Nuveen Core Equity Alpha Fund

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number  

  

811-22003

Nuveen Core Equity Alpha Fund

 

(Exact name of registrant as specified in charter)

Nuveen Investments

333 West Wacker Drive

Chicago, IL 60606

 

(Address of principal executive offices) (Zip code)

Kevin J. McCarthy

Nuveen Investments

333 West Wacker Drive

Chicago, IL 60606

 

(Name and address of agent for service)

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

Date of fiscal year end:    December 31                                

Date of reporting period:    December 31, 2015                   

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

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


ITEM 1. REPORTS TO STOCKHOLDERS.


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Closed-End Funds   

 

     Nuveen Investments
     Closed-End Funds

 

 

 

 

       

 

 

Annual Report  December 31, 2015

 

     
           
JCE            
Nuveen Core Equity Alpha Fund  

 


 

 

     

 

           
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Table

of Contents

 

Chairman’s Letter to Shareholders

     4   

Portfolio Managers’ Comments

     5   

Share Information

     8   

Risk Considerations

     10   

Performance Overview and Holding Summaries

     11   

Report of Independent Registered Public Accounting Firm

     13   

Portfolio of Investments

     14   

Statement of Assets and Liabilities

     21   

Statement of Operations

     22   

Statement of Changes in Net Assets

     23   

Financial Highlights

     24   

Notes to Financial Statements

     26   

Additional Fund Information

     35   

Glossary of Terms Used in this Report

     36   

Reinvest Automatically, Easily and Conveniently

     37   

Board Members & Officers

     38   

 

Nuveen Investments     3   


Chairman’s Letter

to Shareholders

 

LOGO

Dear Shareholders,

For better or for worse, the financial markets spent most of the past year waiting for the U.S. Federal Reserve (Fed) to end its accommodative monetary policy. The policy has propped up stock and bond markets since the Great Recession, but the question remains: how will markets behave without its influence? This uncertainty was a considerable source of volatility for stock and bond prices for much of 2015, despite the Fed carefully conveying its intention to raise rates slowly and only when the economy shows evidence of readiness.

As was widely expected, the long-awaited Fed rate hike materialized in mid-December. While the move was interpreted as a vote of confidence on the U.S. economy’s underlying strength, the Fed emphasized that future rate increases will be gradual and guided by its ongoing assessment of financial conditions. Headwinds including rising borrowing costs, softer commodity prices, low inflation, a strong U.S. dollar and a stagnant global economy could necessitate keeping monetary conditions accommodative for longer. Meanwhile, policy makers in Europe and Japan are deploying their available tools to try to bolster their economies’ fragile growth, while Chinese authorities have stepped up efforts to manage China’s slowdown.

Although the new year began with a more pessimistic tone to investor sentiment and elevated volatility in the markets, we caution investors from making long-term decisions based on short-term news. In times like these, you can look to a professional investment manager with the experience and discipline to maintain the proper perspective on short-term events. And if the daily headlines do concern you, I encourage you to reach out to your financial advisor. Your financial advisor can help you evaluate your investment strategies in light of current events, your time horizon and risk tolerance.

On behalf of the other members of the Nuveen Fund Board, we look forward to continuing to earn your trust in the months and years ahead.

Sincerely,

 

LOGO

William J. Schneider

Chairman of the Board

February 22, 2016

 

 

  4      Nuveen Investments


Portfolio Managers’

Comments

 

Nuveen Core Equity Alpha Fund (JCE)

The equity portion of the Fund is managed by INTECH Investment Management LLC (INTECH), an independently managed subsidiary of Janus Capital Group Inc. The portfolio management team is led by Dr. Adrian Banner, CEO/CIO, Joseph Runnels, CFA, Vassilios Papathanakos, PhD, and Phillip Whitman, PhD.

The Fund also employs a call option strategy managed by Nuveen Asset Management, LLC (NAM), an affiliate of Nuveen Investments, Inc. Keith Hembre, CFA, and David Friar oversee this program.

Here the INTECH team members, along with the NAM team discuss economic and market conditions, their management strategies and the performance of the Fund for the twelve-month reporting period ended December 31, 2015.

What factors affected the U.S. economy and financial markets during the twelve-month reporting period ended December 31, 2015?

