bank for further information concerning the timing of the credit of
the redemption proceeds in your bank account.
|
An
Important Note About Telephone Transactions
Although
Nuveen Funds has certain safeguards and procedures to confirm the identity
of callers, it will not be liable for losses resulting from following
telephone instructions it reasonably believes to be genuine.
Also,
you should verify your trade confirmations immediately upon
receipt. |
Accounts
with Low Balances
The
Fund reserves the right to liquidate or assess a low balance fee on any account
held directly with the Fund that has a balance that has fallen below the account
balance minimum of $1,000 for any reason, including market fluctuations.
If
the Fund elects to exercise the right to assess a low balance fee, then annually
the Fund will assess a $15 low balance account fee on certain accounts with
balances under the account balance minimum that are IRAs, Coverdell Education
Savings Accounts or accounts established pursuant to the UTMA or UGMA. At the
same time, other accounts with balances under the account balance minimum will
be liquidated, with proceeds being mailed to the address of record. Prior to the
assessment of any low balance fee or liquidation of low balance accounts,
affected shareholders will receive a communication notifying them of the pending
action, thereby providing time for shareholders to bring their accounts up to
the account balance minimum prior to any fee assessment or account liquidation.
You will not be assessed a CDSC if your account is liquidated.
Meeting
Redemption Requests
The
Fund typically will pay redemption proceeds using cash reserves maintained in
the Fund’s portfolio, or using the proceeds from sales of portfolio securities.
The Fund also may meet redemption requests through overdrafts at the Fund’s
custodian, by borrowing under a credit agreement to which the Fund is a party,
or by borrowing from another Nuveen Fund under an inter-fund lending program
maintained by the Nuveen Funds pursuant to exemptive relief granted by the
Securities and Exchange Commission. See “Investment Policies and
Techniques—Borrowing” in the statement of additional information. These
additional methods are more likely to be used to meet large redemption requests
or in times of stressed market conditions.
Although
the Fund generally pays redemption proceeds in cash, if the Fund determines that
it would be detrimental to its remaining shareholders to make payment of a
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25 |
redemption
order wholly in cash, the Fund may pay a portion of your redemption proceeds in
securities or other Fund assets. In this situation, you would generally receive
a proportionate distribution of each security held by the Fund to the extent
practicable. Although it is unlikely that your shares would be redeemed in-kind,
you would probably have to pay brokerage costs to sell the securities or other
assets distributed to you, as well as taxes on any capital gains from that sale.
Until they are sold, any securities or other assets distributed to you as part
of a redemption in-kind may be subject to market risk.
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Section
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Section
4
General Information
To
help you understand the tax implications of investing in the Fund, this section
includes important details about how the Fund makes distributions to
shareholders. We discuss some other Fund policies as well. Please consult the
statement of additional information and your tax advisor for more information
about taxes.
|
Dividends,
Distributions and Taxes |
The
Fund intends to pay income dividends and any taxable gains annually. The Fund
may declare and pay dividends, capital gains or other taxable distributions more
frequently, if necessary or appropriate in the Board's discretion.
Payment
and Reinvestment Options
The
Fund automatically reinvests your dividends in additional Fund shares unless you
request otherwise. You may request to have your dividends paid to you by check,
sent via electronic funds transfer through Automated Clearing House network or
reinvested in shares of another Nuveen Mutual Fund. For further information,
contact your financial advisor or call Nuveen Funds at (800) 257-8787. If you
request that your distributions be paid by check but those distributions cannot
be delivered because of an incorrect mailing address, or if a distribution check
remains uncashed for six months, the undelivered or uncashed distributions and
all future distributions will be reinvested in Fund shares at the current net
asset value.
Non-U.S.
Income Tax Considerations
Investment
income that the Fund receives from its non-U.S. investments may be subject to
non-U.S. income taxes, which generally will reduce Fund distributions. However,
the United States has entered into tax treaties with many non-U.S. countries
that may entitle you to certain tax benefits.
If
the Fund has more than 50% of the value of its assets in stock or other
securities of non-U.S. corporations at the close of a taxable year, the Fund
may, for such taxable year, elect to pass its non-U.S. tax credits through to
shareholders.
Taxes
and Tax Reporting
The
Fund will make distributions that may be taxed as ordinary income (which may be
taxable at different rates, depending on the sources of the distributions) or
capital gains (which may be taxable at different rates, depending on the length
of time the Fund holds its assets). Distributions from the Fund’s long-term
capital gains are generally taxable as capital gains, while distributions from
short-term capital gains and net investment income are generally taxable as
ordinary income. However, certain ordinary income distributions received from
the Fund that are determined to be qualified dividend income may be taxed at tax
rates equal to those applicable to long-term capital gains. The tax you pay on a
given capital gain distribution depends generally on how long the Fund has held
the portfolio securities it sold and not on how long you have owned your Fund
shares. Distributions generally do not qualify for a dividends received
deduction if you are a corporate shareholder.
Early
in each year, you will receive a statement detailing the amount and nature of
all distributions that you were paid during the prior year. If you hold your
investment at the firm where you purchased your Fund shares, you will receive
the statement from that
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4
General Information |
27 |
firm.
If you hold your shares directly with the Fund, the Distributor will send you
the statement. The tax status of your distributions is the same whether you
reinvest them or elect to receive them in cash. The sale of shares in your
account may produce a gain or loss, and is a taxable event. For tax purposes, an
exchange of shares between funds is generally treated the same as a sale.
Please
note that if you do not furnish the Fund with your correct Social Security
number or employer identification number, you fail to provide certain
certifications to the Fund, you fail to certify whether you are a U.S. citizen
or a U.S. resident alien, or the Internal Revenue Service notifies the Fund to
withhold, federal law requires the Fund to withhold federal income tax from your
distributions and redemption proceeds at the applicable withholding rate.
Buying
or Selling Shares Close to a Record Date
Buying
Fund shares shortly before the record date for a taxable dividend or capital
gain distribution is commonly known as “buying the dividend.” The entire
distribution may be taxable to you even though a portion of the distribution
effectively represents a return of your purchase price.
Non-U.S.
Investors
The
Fund is offered for sale in the United States and is not widely available
outside the United States. Non-U.S. investors should be aware that U.S.
withholding and estate taxes and certain U.S. tax reporting requirements may
apply to any investment in the Fund.
Cost
Basis Method
For
shares acquired on or after January 1, 2012, you may elect a cost basis method
to apply to all existing and future accounts you may establish. The cost basis
method you select will determine the order in which shares are redeemed and how
your cost basis information is calculated and subsequently reported to you and
to the Internal Revenue Service. Please consult your tax advisor to determine
which cost basis method best suits your specific situation. If you hold your
account directly with the Fund, please contact Nuveen Funds at (800) 257-8787
for instructions on how to make your election. If you hold your account with a
financial intermediary, please contact that financial intermediary for
instructions on how to make your election. If you hold your account directly
with the Fund and do not elect a cost basis method, your account will default to
the average cost basis method. The average cost basis method generally
calculates cost basis by determining the average price paid for Fund shares that
may have been purchased at different times for different prices. Financial
intermediaries choose their own default cost basis method.
|
Distribution
and Service Payments |
Distribution
and Service Plan
The
Distributor serves as the selling agent and distributor of the Fund’s shares. In
this capacity, the Distributor manages the offering of the Fund’s shares and is
responsible for all sales and promotional activities. In order to reimburse the
Distributor for its costs in connection with these activities, including
compensation paid to financial intermediaries, the Fund has adopted a
distribution and service plan under Rule 12b-1 under the 1940 Act (the
“Plan”).
See “How You Can Buy and Sell Shares—What Share Classes We Offer” for a
description of the distribution and service fees paid under the
Plan.
Under
the Plan, the Distributor receives a distribution fee for Class C shares
primarily for providing compensation to financial intermediaries, including the
Distributor, in
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General Information |
connection
with the distribution of shares. The Distributor receives a service fee for
Class A and Class C shares to compensate financial intermediaries, including the
Distributor, for providing ongoing account services to shareholders. These
services may include establishing and maintaining shareholder accounts,
answering shareholder inquiries and providing other personal services to
shareholders. Fees paid under the Plan also compensate the Distributor for other
expenses, including printing and distributing prospectuses to persons other than
shareholders, and preparing, printing, and distributing advertising materials,
sales literature and reports to shareholders used in connection with the sale of
shares. Because fees paid under the Plan are paid out of the Fund’s assets on an
ongoing basis, over time these fees will increase the cost of your investment
and may cost you more than paying other types of sales charges. Long-term
holders of Class C shares may pay more in distribution and service fees and
CDSCs than the economic equivalent of the maximum front-end sales charge
permitted under the Financial Industry Regulatory Authority Conduct Rules.