The U.S. economy grew at an overall moderate pace during the twelve-month reporting period. Harsh winter weather and a West coast port strike weighed on growth in the first quarter of 2015, but those factors proved temporary. Rebounding economic activity in the second quarter was followed by a mediocre advance in the latter half of the year. Real gross domestic product (GDP), which is the value of the goods and services produced by the nation’s economy less the value of the goods and services used up in production, adjusted for price changes, increased at an annual rate of 0.7% in the fourth quarter of 2015, as reported by the “advance” estimate of the Bureau of Economic Analysis, down from 2.0% in the third quarter.

The labor and housing markets were among the bright spots in the economy during the reporting period, as both showed steady improvement. As reported by the Bureau of Labor Statistics, the unemployment rate fell to 5.0% in December from 5.7% in January 2015, and job gains averaged slightly above 200,000 per month for the past twelve months. The S&P/Case-Shiller U.S. National Home Price Index, which covers all nine U.S. census divisions, recorded a 5.1% annual gain in November 2015 (most recent data available at the time this report was prepared). The 10-City and 20-City Composites reported year-over-year increases of 5.3% and 5.8%, respectively.

With GDP growth averaging around 2% for the previous four quarters, the U.S. economic recovery continued to underwhelm. Consumers, whose purchases comprise the largest component of the U.S. economy, benefited from lower gasoline prices and an improving jobs market but didn’t necessarily spend more. Pessimism about the economy’s future and lackluster wage growth likely contributed to consumers’ somewhat muted spending. The sharp decline in energy prices and tepid wage growth kept inflation subdued during this reporting period. The Consumer Price Index CPI declined 0.1% in December on a seasonally adjusted basis, as reported by the U.S. Bureau of Labor Statistics. The core CPI (which excludes food and energy) increased 0.1% during the same period, below the Fed’s unofficial longer term inflation objective of 2.0%.

Business investment was also rather restrained. Corporate earnings growth slowed during 2015, reflecting an array of factors ranging from weakening demand amid sluggish U.S. and global growth to the impact of falling commodity

 

 

Certain statements in this report are forward-looking statements. Discussions of specific investments are for illustration only and are not intended as recommendations of individual investments. The forward-looking statements and other views expressed herein are those of the portfolio managers as of the date of this report. Actual future results or occurrences may differ significantly from those anticipated in any forward-looking statements and the views expressed herein are subject to change at any time, due to numerous market and other factors. The Fund disclaims any obligation to update publicly or revise any forward-looking statements or views expressed herein.

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

 

Nuveen Investments     5   


Portfolio Managers’ Comments (continued)

 

prices and a strong U.S. dollar. Energy, materials and industrials companies were hit particularly hard by the downturn in natural resource prices, as well as the expectation of rising interest rates, which would make their debts more costly to service. With demand waning, companies, especially in the health care and technology sectors, looked to consolidations with rivals as a way to boost revenues. Merger and acquisition deals, both in the U.S. and globally, reached record levels in the calendar year 2015.

Although the current expansion continued to look subpar relative to past recoveries, the U.S. Federal Reserve (Fed) believed the economy was strong enough to begin the withdrawal of its stimulus policies. After winding down its bond buying program, known as quantitative easing, in October 2014, the Fed began telegraphing its intention to raise the target federal funds rate some time in 2015. The Fed had held the fed funds rate near zero since December 2008. However, the timing of its first rate hike was uncertain, particularly as the inflation rate stayed stubbornly low and signs of global economic weakness, notably from China, merited caution. After delaying the rate change at each prior meeting in 2015, the Fed announced in December 2015 that it would raise its main policy interest rate by 0.25%. The news had a relatively muted impact on the financial markets, as the move was widely expected.

Sluggish economic growth and significant downside risks created a challenging environment for investors in 2015. Recent equity volatility has attracted the most attention, but a wide range of markets participated in the correction. Bond yields declined, commodity prices dropped and currency markets fluctuated. With this volatile backdrop, the S&P 500® Index finished 2015 with a modest gain of 1.38%. Among its 10 sectors, only 5 delivered positive returns for the reporting period, led by consumer discretionary, health care and consumer staples. Energy, materials and the utilities sectors struggled amid continued declines in commodity prices and fears of rising interest rates.

What key strategies were used to manage the Fund during this twelve month reporting period ended December 31, 2015?

The investment objective of the Fund is to provide an attractive level of total return, primarily through long-term capital appreciation and secondarily through income and gains. The Fund invests in a portfolio of common stocks selected from the stocks comprising the S&P 500® Index, using a proprietary mathematical process designed by INTECH and also employs risk reduction techniques. Typically, the Fund’s equity portfolio will hold 150 – 450 stocks included in the S&P 500® Index.