Other
Payments by the Fund
In
addition to the distribution and service fees the Fund pays under the Plan and
fees the Fund pays to its transfer agent, the Distributor or Nuveen Fund
Advisors, on behalf of the Fund, may enter into non-Plan agreements with
financial intermediaries pursuant to which the Fund will pay financial
intermediaries for administrative, networking, recordkeeping, sub-transfer
agency and shareholder services. These non-Plan payments are generally based on
either (1) a percentage of the average daily net assets of Fund shareholders
serviced by a financial intermediary or (2) a fixed dollar amount for each
account serviced by a financial intermediary. The aggregate amount of these
payments may be substantial and may vary significantly among
intermediaries.
Other
Payments by the Distributor and Nuveen Fund Advisors
In
addition to the sales commissions and payments from distribution and service
fees made to financial intermediaries as previously described, the Distributor
and Nuveen Fund Advisors may from time to time make additional payments, out of
their own resources, to certain financial intermediaries that sell shares of
Nuveen Mutual Funds in order to promote the sales and retention of Fund shares
by those firms and their customers. The amounts of these payments vary by
financial intermediary and, with respect to a given firm, are typically
calculated by reference to the amount of the firm’s recent gross sales of Nuveen
Mutual Fund shares and/or total assets of Nuveen Mutual Funds held by the firm’s
customers. The level of payments that the Distributor and/or Nuveen Fund
Advisors is willing to provide to a particular financial intermediary may be
affected by, among other factors, the firm’s total assets held in and recent net
investments into Nuveen Mutual Funds, the firm’s level of participation in
Nuveen Mutual Fund sales and marketing programs, the firm’s compensation program
for its registered representatives who sell Nuveen Mutual Fund shares and
provide services to Nuveen Mutual Fund shareholders, and the asset class of the
Nuveen Mutual Funds for which these payments are provided. The statement of
additional information contains additional information about these payments,
including the names of the firms to which payments are made. The Distributor may
also make payments to financial intermediaries in connection with sales
meetings, due diligence meetings, prospecting seminars and other meetings at
which the Distributor promotes its products and services.
In
connection with the availability of Nuveen Mutual Funds within selected mutual
fund no-transaction fee institutional platforms and fee-based wrap programs at
certain financial intermediaries, the Distributor and Nuveen Fund Advisors also
make payments out of their own assets to those firms as compensation for certain
recordkeeping, shareholder communications and other account administration
services provided to
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Section
4
General Information |
29 |
Nuveen
Mutual Fund shareholders who own their Fund shares through these platforms or
programs. These payments are in addition to the service fee and any applicable
sub-transfer agency or similar fees paid to these firms with respect to these
services by the Nuveen Mutual Funds out of Fund assets.
The
amounts of payments to a financial intermediary could be significant, and may
create an incentive for the intermediary or its representatives to recommend or
offer shares of the Fund to you. The intermediary may elevate the prominence or
profile of the Fund within the intermediary’s organization by, for example,
placing the Fund on a list of preferred or recommended funds and/or granting the
Distributor and/or its affiliates preferential or enhanced opportunities to
promote the Fund in various ways within the intermediary’s organization.
There
is some uncertainty concerning whether the types of payments described above may
be made to or received by a financial intermediary with respect to Class I
shares offered through the intermediary’s brokerage platform where the
intermediary imposes commissions on purchases and redemptions of such shares.
Such payments may be terminated in light of future regulatory
developments.
The
price you pay for your shares or the amount you receive upon redemption of your
shares is based on the Fund’s net asset value per share, which is determined as
of the close of trading (normally 4:00 p.m. New York time) on each day the NYSE
is open for business. The Fund’s latest net asset value per share is available
on the Fund’s website at www.nuveen.com. Net asset value is calculated for each
class of the Fund by taking the value of the class’s total assets, including
interest or dividends accrued but not yet collected, less all liabilities, and
dividing by the total number of shares outstanding. The result, rounded to the
nearest cent, is the net asset value per share.
In
determining net asset value, portfolio instruments traded on an exchange
generally are valued at the last reported sales price or official closing price
on the exchange, if available. If such market quotations are not readily
available or are not considered reliable, a portfolio instrument will be valued
at its fair value as determined in good faith using procedures approved by
Nuveen Fund Advisors, subject to the oversight of the Board of Trustees. For
example, the fair value of a portfolio instrument may be determined using prices
provided by independent pricing services or obtained from other sources, such as
broker-dealer quotations. Independent pricing services typically value
non-exchange-traded instruments utilizing a range of market-based inputs and
assumptions. For example, when available, pricing services may utilize inputs
such as benchmark yields, reported trades, broker-dealer quotes, spreads, and
transactions for comparable instruments. In pricing certain instruments, the
pricing services may consider information about an instrument’s issuer or market
activity provided by the Fund’s investment adviser or sub-adviser. Pricing
service valuations of non-exchange-traded instruments represent the service’s
good faith opinion as to what the holder of an instrument would receive in an
orderly transaction for an institutional round lot position under current market
conditions. It is possible that these valuations could be materially different
from the value that the Fund realizes upon the sale of an instrument. Non-U.S.
securities and currency are valued in U.S. dollars based on non-U.S. currency
exchange rate quotations supplied by an independent quotation service.
For
non-U.S. traded securities whose principal local markets close before the close
of the NYSE, the Fund may adjust the local closing price based upon such factors
as developments in non-U.S. markets, the performance of U.S. securities markets
and the
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30 |
Section
4
General Information |
performance
of instruments trading in U.S. markets that represent non-U.S. securities. The
Fund may rely on an independent fair valuation service in making any such fair
value determinations. If the Fund holds portfolio instruments that are primarily
listed on non-U.S. exchanges, the value of such instruments may change on days
when shareholders will not be able to purchase or redeem the Fund’s
shares.
The
price of a portfolio instrument may be determined unreliable in various
circumstances. For example, a price may be deemed unreliable if it has not
changed for an identified period of time, or has changed from the previous day’s
price by more than a threshold amount, and recent transactions and/or broker
dealer price quotations differ materially from the price in question.
The
Board of Trustees has designated Nuveen Fund Advisors as the Fund’s valuation
designee pursuant to Rule 2a-5 under the 1940 Act and delegated to Nuveen Fund
Advisors the day-to-day responsibility of making fair value determinations. All
fair value determinations are made in accordance with procedures adopted by
Nuveen Fund Advisors, subject to the oversight of the Board of Trustees. As a
general principle, the fair value of a portfolio instrument is the amount that
an owner might reasonably expect to receive upon the instrument’s current sale.
A range of factors and analysis may be considered when determining fair value,
including relevant market data, interest rates, credit considerations and/or
issuer specific news. However, fair valuation involves subjective judgments and
it is possible that the fair value determined for a portfolio instrument may be
materially different from the value that could be realized upon the sale of that
instrument.
The
Fund is intended for long-term investment and should not be used for excessive
trading. Excessive trading in the Fund’s shares can disrupt portfolio
management, lead to higher operating costs, and cause other operating
inefficiencies for the Fund. However, the Fund is also mindful that shareholders
may have valid reasons for periodically purchasing and redeeming Fund
shares.
Accordingly,
the Fund has adopted a Frequent Trading Policy that seeks to balance the Fund’s
need to prevent excessive trading in Fund shares while offering investors the
flexibility in managing their financial affairs to make periodic purchases and
redemptions of Fund shares.
The
Fund’s Frequent Trading Policy generally limits an investor to two “round trip”
trades in a 60-day period. A “round trip” is the purchase and subsequent
redemption of Fund shares, including by exchange. Each side of a round trip may
be comprised of either a single transaction or a series of closely-spaced
transactions.
The
Fund primarily receives share purchase and redemption orders through third-party
financial intermediaries, some of whom rely on the use of omnibus accounts. An
omnibus account typically includes multiple investors and provides the Fund only
with a net purchase or redemption amount on any given day where multiple
purchases, redemptions and exchanges of shares occur in the account. The
identity of individual purchasers, redeemers and exchangers whose orders are
aggregated in omnibus accounts, and the size of their orders, will generally not
be known by the Fund. Despite the Fund’s efforts to detect and prevent frequent
trading, the Fund may be unable to identify frequent trading because the netting
effect in omnibus accounts often makes it more difficult to identify frequent
traders. The Distributor has entered into agreements with financial
intermediaries that maintain omnibus accounts with the Fund’s transfer
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Section
4
General Information |
31 |
agent.
Under the terms of these agreements, the financial intermediaries undertake to
cooperate with the Distributor in monitoring purchase, exchange and redemption
orders by their customers in order to detect and prevent frequent trading in the
Fund through such accounts. Pursuant to these agreements, financial
intermediaries may disclose to the Fund an investor’s taxpayer identification
number and a record of the investor’s transactions at the request of the Fund.
Technical limitations in operational systems at such intermediaries or at the
Distributor may also limit the Fund’s ability to detect and prevent frequent
trading. In addition, the Fund may permit certain financial intermediaries,
including broker-dealer and retirement plan administrators, among others, to
enforce their own internal policies and procedures concerning frequent trading.
Such policies may differ from the Fund’s Frequent Trading Policy and may be
approved for use in instances where the Fund reasonably believes that the
intermediary’s policies and procedures effectively discourage inappropriate
trading activity. Shareholders holding their accounts with such intermediaries
may wish to contact the intermediary for information regarding its frequent
trading policy. Although the Fund does not knowingly permit frequent trading, it
cannot guarantee that it will be able to identify and restrict all frequent
trading activity.