The Fund also employs an option strategy that seeks to enhance the Fund’s risk-adjusted performance over time by means of attempting to reduce volatility of the Fund’s returns relative to the returns of the S&P 500® Index. The Fund expects to write (sell) call options on a custom basket of equities with a notional value of up to 50% of the value of the equity portfolio.

The goal of the Fund’s equity portfolio is to produce long-term returns in excess of the S&P 500® Index with an equal or lesser amount of risk. The continued market uncertainty during this reporting period reconfirmed the importance of disciplined risk management like INTECH’s investment process. The firm’s core risk controls are focused on minimizing the volatility of excess returns relative to the S&P 500® Index, so that any excess return is as consistent as possible and any relative underperformance is limited in magnitude and duration. We believe this helps minimize tracking error in relation to the S&P 500® Index during periods of short-term market instability.

INTECH seeks to generate excess returns by harnessing the natural volatility of stock prices to build a potentially more efficient portfolio than the S&P 500® Index. INTECH’s investment process focuses solely on relative volatility and correlation. Specifically, the process searches for stocks with high relative volatility and low correlation, attempting to increase the potential for trading profits at the time of rebalancing. The actual positioning of the portfolio from a sector and stock specific standpoint is a residual of the process, and the rationale for over and underweight positions is a function of the stocks’ relative volatility and correlation characteristics in aggregate.

Because INTECH’s process does not forecast the direction of stock prices, we anticipate equity holdings that are overweight or underweight relative to the index may potentially beat the benchmark in approximately equal proportions over time.

 

  6      Nuveen Investments


How did the Fund perform during this twelve-month reporting period ended December 31, 2015?

The table in the Performance Overview and Holding Summaries section of this report provides total returns for the one-year, five-year and since inception periods ended December 31, 2015. The Fund’s total returns at net asset value (NAV) are compared with the performance of a corresponding market index. For the twelve-month reporting period ended December 31, 2015, the Fund outperformed the S&P 500® Index, but underperformed its Blended Index.

Since INTECH uses a purely portfolio-theoretic methodology, we do not specifically select stocks or overweight sectors in response to market conditions or expectations. Instead, we modify the Fund’s equity holdings in an attempt to construct a portfolio that is slightly more efficient than the S&P 500® Index, by using an optimization program that analyzes a stock’s relative volatility and its return correlation with other equities. Effectively, the investment process tends to favor stocks with higher relative volatility and lower correlation as they offer more potential to capture volatility through regular rebalancing. INTECH’s investment process doesn’t select stocks based on their potential for future performance, but combines securities based on how their stock prices move relative to the index in order to increase the potential for trading profits at time of rebalancing.

The equity portion of the Fund outperformed the S&P 500® Index. Following a big sell-off during the third quarter, U.S. equity markets rebounded strongly in the fourth quarter and posted a return of 1.38% for the reporting period as represented by the S&P 500® Index. Expectations of lower demand from China pushed commodities and oil prices down which negatively impacted the energy sector during the reporting period. The utilities sector also underperformed for the reporting period in anticipation of the Fed’s rate increase that occurred in December.

Market diversity measured on the S&P 500® Index decreased during the reporting period, reflecting a change in the distribution of capital in which the larger cap stocks outperformed the smaller cap stocks within the index. The equity portion of the Fund, (which tends to favor smaller cap stocks within the index as they provide more volatility capture potential), was negatively impacted by this decline in diversity. The Fund benefited from favorable sector positioning and security selection during the reporting period.

From a sector perspective, the Fund benefited from an underweight to energy sector, which underperformed the S&P 500® Index by more than 22% in 2015. In addition, an average overweight allocation to the consumer discretionary sector, which was the best performing sector during the reporting period, was beneficial. Additionally, an average overweight to some strong performing consumer staples names also contributed during the reporting period.

Because INTECH does not conduct traditional economic or fundamental analysis, INTECH has no view on individual stocks, sectors, economic or market conditions. While sector and stock specific active positioning can influence the relative performance of INTECH strategies over the short-term (in a positive or negative way), we expect that the rebalancing premium, or trading profit, that INTECH’s process is targeting, will explain most of a portfolio’s relative return over the long term.

As mentioned previously, the Fund also wrote call options with average expirations between 30 and 90 days. This was done in an effort to enhance returns, although it meant the Fund did relinquish some of the upside potential of its equity portfolio. During the reporting period, when we expected equity markets to increase we reduced the overwrite percentage. At other times, we increased the overwrite percentage to approximately 35% when we anticipated the equity markets to be flat or decline. The effect on performance for the reporting period was mostly positive. We were able to take advantage of the higher stock market volatility which increased the Fund’s net call option premiums received. However, during periods when the markets rose quickly, especially, during the fourth quarter, the Fund did not capture as much of the upside potential.

The Fund also continued to purchase equity index futures contracts to gain equity market exposure where the portfolio holds cash. During the period, this had a small positive effective on performance.

 

Nuveen Investments     7   


Share

Information

 

DISTRIBUTION INFORMATION

The following information regarding the Fund’s distributions is current as of December 31, 2015, the Fund’s fiscal and tax year end, and may differ from previously issued distribution notifications. The Fund’s distribution levels may vary over time based on the Fund’s investment activities and portfolio investment value changes.

The Fund has adopted a managed distribution program. The goal of the Fund’s managed distribution program is to provide shareholders relatively consistent and predictable cash flow by systematically converting its expected long-term return potential into regular distributions. As a result, regular distributions throughout the year will likely include a portion of expected long-term and/or short-term gains (both realized and unrealized), along with net investment income.

Important points to understand about Nuveen fund managed distributions are:

 

  The Fund seeks to establish a relatively stable common share distribution rate that roughly corresponds to the projected total return from its investment strategy over an extended period of time. However, you should not draw any conclusions about the Fund’s past or future investment performance from its current distribution rate.

 

  Actual common share returns will differ from projected long-term returns (and therefore the Fund’s distribution rate), at least over shorter time periods. Over a specific timeframe, the difference between actual returns and total distributions will be reflected in an increasing (returns exceed distributions) or a decreasing (distributions exceed returns) Fund net asset value.

 

  Each period’s distributions are expected to be paid from some or all of the following sources:

 

    net investment income consisting of regular interest and dividends,

 

    net realized gains from portfolio investments, and

 

    unrealized gains, or, in certain cases, a return of principal (non-taxable distributions).

 

  A non-taxable distribution is a payment of a portion of the Fund’s capital. When the Fund’s returns exceed distributions, it may represent portfolio gains generated, but not realized as a taxable capital gain. In periods when the Fund’s returns fall short of distributions, it will represent a portion of your original principal unless the shortfall is offset during other time periods over the life of your investment (previous or subsequent) when the Fund’s total return exceeds distributions.

 

  Because distribution source estimates are updated throughout the current fiscal year based on the Fund’s performance, these estimates may differ from both the tax information reported to you in the Fund’s 1099 statement, as well as the ultimate economic sources of distributions over the life of your investment.

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

 

  8      Nuveen Investments


Data as of December 31, 2015

 

    Per Share
Regular Distributions
                      Annualized Total
Return on NAV
Inception
Date
  Latest
Quarter
  Total
Current Year
  Total
Current Year
Net Investment
Income
  Total
Current Year
Net Realized
Gain/Loss
 

Current
Unrealized
Gain/Loss

 

Current

Distribution
Rate on NAV1,3

 

Actual Full-Year

Distribution
Rate on NAV2,3

  1-Year   5-Year

3/2007

    $ 0.3030       $ 1.2120       $ 0.0908       $ 0.6621       $ 1.6107         8.12 %       8.12 %       1.64 %       12.88 %

 

1  Current distribution per share, annualized, divided by the NAV per share on the stated date other than net investment income, as shown in the table immediately below.
2  Actual total per share distributions made during the full fiscal year, divided by the NAV per share on the stated date.
3  Each distribution represents a “managed distribution” rate. For this Fund, at least in the just completed fiscal year, distributions may be comprised of sources other than net investment income, as shown in the table immediately below.

The following table provides the Fund’s distribution sources as of December 31, 2015.

The amounts and sources of distributions reported in this notice are for financial reporting purposes and are not being provided for tax reporting purposes. The actual amounts and character of the distributions for tax reporting purposes will be reported to shareholders on Form 1099-DIV which will be sent to shareholders shortly after calendar year-end. More details about the Fund’s distributions and the basis for these amounts are available on www.nuveen.com/cef.