The
Fund reserves the right in its sole discretion to waive unintentional or minor
violations (including transactions below certain dollar thresholds) if it
determines that doing so would not harm the interests of Fund shareholders. In
addition, certain categories of redemptions may be excluded from the application
of the Frequent Trading Policy, as described in more detail in the statement of
additional information. These include, among others, redemptions pursuant to
systematic withdrawal plans, redemptions in connection with the total disability
or death of the investor, involuntary redemptions by operation of law,
redemptions in payment of account or plan fees, and certain redemptions by
retirement plans, including redemptions in connection with qualifying loans or
hardship withdrawals, termination of plan participation, return of excess
contributions, and required minimum distributions. The Fund may also modify or
suspend the Frequent Trading Policy without notice during periods of market
stress or other unusual circumstances.
The
Fund reserves the right to impose restrictions on purchases or exchanges that
are more restrictive than those stated above if it determines, in its sole
discretion, that a transaction or a series of transactions involves market
timing or excessive trading that may be detrimental to Fund shareholders. The
Fund also reserves the right to reject any purchase order, including exchange
purchases, for any reason. For example, the Fund may refuse purchase orders if
the Fund would be unable to invest the proceeds from the purchase order in
accordance with the Fund’s investment policies and/or objective, or if the Fund
would be adversely affected by the size of the transaction, the frequency of
trading in the account or various other factors. For more information about the
Fund’s Frequent Trading Policy and its enforcement, see “Purchase and Redemption
of Fund Shares—Frequent Trading Policy” in the statement of additional
information.
The
custodian of the assets of the Fund is State Street Bank and Trust Company,
One Congress Street, Suite 1, Boston, Massachusetts 02114-2016. The
custodian also provides certain accounting services to the Fund. The Fund's
transfer, shareholder services and dividend paying agent, SS&C Global
Investor & Distribution Solutions, Inc., P.O. Box 219140, Kansas
City, Missouri 64121-9140, performs bookkeeping, data processing and
administrative services for the maintenance of shareholder accounts.
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|
32 |
Section
4
General Information |
Section
5
Financial Highlights
The
financial highlights table is intended to help you understand the Fund’s
financial performance for the past five fiscal years. Certain information
reflects financial results for a single Fund share. The total returns in the
table represent the rate that an investor would have earned (or lost) on an
investment in the Fund (assuming reinvestment of all dividends and
distributions). The information has been derived from the Fund’s financial
statements, which have been audited by KPMG LLP, whose report for the most
recent fiscal year, along with the Fund's financial statements, are included in
the annual report, which is available upon request.
Nuveen
Equity
Long/Short Fund
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
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|
|
|
|
|
|
|
Investment
Operations |
|
Less
Distributions |
|
|
Ratios/Supplemental
Data |
|
Year Ended August 31: |
Net
Asset Value, Beginning of Period |
Net Investment Income (NII) (Loss)(b) |
Net Realized/ Unrealized Gain (Loss) |
Total |
|
From NII |
From Net Realized Gains |
Total |
Net Asset Value, End of Period |
Total Return(c) |
Net Assets, End of Period (000) |
Ratios of Expenses to Average Net Assets(a) (d) |
Ratios of Net Investment Income (Loss) to
Average Net Assets(a) (d) (e) |
Portfolio Turnover Rate |
Class
A |
2023 |
$ |
46.40 |
|
$ |
(0.18 |
) |
$ |
6.65 |
|
$ |
6.47 |
|
|
$ |
— |
|
$ |
(3.03 |
) |
$ |
(3.03 |
) |
$ |
49.84 |
|
15.04 |
% |
$ |
25,720 |
2.21 |
% |
(0.39 |
)% |
77 |
% |
2022 |
|
52.35 |
|
|
(0.45 |
) |
|
(4.15 |
) |
|
(4.60 |
) |
|
|
— |
|
|
(1.35 |
) |
|
(1.35 |
) |
|
46.40 |
|
(9.12 |
) |
|
24,434 |
2.22 |
|
(0.89 |
) |
94 |
|
2021 |
|
41.40 |
|
|
(0.41 |
) |
|
11.36 |
|
|
10.95 |
|
|
|
— |
|
|
— |
|
|
— |
|
|
52.35 |
|
26.45 |
|
|
28,482 |
2.53 |
|
(0.91 |
) |
200 |
|
2020 |
|
40.61 |
|
|
(0.33 |
) |
|
1.12 |
|
|
0.79 |
|
|
|
— |
|
|
— |
|
|
— |
|
|
41.40 |
|
1.95 |
|
|
33,016 |
2.98 |
|
(0.84 |
) |
168 |
|
2019 |
|
44.58 |
|
|
(0.06 |
) |
|
(3.36 |
) |
|
(3.42 |
) |
|
|
— |
|
|
(0.55 |
) |
|
(0.55 |
) |
|
40.61 |
|
(7.65 |
) |
|
52,856 |
2.64 |
|
(0.16 |
) |
188 |
|
Class
C |
2023 |
|
41.36 |
|
|
(0.47 |
) |
|
5.84 |
|
|
5.37 |
|
|
|
— |
|
|
(3.03 |
) |
|
(3.03 |
) |
|
43.70 |
|
14.17 |
|
|
7,800 |
2.96 |
|
(1.18 |
) |
77 |
|
2022 |
|
47.15 |
|
|
(0.74 |
) |
|
(3.70 |
) |
|
(4.44 |
) |
|
|
— |
|
|
(1.35 |
) |
|
(1.35 |
) |
|
41.36 |
|
(9.80 |
) |
|
8,797 |
2.96 |
|
(1.64 |
) |
94 |
|
2021 |
|
37.57 |
|
|
(0.68 |
) |
|
10.26 |
|
|
9.58 |
|
|
|
— |
|
|
— |
|
|
— |
|
|
47.15 |
|
25.50 |
|
|
12,112 |
3.29 |
|
(1.68 |
) |
200 |
|
2020 |
|
37.13 |
|
|
(0.57 |
) |
|
1.01 |
|
|
0.44 |
|
|
|
— |
|
|
— |
|
|
— |
|
|
37.57 |
|
1.19 |
|
|
12,761 |
3.72 |
|
(1.58 |
) |
168 |
|
2019 |
|
41.11 |
|
|
(0.34 |
) |
|
(3.09 |
) |
|
(3.43 |
) |
|
|
— |
|
|
(0.55 |
) |
|
(0.55 |
) |
|
37.13 |
|
(8.33 |
) |
|
19,961 |
3.39 |
|
(0.91 |
) |
188 |
|
Class
I |
2023 |
|
48.13 |
|
|
(0.07 |
) |
|
6.93 |
|
|
6.86 |
|
|
|
— |
|
|
(3.03 |
) |
|
(3.03 |
) |
|
51.96 |
|
15.33 |
|
|
76,899 |
1.96 |
|
(0.15 |
) |
77 |
|
2022 |
|
54.12 |
|
|
(0.33 |
) |
|
(4.31 |
) |
|
(4.64 |
) |
|
|
— |
|
|
(1.35 |
) |
|
(1.35 |
) |
|
48.13 |
|
(8.89 |
) |
|
77,576 |
1.96 |
|
(0.64 |
) |
94 |
|
2021 |
|
42.70 |
|
|
(0.31 |
) |
|
11.73 |
|
|
11.42 |
|
|
|
— |
|
|
— |
|
|
— |
|
|
54.12 |
|
26.74 |
|
|
106,132 |
2.30 |
|
(0.67 |
) |
200 |
|
2020 |
|
41.77 |
|
|
(0.24 |
) |
|
1.17 |
|
|
0.93 |
|
|
|
— |
|
|
— |
|
|
— |
|
|
42.70 |
|
2.23 |
|
|
130,871 |
2.73 |
|
(0.59 |
) |
168 |
|
2019 |
|
45.73 |
|
|
0.05 |
|
|
(3.46 |
) |
|
(3.41 |
) |
|
|
— |
|
|
(0.55 |
) |
|
(0.55 |
) |
|
41.77 |
|
(7.44 |
) |
|
257,351 |
2.39 |
|
0.12 |
|
188 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
(a) |
Each
ratio includes the effect of the dividends expense on common stocks sold
short and prime broker expenses as shown in the following table. In the
event the Fund earn credits as an element of its prime broker fee
agreement, and such earned credits exceed prime brokerage fees, the Fund’s
prime broker expense for the reporting period will be zero. |
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|
|
|
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|
|
Ratios
of Dividends Expense |
|
|
|
|
|
on
Common Stocks Sold Short |
|
Ratios
of Prime Broker Expenses |
|
|
|
|
to
Average Net Assets |
|
to
Average Net Assets |
|
|
|
Year
Ended August 31: |
Class
A |
Class
C |
Class
I |
|
Class
A |
Class
C |
Class
I |
|
|
|
2023 |
0.60 |
% |
|
0.60 |
% |
0.60 |
% |
|
— |
% |
— |
% |
— |
% |
|
|
|
|
|
|
2022 |
0.37 |
|
|
0.36 |
|
0.36 |
|
|
0.25 |
|
0.25 |
|
0.25 |
|
|
|
|
|
|
|
2021 |
0.58 |
|
|
0.59 |
|
0.60 |
|
|
0.34 |
|
0.35 |
|
0.35 |
|
|
|
|
|
|
|
2020 |
0.84 |
|
|
0.84 |
|
0.84 |
|
|
0.54 |
|
0.53 |
|
0.54 |
|
|
|
|
|
|
|
2019 |
1.03 |
|
|
1.03 |
|
1.03 |
|
|
— |
|
— |
|
— |
|
|
|
|
|
|
(b) |
Based
on average shares outstanding. |
(c) |
Percentage
is not annualized. During the fiscal year end, Nuveen Fund Advisors, LLC,
made a payment to the Fund to reimburse for certain interest expenses
associated with the Fund's short positions that were unnecessarily
incurred due to an operational issue. This payment had the effect of
increasing the Fund's NAVs by the following amounts: 1) Class A Shares -
$1.50, 2) Class C Shares - $1.32 and 3) Class I Shares - $1.56. Had
the Fund not received this payment, total returns for the year ended
August 31, 2023, would have been as follows: 1) Class A Shares - 11.30%,
2) Class C Shares - 10.36% and 3) Class I Shares - 11.78%. |
(d) |
After
fee waiver and/or expense reimbursement from Nuveen Fund Advisors, where
applicable. |
|
|
|
|
(e) |
Includes
voluntary compensation from Nuveen Fund Advisors. |
|
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Section
5
Financial Highlights |
33 |
[THIS
PAGE INTENTIONALLY LEFT BLANK]
Appendix
to the Prospectus
VARIATIONS
IN SALES CHARGE REDUCTIONS AND WAIVERS
AVAILABLE
THROUGH CERTAIN INTERMEDIARIES
A-1
The
availability of certain sales charge variations, waivers and discounts will
depend on whether you purchase your shares directly from the Fund or through a
financial intermediary. Financial intermediaries may impose different sales
charges and have unique policies and procedures regarding the availability of
sales charge waivers and/or discounts (including based on account type), which
differ from those described in the prospectus and are disclosed below. All sales
charges and sales charge variations, waivers and discounts available to
investors, other than those set forth below, are described in the prospectus. To
the extent a financial intermediary notifies Nuveen Fund Advisors, LLC
(“Nuveen
Fund Advisors”
or the “Adviser”)
or Nuveen Securities, LLC (the “Distributor”)
of its intention to impose sales charges or have sales charge waivers and/or
discounts that differ from those described in the prospectus, such information
provided by that intermediary will be disclosed in this
Appendix.
In
all instances, it is your responsibility to notify your financial intermediary
at the time of purchase of any relationship or other facts qualifying you for
sales charge waivers or discounts. Please contact your financial intermediary
with questions regarding your eligibility for applicable sales charge
variations, waivers and discounts or for additional information regarding your
intermediary’s policies for implementing particular sales charge variations,
waivers and discounts. For waivers and discounts not available through a
particular financial intermediary, shareholders will have to purchase shares
directly from the Fund or through another intermediary to receive these waivers
or discounts.
The
information provided below for a particular financial intermediary is reproduced
based on information provided by that intermediary. A financial intermediary’s
administration and implementation of its particular policies with respect to any
variations, waivers and/or discounts is neither supervised nor verified by the
Fund, the Adviser or the Distributor.
As
used below, the phrase “Nuveen-sponsored mutual fund(s)” means any mutual fund
for which Nuveen Fund Advisors serves as the investment adviser.
CLASS
A SHARE FRONT-END SALES CHARGE WAIVERS AVAILABLE AT AMERIPRISE FINANCIAL
The
following information applies to Class A share purchases if you have an account
with or otherwise purchase Fund shares through Ameriprise Financial:
Shareholders
purchasing Fund shares through an Ameriprise Financial platform or account will
be eligible only for the following front-end sales charge waivers with respect
to Class A shares, which may differ from those disclosed elsewhere in this
Fund’s prospectus or SAI.
· Employer-sponsored
retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b)
plans, profit sharing and money purchase pension plans and defined benefit
plans). For purposes of this provision, employer-sponsored retirement plans do
not include SEP IRAs, Simple IRAs or SAR-SEPs.
· Shares
purchased through reinvestment of capital gain distributions and dividend
reinvestment when purchasing shares of the same Fund (but not any other
Nuveen-sponsored mutual fund).
· Shares
exchanged from Class C shares of the same fund in the month of or following the
seven-year anniversary of the purchase date. To the extent that this prospectus
otherwise provides for a waiver with respect to such shares following a shorter
holding period, that waiver will apply to exchanges following such shorter
period. To the extent that this prospectus otherwise provides for a waiver with
respect to exchanges of Class C shares for load waived shares, that waiver will
also apply to such exchanges.
· Employees
and registered representatives of Ameriprise Financial or its affiliates and
their immediate family members.
· Shares
purchased by or through qualified accounts (including IRAs, Coverdell Education
Savings Accounts, 401(k)s, 403(b) tax sheltered custodial accounts subject to
ERISA, and defined benefit
A-2
plans)
that are held by a covered family member, defined as an Ameriprise financial
advisor and/or the advisor’s spouse, advisor’s lineal ascendant (mother, father,
grandmother, grandfather, great grandmother, great grandfather), advisor’s
lineal descendant (son, daughter, step son, step daughter, grandson,
granddaughter, great grandson, great granddaughter) or any spouse of a covered
family member who is a lineal descendant.
· Shares
purchased from the proceeds of redemptions of a Nuveen-sponsored mutual fund,
provided (1) the repurchase occurs within 90 days following the redemption, (2)
the redemption and purchase occur in the same account, and (3) redeemed shares
were subject to a front-end or deferred sales load (i.e., Rights of
Reinstatement).
SALES
WAIVERS AND REDUCTIONS IN SALES CHARGES AVAILABLE AT ROBERT
W. BAIRD & CO. (“BAIRD”)
Shareholders
purchasing fund shares through a Baird platform or account will only be eligible
for the following sales charge waivers (front-end sales charge waivers and CDSC
waivers) and discounts, which may differ from those disclosed elsewhere in this
prospectus or the SAI.
Front-End
Sales Charge Waivers on Class A Shares Available at Baird
· Shares
purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing share of the same fund
· Share
purchase by employees and registers representatives of Baird or its affiliate
and their family members as designated by Baird
· Shares
purchase from the proceeds of redemptions from another Nuveen-sponsored mutual
fund, provided (1) the repurchase occurs within 90 days following the
redemption, (2) the redemption and purchase occur in the same accounts, and (3)
redeemed shares were subject to a front-end or deferred sales charge (known as
rights of reinstatement)
· A
shareholder in Class C Shares will have their share converted at net asset value
to Class A shares of the fund if the shares are no longer subject to CDSC and
the conversion is in line with the policies and procedures of Baird
· Employer-sponsored
retirement plans or charitable accounts in a transactional brokerage account at
Baird, including 401(k) plans, 457 plans, employer-sponsored 403(b) plans,
profit sharing and money purchase pension plans and defined benefit plans. For
purposes of this provision, employer-sponsored retirement plans do not include
SEP IRAs, Simple IRAs or SAR-SEPs
CDSC
Waivers on Class A and C Shares Available at Baird
· Shares
sold due to death or disability of the shareholder
· Shares
sold as part of a systematic withdrawal plan as described in this
prospectus
· Shares
bought due to returns of excess contributions from an IRA account
· Shares
sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable IRS
regulations.
· Shares
sold to pay Baird fees but only if the transaction is initiated by
Baird
· Shares
acquired through a right of reinstatement
Front-End
Sales Charge Discounts Available at Baird: Breakpoints and/or Rights of
Accumulation
· Breakpoints
as described in this prospectus
· Rights
of accumulation, which entitles shareholders to breakpoint discounts, will be
automatically calculated based on the aggregated holding of all Nuveen-sponsored
mutual fund assets held by accounts within the purchaser’s household at Baird.
Eligible Nuveen-sponsored mutual fund
A-3
assets
not held at Baird may be included in the rights of accumulation calculation only
if the shareholder notifies his or her financial advisor about such assets
· Letters
of intent, which allow for breakpoint discounts based on anticipated purchases
of Nuveen-sponsored mutual funds through Baird over a 13-month period of
time
EDWARD
D. JONES & CO., L.P. (“EDWARD
JONES”)
Policies
Regarding Transactions Through Edward Jones
The
following information has been provided by Edward Jones:
Effective
on or after January 1st,
2024, the following information supersedes prior information with respect to
transactions and positions held in fund shares through an Edward Jones system.
Clients of Edward Jones (also referred to as "shareholders") purchasing fund
shares on the Edward Jones commission and fee-based platforms are eligible only
for the following sales charge discounts (also referred to as "breakpoints") and
waivers, which can differ from discounts and waivers described elsewhere in the
mutual fund prospectus or statement of additional information (“SAI”)
or through another broker-dealer. In all instances, it is the shareholder's
responsibility to inform Edward Jones at the time of purchase of any
relationship, holdings of Nuveen-sponsored mutual funds, or other facts
qualifying the purchaser for discounts or waivers. Edward Jones can ask for
documentation of such circumstance. Shareholders should contact Edward Jones if
they have questions regarding their eligibility for these discounts and
waivers.
Breakpoints
· Breakpoint
pricing, otherwise known as volume pricing, at dollar thresholds as described in
the prospectus.
Rights
of Accumulation (“ROA”)
· The
applicable sales charge on a purchase of Class A shares is determined by taking
into account all share classes (except certain money market funds and any assets
held in group retirement plans) of Nuveen-sponsored mutual fund assets held by
the shareholder or in an account grouped by Edward Jones with other accounts for
the purpose of providing certain pricing considerations ("pricing groups"). If
grouping assets as a shareholder, this includes all share classes held on the
Edward Jones platform and/or held on another platform. The inclusion of eligible
Nuveen-sponsored mutual fund assets in the ROA calculation is dependent on the
shareholder notifying Edward Jones of such assets at the time of calculation.
Money market funds are included only if such shares were sold with a sales
charge at the time of purchase or acquired in exchange for shares purchased with
a sales charge.
· The
employer maintaining a SEP IRA plan and/or SIMPLE IRA plan may elect to
establish or change ROA for the IRA accounts associated with the plan to a
plan-level grouping as opposed to including all share classes at a shareholder
or pricing group level.
· ROA
is determined by calculating the higher of cost minus redemptions or market
value (current shares x NAV).
Letter
of Intent (“LOI”)
· Through
an LOI, shareholders can receive the sales charge and breakpoint discounts for
purchases shareholders intend to make over a 13-month period from the date
Edward Jones receives the LOI. The LOI is determined by calculating the higher
of cost or market value of qualifying holdings at LOI initiation in combination
with the value that the shareholder intends to buy over a 13-month period to
calculate the front-end sales charge and any breakpoint discounts. Each purchase
the shareholder makes during that 13-month period will receive the sales charge
and breakpoint discount that applies to the total amount. The inclusion of
A-4
eligible
Nuveen-sponsored mutual fund assets in the LOI calculation is dependent on the
shareholder notifying Edward Jones of such assets at the time of calculation.
Purchases made before the LOI is received by Edward Jones are not adjusted under
the LOI and will not reduce the sales charge previously paid. Sales charges will
be adjusted if the LOI is not met.
· If
the employer maintaining a SEP IRA plan and/or SIMPLE IRA plan has elected to
establish or change ROA for the IRA accounts associated with the plan to a
plan-level grouping, LOIs will also be at the plan-level and may only be
established by the employer.
Sales
Charge Waivers
Sales
charges are waived for the following shareholders and in the following
situations:
· Associates
of Edward Jones and its affiliates and other accounts in the same pricing group
(as determined by Edward Jones under its policies and procedures) as the
associate. This waiver will continue for the remainder of the associate's life
if the associate retires from Edward Jones in good-standing and remains in good
standing pursuant to Edward Jones’ policies and procedures.
· Shares
purchased in an Edward Jones fee-based program.
· Shares
purchased through reinvestment of capital gains distributions and dividend
reinvestment.
· Shares
purchased from the proceeds of redeemed shares of a Nuveen-sponsored mutual fund
so long as the following conditions are met: the proceeds are from the sale of
shares within 60 days of the purchase, the sale and purchase are made from a
share class that charges a front load, and one of the following:
o The
redemption and repurchase occur in the same account.
o The
redemption proceeds are used to process an: IRA contribution, excess
contributions, conversion, recharacterizing of contributions, or distribution,
and the repurchase is done in an account within the same Edward Jones grouping
for ROA.
· Shares
exchanged into Class A shares from another share class so long as the exchange
is into the same fund and was initiated at the discretion of Edward Jones.
Edward Jones is responsible for any remaining CDSC due to the fund company, if
applicable. Any future purchases are subject to the applicable sales charge as
disclosed in the prospectus.
· Exchanges
from Class C shares to Class A shares of the same fund, generally, in the
84th
month following the anniversary of the purchase date or earlier at the
discretion of Edward Jones.
Contingent
Deferred Sales Charge (“CDSC”)
Waivers
If
the shareholder purchases shares that are subject to a CDSC and those shares are
redeemed before the CDSC is expired, the shareholder is responsible to pay the
CDSC except in the following conditions:
· The
death or disability of the shareholder.
· Systematic
withdrawals with up to 10% per year of the account value.
· Return
of excess contributions from an Individual Retirement Account
(IRA).
· Shares
redeemed as part of a required minimum distribution for IRA and retirement
accounts if the redemption is taken in or after the year the shareholder reaches
qualified
age based on applicable IRS regulations.
· Shares
redeemed to pay Edward Jones fees or costs in such cases where the transaction
is initiated by Edward Jones.
· Shares
exchanged in an Edward Jones fee-based program.
· Shares
acquired through NAV reinstatement.
· Shares
redeemed at the discretion of Edward Jones for Minimum Balances, as described
below.
A-5
Other
Important Information Regarding Transactions Through Edward Jones
Minimum
Purchase Amounts
· Initial
purchase minimum: $250
· Subsequent
purchase minimum: none
Minimum
Balances
· Edward
Jones has the right to redeem at its discretion fund holdings with a balance of
$250 or less. The following are examples of accounts that are not included in
this policy:
o A
fee-based account held on an Edward Jones platform
o A
529 account held on an Edward Jones platform
o An
account with an active systematic investment plan or LOI
Exchanging
Share Classes
· At
any time it deems necessary, Edward Jones has the authority to exchange at NAV a
shareholder's holdings of a Nuveen-sponsored mutual fund to Class A shares of
the same fund.
CLASS
A AND CLASS C SHARE SALES CHARGE REDUCTIONS AND WAIVERS AVAILABLE THROUGH JANNEY
MONTGOMERY SCOTT LLC
Shareholders
purchasing fund shares through a Janney Montgomery Scott LLC (“Janney”)
brokerage account will be eligible only for the following load waivers
(front-end sales charge waivers and contingent deferred sales charge
(“CDSC”)
waivers) and discounts, which may differ from those disclosed elsewhere in this
fund’s Prospectus or SAI.
Front-end
sales charge waivers on Class A shares available at Janney
· Shares
purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same fund (but not any other
Nuveen-sponsored mutual fund).
· Shares
purchased by employees and registered representatives of Janney or its
affiliates and their family members as designated by Janney.
· Shares
purchased from the proceeds of redemptions of a Nuveen-sponsored mutual fund,
provided (1) the repurchase occurs within ninety (90) days following the
redemption, (2) the redemption and purchase occur in the same account, and (3)
redeemed shares were subject to a front-end or deferred sales load (i.e., right
of reinstatement).
· Employer-sponsored
retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b)
plans, profit sharing and money purchase pension plans and defined benefit
plans). For purposes of this provision, employer-sponsored retirement plans do
not include SEP IRAs, Simple IRAs, SAR-SEPs or Keogh plans.
· Class
C shares that are no longer subject to a contingent deferred sales charge and
are converted to Class A shares of the same fund pursuant to Janney’s policies
and procedures.
CDSC
waivers on Class A and C shares available at Janney
· Shares
sold upon the death or disability of the shareholder.
· Shares
sold as part of a systematic withdrawal plan as described in the fund’s
Prospectus.
· Shares
purchased in connection with a return of excess contributions from an IRA
account.
A-6
· Shares
sold as part of a required minimum distribution for IRA and retirement accounts
if the redemption is taken in or after the year the shareholder reaches the
qualified age based on applicable IRS regulations.
· Shares
sold to pay Janney fees but only if the transaction is initiated by
Janney.
· Shares
acquired through a right of reinstatement.
Front-end
sales charge discounts available at Janney: breakpoints, rights of accumulation,
and/or letters of intent
· Breakpoints
as described in the fund’s Prospectus.
· Rights
of accumulation (“ROA”),
which entitle shareholders to breakpoint discounts, will be automatically
calculated based on the aggregated holding of all Nuveen-sponsored mutual fund
assets held by accounts within the purchaser’s household at Janney. Eligible
Nuveen-sponsored mutual fund assets not held at Janney may be included in the
ROA calculation only if the shareholder notifies his or her financial advisor
about such assets.
· Letters
of intent which allow for breakpoint discounts based on anticipated purchases of
Nuveen-sponsored mutual funds, over a 13-month time period. Eligible
Nuveen-sponsored mutual fund assets not held at Janney Montgomery Scott may be
included in the calculation of letters of intent only if the shareholder
notifies his or her financial advisor about such assets.
J.P.
MORGAN SECURITIES LLC
Effective
September 29, 2023, if you purchase or hold fund shares through an applicable
J.P. Morgan Securities LLC brokerage account, you will be eligible for the
following sales charge waivers (front-end sales charge waivers and contingent
deferred sales charge (“CDSC”),
or back-end sales charge, waivers), share class conversion policy and discounts,
which may differ from those disclosed elsewhere in this fund’s prospectus or
Statement of Additional Information (“SAI”).
Front-end
sales charge waivers on Class A shares available at J.P. Morgan Securities
LLC
· Shares
exchanged from Class C (i.e., level-load) shares that are no longer subject to a
CDSC and are exchanged into Class A shares of the same fund pursuant to J.P.
Morgan Securities LLC’s share
class exchange policy.
· Qualified
employer-sponsored defined contribution and defined benefit retirement plans,
nonqualified deferred compensation plans, other employee benefit plans and
trusts used to fund those plans. For purposes of this provision, such
plans do not include SEP IRAs, SIMPLE IRAs, SAR-SEPs
or
501(c)(3) accounts.
· Shares
of funds purchased through J.P. Morgan Securities LLC Self-Directed Investing
accounts.
· Shares
purchased through rights of reinstatement.
· Shares
purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same fund (but not any other
Nuveen-sponsored mutual fund).
· Shares
purchased by employees and registered representatives of J.P. Morgan Securities
LLC or its affiliates and their spouse or financial dependent as defined by J.P.
Morgan Securities LLC.
Class
C to Class A share conversion
· A
shareholder in the fund’s Class C shares will have their shares converted to
Class A shares (or the appropriate share class) of the same fund if the shares
are no longer subject to a CDSC and the conversion is consistent with J.P.
Morgan Securities LLC’s policies and procedures.
CDSC
waivers on Class A and C Shares available at J.P. Morgan Securities LLC
· Shares
sold upon the death or disability of the shareholder.
A-7
· Shares
sold as part of a systematic withdrawal plan as described in the fund’s
prospectus.
· Shares
purchased in connection with a return of excess contributions from an IRA
account.
· Shares
sold as part of a required minimum distribution for IRA and retirement accounts
pursuant to the Internal Revenue Code.
· Shares
acquired through a right of reinstatement.
Front-end
load discounts available at J.P. Morgan Securities LLC: breakpoints, rights of
accumulation & letters of intent
· Breakpoints
as described in the prospectus.
· Rights
of Accumulation (“ROA”)
which entitle shareholders to breakpoint discounts as described in the fund’s
prospectus will be automatically calculated based on the aggregated holding of
all Nuveen-sponsored mutual fund assets held by accounts within the purchaser’s
household at J.P. Morgan Securities LLC. Eligible Nuveen-sponsored mutual fund
assets not held at J.P. Morgan Securities LLC (including 529 program holdings,
where applicable) may be included in the ROA calculation only if the shareholder
notifies his or her financial advisor about such assets.
· Letters
of Intent (“LOI”)
which allow for breakpoint discounts based on anticipated purchases of any
Nuveen-sponsored mutual fund, through J.P. Morgan Securities LLC, over a
13-month period of time (if applicable).
CLASS
A AND CLASS C SHARE SALES CHARGE REDUCTIONS AND WAIVERS AVAILABLE THROUGH
MERRILL LYNCH
Shareholders
purchasing Fund shares through a Merrill Lynch platform or account will be
eligible only for the following load waivers (front-end sales charge waivers and
contingent deferred sales charge waivers) and discounts, which may differ from
those disclosed in the Fund’s prospectus or SAI. Shareholders should contact
Merrill Lynch to determine their eligibility for these waivers and
discounts.
Front-End
Sales Load Waivers on Class A Shares Available at Merrill Lynch
· Employer-sponsored
retirement, deferred compensation and employee benefit plans (including health
savings accounts) and trusts used to fund those plans, provided that the shares
are not held in a commission-based brokerage account and shares are held for the
benefit of the plan
· Shares
purchased by a 529 Plan (does not include 529 Plan units or 529-specific share
classes or equivalents)
· Shares
purchased through a Merrill Lynch affiliated investment advisory
program
· Shares
exchanged due to the holdings moving from a Merrill Lynch affiliated investment
advisory program to a Merrill Lynch brokerage (non-advisory) account pursuant to
Merrill Lynch’s policies relating to sales load discounts and
waivers
· Shares
purchased by third party investment advisors on behalf of their advisory clients
through Merrill Lynch’s platform
· Shares
of funds purchased through the Merrill Edge Self-Directed platform
· Shares
purchased through reinvestment of capital gain distributions and dividend
reinvestment when purchasing shares of the same fund (but not any other
Nuveen-sponsored mutual fund)
· Shares
exchanged from Class C shares of the same fund pursuant to Merrill Lynch’s
policies relating to sales load discounts and waivers
· Employees
and registered representatives of Merrill Lynch or its affiliates and their
family members
A-8
· Directors
or Trustees of the Fund, and employees of the Fund’s investment adviser or any
of its affiliates, as described in the prospectus
· Eligible
shares purchased from the proceeds of redemptions of a Nuveen-sponsored mutual
fund, provided (1) the repurchase occurs within 90 days following the
redemption, (2) the redemption and purchase occur in the same account, and (3)
redeemed shares were subject to a front-end or deferred sales load (known as
Rights of Reinstatement). Automated transactions (i.e. systematic purchases and
withdrawals) and purchases made after shares are automatically sold to pay
Merrill Lynch’s account maintenance fees are not eligible for
reinstatement
CDSC
Waivers on A and C Shares Available at Merrill Lynch
· Death
or disability of the shareholder
· Shares
sold as part of a systematic withdrawal plan as described in the
prospectus
· Return
of excess contributions from an IRA Account
· Shares
sold as part of a required minimum distribution for IRA and retirement accounts
pursuant to the Internal Revenue Code
· Shares
sold to pay Merrill Lynch fees but only if the transaction is initiated by
Merrill Lynch
· Shares
acquired through a Right of Reinstatement
· Shares
held in retirement brokerage accounts, that are exchanged for a lower cost share
class due to transfer to a fee based account or platform
· Shares
received through an exchange due to the holdings moving from a Merrill Lynch
affiliated investment advisory program to a Merrill Lynch brokerage
(non-advisory) account pursuant to Merrill Lynch’s policies relating to sales
load discounts and waivers
Front-End
Load Discounts Available at Merrill Lynch: Breakpoints, Rights of Accumulation
& Letters of Intent
· Breakpoints
as described in the prospectus
· Rights
of Accumulation (“ROA”)
which entitle shareholders to breakpoint discounts as described in the Fund’s
prospectus will be automatically calculated based on the aggregated holding of
all Nuveen-sponsored mutual fund assets held by accounts (including 529 program
holdings, where applicable) within the purchaser’s household at Merrill Lynch.
Eligible Nuveen-sponsored mutual fund assets not held at Merrill Lynch may be
included in the ROA calculation only if the shareholder notifies his or her
financial advisor about such assets
· Letters
of Intent (“LOI”)
which allow for breakpoint discounts based on anticipated purchases of any
Nuveen-sponsored mutual fund, through Merrill Lynch, over a 13-month period of
time (if applicable)
CLASS
A SHARE FRONT-END SALES CHARGE WAIVERS AVAILABLE AT MORGAN STANLEY WEALTH
MANAGEMENT
Shareholders
purchasing Fund shares through a Morgan Stanley Wealth Management transactional
brokerage account will be eligible only for the following front-end sales charge
waivers with respect to Class A shares, which may differ from and may be more
limited than those disclosed elsewhere in this Fund’s prospectus or SAI.
Shareholders should contact Morgan Stanley Wealth Management to determine their
eligibility for these waivers and discounts.
· Employer-sponsored
retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b)
plans, profit sharing and money purchase pension plans and defined benefit
plans). For purposes of this provision, employer-sponsored retirement plans do
not include SEP IRAs, Simple IRAs, SAR-SEPs or Keogh plans
A-9
· Morgan
Stanley employee and employee-related accounts according to Morgan Stanley’s
account linking rules
· Shares
purchased through reinvestment of dividends and capital gains distributions when
purchasing shares of the same fund
· Shares
purchased through a Morgan Stanley self-directed brokerage account
· Class
C (i.e., level-load) shares that are no longer subject to a contingent deferred
sales charge and are converted to Class A shares of the same fund pursuant to
Morgan Stanley Wealth Management’s share class conversion program
· Shares
purchased from the proceeds of redemptions of a Nuveen-sponsored mutual fund,
provided (i) the repurchase occurs within 90 days following the redemption, (ii)
the redemption and purchase occur in the same account, and (iii) redeemed shares
were subject to a front-end or deferred sales charge.
CLASS
A AND CLASS C SHARE SALES CHARGE REDUCTIONS AND WAIVERS AVAILABLE THROUGH
OPPENHEIMER & CO. INC.
Shareholders
purchasing fund shares through an Oppenheimer & Co. Inc. (“OPCO”)
platform or account are eligible only for the following load waivers (front-end
sales charge waivers and contingent deferred, or back-end, sales charge waivers)
and discounts, which may differ from those disclosed elsewhere in this
prospectus or SAI.
Front-End
Sales Load Waivers on Class A Shares available at OPCO
· Employer-sponsored
retirement, deferred compensation and employee benefit plans (including health
savings accounts) and trusts used to fund those plans, provided that the shares
are not held in a commission-based brokerage account and shares are held for the
benefit of the plan
· Shares
purchased by or through a 529 Plan
· Shares
purchased through a OPCO affiliated investment advisory program
· Shares
purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same fund (but not any other
Nuveen-sponsored mutual fund)
· Shares
purchased from the proceeds of redemptions of a Nuveen-sponsored mutual fund,
provided (1) the repurchase occurs within 90 days following the redemption, (2)
the redemption and purchase occur in the same account, and (3) redeemed shares
were subject to a front-end or deferred sales load (known as Rights of
Restatement)
· A
shareholder in Class C shares will have their shares converted at net asset
value to Class A shares (or the appropriate share class) of the Fund if the
shares are no longer subject to a CDSC and the conversion is in line with the
policies and procedures of OPCO
· Employees
and registered representatives of OPCO or its affiliates and their family
members
· Directors
or Trustees of the Fund, and employees of the Fund’s investment adviser or any
of its affiliates, as described in this prospectus
CDSC
Waivers on A and C Shares available at OPCO
· Death
or disability of the shareholder
· Shares
sold as part of a systematic withdrawal plan as described in the
prospectus
· Return
of excess contributions from an IRA Account
· Shares
sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable IRS
regulations as described in the prospectus
A-10
· Shares
sold to pay OPCO fees but only if the transaction is initiated by
OPCO
· Shares
acquired through a Right of Reinstatement
Front-End
Load Discounts Available at OPCO: Breakpoints, Rights of Accumulation &
Letters of Intent
· Breakpoints
as described in the prospectus.
· Rights
of Accumulation (ROA) which entitle shareholders to breakpoint discounts will be
automatically calculated based on the aggregated holding of all Nuveen-sponsored
mutual fund assets held by accounts within the purchaser’s household at OPCO.
Eligible Nuveen-sponsored mutual fund assets not held at OPCO may be included in
the ROA calculation only if the shareholder notifies his or her financial
advisor about such assets.
PFS
INVESTMENTS INC. (“PFSI”)
Policies
Regarding Fund Purchases Through PFSI
The
following information supersedes all prior information with respect to
transactions and positions held in fund shares purchased through PFSI and held
on the mutual fund platform of its affiliate, Primerica Shareholder Services
(“PSS”).
Clients of PFSI (also referred to as “shareholders”) purchasing fund shares on
the PSS platform are eligible only for the following share classes, sales charge
discounts (also referred to as “breakpoints”) and waivers, which can differ from
share classes, discounts and waivers described elsewhere in this prospectus or
the related statement of additional information (“SAI”)
or through another broker-dealer. In all instances, it is the shareholder’s
responsibility to inform PFSI at the time of a purchase of all holdings of
Nuveen Funds on the PSS platform, or other facts qualifying the purchaser for
discounts or waivers. PFSI may request reasonable documentation of such facts
and condition the granting of any discount or waiver on the timely receipt of
such documents. Shareholders should contact PSS if they have questions regarding
their eligibility for these discounts and waivers.
Share
Classes
· Class
A shares are available only to non-retirement accounts, individual retirement
accounts (IRA), SEP IRAs, SIMPLE IRAs, Keogh Plans, and all other account
types.
· Class
C shares are available only to accounts with existing Class C share holdings.
Breakpoints
· Breakpoint
pricing at dollar thresholds as described in the prospectus of the fund you are
purchasing.
Rights
of Accumulation (“ROA”)
· The
applicable sales charge on a purchase of Class A shares is determined by taking
into account all share classes (except any assets held in group retirement
plans) of Nuveen Funds held by the shareholder on the PSS Platform. The
inclusion of eligible Nuveen Fund assets in the ROA calculation is dependent on
the shareholder notifying PFSI of such assets at the time of calculation. Shares
of money
market funds are included only if such shares were acquired in exchange for
shares of another Nuveen Fund purchased with a sales charge. No
shares of Nuveen Funds held by the shareholder away from the PSS platform will
be granted ROA with shares of any Nuveen Fund purchased on the PSS
platform.
· Any
SEP IRA plan, any SIMPLE IRA plan or any Payroll Deduction plan (“PDP”)
on the PSS platform will be defaulted to plan-level grouping for purposes of
ROA, which allows each participating employee ROA with all other eligible shares
held in plan accounts on the PSS platform. At any time, a participating employee
may elect to exercise a one-time option to change grouping for purposes of ROA
to shareholder- level grouping, which allows the plan account of the electing
employee ROA with her other eligible holdings on the PSS platform, but not with
all
A-11
other
eligible participant holdings in the plan. Eligible shares held in plan accounts
electing shareholder-level grouping will not be available for purposes of ROA to
plan accounts electing plan-level grouping.
· ROA
is determined by calculating the higher of cost minus redemptions or current
market value (current shares multiplied by Fund NAV).
Letter
of Intent (“LOI”)
· By
executing a LOI, shareholders can receive the sales charge and breakpoint
discounts for purchases shareholders intend to make over a 13-month period
through PFSI, from the date PSS receives the LOI. The purchase price of the LOI
is determined by calculating the higher of cost or market value of qualifying
holdings at LOI initiation in combination with the dollar amount the shareholder
intends to invest over a 13-month period to arrive at total investment for
purposes of determining any breakpoint discount and the applicable front-end
sales charge. Each purchase the shareholder makes during that 13-month period
will receive the sales charge and breakpoint discount that applies to the
projected total investment.
· Only
holdings of Nuveen Funds on the PSS platform are eligible for inclusion in the
LOI calculation and the shareholder must notify PFSI of all eligible assets at
the time of calculation.
· Purchases
made before the LOI is received by PSS are not adjusted under the LOI, and the
LOI will not reduce any sales charge previously paid. Sales charges will be
automatically adjusted if the total purchases required by the LOI are not
met.
· If
an employer maintaining a SEP IRA plan, SIMPLE IRA plan or non-IRA PDP on the
PSS platform has elected to establish or change ROA for the accounts associated
with the plan to a plan-level grouping, LOIs will also be at the plan-level and
may only be established by the employer. LOIs are not available to PDP IRA plans
on the PSS platform with plan-level grouping for purposes of ROA but are
available to any participating employee that elects shareholder-level grouping
for purposes of ROA.
Sales
Charge Waivers
Sales
charges are waived for the following shareholders and in the following
situations:
· Shares
purchased through reinvestment of capital gains distributions and dividend
reinvestment.
· Shares
purchased with the proceeds of redeemed shares of a Nuveen-sponsored mutual fund
so long as the following conditions are met: 1) the proceeds are from the sale
of shares within 90 days of the purchase, 2) the sale and purchase are made in
the same share class and the same account or the purchase is made in an
individual retirement account with proceeds from liquidations in a
non-retirement account, and 3) the redeemed shares were subject to a front-end
or deferred sales load. Automated transactions (i.e. systematic purchases and
withdrawals), full or partial transfers or rollovers of retirement accounts, and
purchases made after shares are automatically sold to pay account maintenance
fees are not eligible for this sales charge waiver.
· Shares
exchanged into Class A shares from another share class so long as the exchange
is into the same fund and was initiated at the discretion of PFSI. PFSI is
responsible for any remaining CDSC due to the fund company, if applicable. Any
future purchases are subject to the applicable sales charge as disclosed in the
prospectus.
Exchanges
between Nuveen Funds and the Nuveen Money Market Fund, a Private Label of the
TIAA-CREF Money Market Fund
· Shareholders
may exchange all or a portion of their Nuveen Fund shares held on the PSS
Platform for Retail Class shares of the Nuveen Money Market Fund, a private
label of the TIAA-CREF Money Market Fund (the “Money
Market Fund”).
A-12
· Shareholders
may also exchange Money Market Fund shares to purchase shares of Nuveen Funds
offered on the PSS Platform.
· The
Money Market Fund is managed by Teachers Advisors, LLC, an affiliate of Nuveen
Fund Advisors, LLC and invests in a portfolio of money market instruments.
Shares of the Money Market Fund are not offered by this prospectus and the Money
Market Fund is not overseen by the Board of Trustees of the Nuveen
Funds.
CLASS
A AND CLASS C SHARE SALES CHARGE REDUCTIONS AND WAIVERS AVAILABLE THROUGH
RAYMOND JAMES & ASSOCIATES, INC., RAYMOND JAMES FINANCIAL SERVICES, INC. AND
EACH ENTITY’S AFFILIATES (“RAYMOND
JAMES”)
Shareholders
purchasing Fund shares through a Raymond James platform or account, or through
an introducing broker-dealer or independent registered investment adviser for
which Raymond James provides trade execution, clearance, and/or custody
services, will be eligible only for the following load waivers (front-end sales
charge waivers and contingent deferred sales charge waivers) and discounts,
which may differ from those disclosed elsewhere in your Fund’s prospectus or
SAI.
Front-End
Sales Load Waivers on Class A Shares Available at Raymond James
· Shares
purchased through a Raymond James investment advisory program.
· Shares
purchased of a Nuveen-sponsored mutual fund through a systematic reinvestment of
capital gains and dividend distributions.
· Employees
and registered representatives of Raymond James or its affiliates and their
family members as designated by Raymond James.
· Shares
purchased from the proceeds of redemptions of a Nuveen-sponsored mutual fund,
provided (1) the repurchase occurs within 90 days following the redemption, (2)
the redemption and purchase occur in the same account, and (3) redeemed shares
were subject to a front-end or deferred sales load (known as Rights of
Reinstatement).
· A
shareholder in the Fund’s Class C shares will have their shares converted at net
asset value to Class A shares (or the appropriate share class) of the Fund if
the shares are no longer subject to a CDSC and the conversion is in line with
the policies and procedures of Raymond James.
CDSC
Waivers on Class A and C Shares Available at Raymond James
· Death
or disability of the shareholder.
· Shares
sold as part of a systematic withdrawal plan as described in the
prospectus.
· Return
of excess contributions from an IRA Account.
· Shares
sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable IRS
regulations
as
described in the prospectus.
· Shares
sold to pay Raymond James fees but only if the transaction is initiated by
Raymond James.
· Shares
acquired through a Right of Reinstatement.
Front-End
Load Discounts Available at Raymond James: Breakpoints, Rights of Accumulation,
and/or Letters of Intent
· Breakpoints
as described in the prospectus.
· Rights
of accumulation which entitle shareholders to breakpoint discounts will be
automatically calculated based on the aggregated holding of all Nuveen-sponsored
mutual fund assets held by accounts within the purchaser’s household at Raymond
James. Eligible Nuveen-sponsored
A-13
mutual
fund assets not held at Raymond James may be included in the calculation of
rights of accumulation only if the shareholder notifies his or her financial
advisor about such assets.
· Letters
of intent which allow for breakpoint discounts based on anticipated purchases of
Nuveen-sponsored mutual funds, over a 13-month time period. Eligible
Nuveen-sponsored mutual fund assets not held at Raymond James may be included in
the calculation of letters of intent only if the shareholder notifies his or her
financial advisor about such assets.
CLASS
C TO CLASS A CONVERSIONS AVAILABLE AT U.S. BANCORP INVESTMENTS, INC.
Shareholders
who hold the Fund’s Class C shares through a U.S. Bancorp Investments, Inc.
(“USBI”)
platform or account or who own shares for which USBI or an affiliate is the
broker-dealer of record and the shares are held in an omnibus account, will have
their shares automatically converted at net asset value to Class A shares of the
Fund in the month of the six-year anniversary of the purchase date, if the
shares are no longer subject to a CDSC and the conversion is in line with the
policies and procedures of USBI.
CLASS
A SALES CHARGE WAIVERS AVAILABLE ONLY THROUGH SPECIFIED INTERMEDIARIES
As
described in the prospectus, Class A shares may be purchased at net asset
without a sales charge by employer-sponsored retirement plans (“ESRPs”)
as defined in the prospectus, except that, in the case of ESRPs held through a
brokerage account, Class A shares will be available at net asset value without a
sales charge only if the broker-dealer has entered into an agreement with the
Distributor that allows for such purchases.
The
following intermediaries have entered into such an agreement:
Baker
& Co., Inc.
Cetera
Advisor Networks LLC
Cetera
Advisors LLC
Cetera
Financial Specialists LLC
Cetera
Investment Services LLC
Country
Club Financial Services, Inc.
Cutter
& Co. Brokerage Inc.
Davenport
& Co. LLC
Devenir
Investment Advisors, LLC
Fintrust
Brokerage Services
First
Kentucky Securities Corp.
First
Western Securities
Gold
Coast Securities, Inc.
Hewitt
Financial Services LLC
Hilltop
Securities Inc.
Infinex
Investments, Inc.
J.P.
Morgan Securities LLC
KMS
Financial Services, Inc.
Mid-Atlantic
Capital Corp.
OFG
Financial Services, Inc.
Principal
Securities Inc.
RDM
Investment Services, Inc.
Register
Financial Associates, Inc.
Shareholders
Service Group Inc.
Southeast
Investments, NC, Inc.
A-14
Stifel,
Nicolaus & Co., Inc.
Waddell
& Reed Inc.
As
described in the prospectus, Class A shares may be purchased at net asset value
without a sales charge through a financial intermediary that has entered into an
agreement with the Distributor to offer the Fund’s shares to self-directed
investment brokerage accounts and that may or may not charge a transaction fee
to its customers.
The
following intermediaries have entered into such an agreement:
Citigroup
Global Markets Inc.
J.P.
Morgan Securities LLC
Merrill
Lynch, Pierce, Fenner & Smith Inc.
TD
Ameritrade, Inc.
TD
Ameritrade Clearing, Inc.
A-15
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PAGE INTENTIONALLY LEFT BLANK]
Nuveen
Mutual Funds
Nuveen
offers a variety of mutual funds designed to help you reach your financial
goals. The funds below are grouped by category.
All-American
Municipal Bond
High
Yield Municipal Bond
Intermediate
Duration Municipal Bond
Limited
Term Municipal Bond
Short
Duration High Yield Municipal Bond
Short
Term Municipal Bond
Strategic
Municipal Opportunities
Arizona
Municipal Bond
California
High Yield Municipal Bond
California
Municipal Bond
Colorado
Municipal Bond
Connecticut
Municipal Bond
Georgia
Municipal Bond
Kansas
Municipal Bond
Kentucky
Municipal Bond
Louisiana
Municipal Bond
Maryland
Municipal Bond
Massachusetts
Municipal Bond
Municipal-State
(continued)
Michigan
Municipal Bond
Minnesota
Intermediate Municipal Bond
Minnesota
Municipal Bond
Missouri
Municipal Bond
Nebraska
Municipal Bond
New
Jersey Municipal Bond
New
Mexico Municipal Bond
New
York Municipal Bond
North
Carolina Municipal Bond
Ohio
Municipal Bond
Oregon
Intermediate Municipal Bond
Pennsylvania
Municipal Bond
Virginia
Municipal Bond
Wisconsin
Municipal Bond
Credit
Income
Flexible
Income
Floating
Rate Income
High
Yield Income
Preferred
Securities and Income
Strategic
Income
Global
Dividend Growth
Global
Equity Income
International
Dividend Growth
International
Small Cap
International
Value
Dividend
Value
Large
Cap Value
Mid
Cap Value
Multi
Cap Value
Small
Cap Value
Small
Cap Value Opportunities
Small/Mid
Cap Value
Mid
Cap Growth Opportunities
Small
Cap Growth Opportunities
Winslow
Large-Cap Growth ESG
Dividend
Growth
Large
Cap Select
Small
Cap Select
Global
Infrastructure
Global
Real Estate Securities
Real
Asset Income
Real
Estate Securities
Equity
Long/Short
Other
Information for Fund Shareholders
Several
additional sources of information are available to you, including the codes of
ethics adopted by the Fund, Nuveen, LLC, Nuveen Fund Advisors and Nuveen Asset
Management. The appendix to this prospectus, “Variations in Sales Charge
Reductions and Waivers Available Through Certain Intermediaries,” contains
information on sales charge reductions and waivers available through certain
financial intermediaries that differ from the sales charge reductions and
waivers disclosed in this prospectus and the related statement of additional
information. The
statement of additional information,
incorporated by reference into this prospectus, contains detailed information on
the policies and operation of the Fund included in this prospectus. Additional
information about the Fund's investments is available in the annual and
semi-annual reports to shareholders. In the Fund's annual report, you will find
a discussion of the market conditions and investment strategies that
significantly affected the Fund's performance during its last fiscal year.
The
Fund's most recent statement of additional information, annual and semi-annual
reports and certain other information are available, free of charge, by calling
Nuveen Funds at (800) 257-8787, on the Fund's website at www.nuveen.com, or
through your financial advisor. Shareholders may call the toll free number above
with any inquiries.
You
may also obtain this and other Fund information directly from the Securities and
Exchange Commission (“SEC”).
Reports and other information about the Fund is available on the EDGAR Database
on the SEC’s website at http://www.sec.gov. You may also request Fund
information by sending an e-mail request to [email protected]. The SEC may
charge a copying fee for this information.
Household
Mailings
To
lower costs and eliminate duplicate documents sent to your home, your Fund may
mail only one copy of its summary prospectus, prospectus supplements, annual and
semi-annual reports, or any other required documents to your household,
even if more than one shareholder lives there. If you would prefer to continue
receiving your own copy of any of these documents, you may call your Fund
toll-free at (800) 257-8787.
The
Fund is a series of Nuveen Investment Trust II, whose Investment Company Act
file number is 811-08333.
Distributed
by
Nuveen
Securities, LLC
333
West Wacker Drive
Chicago,
Illinois 60606
(800)
257-8787
www.nuveen.com