 

Fiscal Year     Fiscal Year  
Source of Distribution     Per Share Amounts  
Net Investment
Income
    Realized
Gains
    Return of
Capital1
    Distributions     Net Investment
Income
    Realized
Gains
    Return of
Capital1
 
  3.52%        96.48%        0.00%        $2.7498        $0.0967        $2.6531        $0.0000   

 

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

SHARE REPURCHASES

During August 2015, the Fund’s Board of Trustees reauthorized an open-market share repurchase program, allowing the Fund to repurchase an aggregate of up to approximately 10% of its outstanding shares.

As of December 31, 2015, and since the inception of the Fund’s repurchase program, the Fund has cumulatively repurchased and retired its outstanding shares as shown in the accompanying table.

 

     JCE  

Shares cumulatively repurchased and retired

    449,800   

Shares authorized for repurchase

    1,600,000   

OTHER SHARE INFORMATION

As of December 31, 2015, and during the current reporting period, the Fund’s share price was trading at a premium/(discount) to its NAV as shown in the accompanying table.

 

     JCE  

NAV

    $14.93   

Share price

    $14.27   

Premium/(Discount) to NAV

    (4.42 )% 

12-month average premium/(discount) to NAV

    (4.83 )% 

 

Nuveen Investments     9   


Risk

Considerations

 

Fund shares are not guaranteed or endorsed by any bank or other insured depository institution, and are not federally insured by the Federal Deposit Insurance Corporation.

Nuveen Core Equity Alpha Fund (JCE)

Investing in closed-end funds involves risk; principal loss is possible. There is no guarantee the Fund’s investment objectives will be achieved. Closed-end fund shares may frequently trade at a discount or premium to their net asset value. Common stock returns often have experienced significant volatility. The Fund may not participate in any appreciation of its equity portfolio as fully as it would if the Fund did not sell call options. In addition, the Fund will continue to bear the risk of declines in the value of the equity portfolio. Because index options are settled in cash, sellers of index call options, such as the Fund, cannot provide in advance for their potential settlement obligations by acquiring and holding the underlying securities. For these and other risks, including tax risk, please see the Fund’s web page at www.nuveen.com/JCE.

 

  10      Nuveen Investments


JCE

 

Nuveen Core Equity Alpha Fund

Performance Overview and Holding Summaries as of December 31, 2015

 

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

Average Annual Total Returns as of December 31, 2015

 

       Average Annual  
        1-Year        5-Year        Since
Inception
 
JCE at NAV        1.64%           12.88%           7.57%   
JCE at Share Price        (1.70)%           14.07%           7.29%   
JCE Blended Index        3.33%           9.79%           5.35%   
S&P 500® Index        1.38%           12.57%           6.44%   

Since inception returns are from 3/27/07. Past performance is not predictive of future results. Current performance may be higher or lower than the data shown. Returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the sale of Fund shares. Returns at NAV are net of Fund expenses, and assume reinvestment of distributions. Comparative index return information is provided for the Fund’s shares at NAV only. Indexes are not available for direct investment.

Share Price Performance — Weekly Closing Price

 

LOGO

 

Nuveen Investments     11   


 

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

 

Fund Allocation

(% of net assets)

 

Common Stocks     97.6%   
Repurchase Agreements     0.6%   
U.S. Government and Agency Obligations     1.0%   
Other Assets Less Liabilities     0.8%   

Net Assets

    100%   

Portfolio Composition

(% of total investments)1

 

Health Care Providers & Services

    9.8%   

Specialty Retail

    7.7%   

Insurance

    3.9%   

Software

    3.9%   

Food Products

    3.7%   

Capital Markets

    3.6%   

Semiconductors & Semiconductor Equipment

    3.6%   

Aerospace & Defense

    3.3%   

Food & Staples Retailing

    3.1%   

Banks

    3.0%   

Diversified Financial Services

    2.8%   

Pharmaceuticals

    2.8%   

Multi-Utilities

    2.7%   

Hotels, Restaurants & Leisure

    2.6%   

Household Durables

    2.6%   

Textiles, Apparel & Luxury Goods

    2.5%   

Chemicals

    2.4%   

Internet Software & Services

    2.4%   

Media

    2.3%   

Oil, Gas & Consumable Fuels

    2.2%   

Biotechnology

    2.0%   

Multiline Retail

    2.0%   

Beverages

    2.0%   

IT Services

    2.0%   

Other

    19.4%   

Repurchase Agreements

    0.6%   

U.S. Government and Agency Obligations

    1.1%   

Total

    100%   

Top Five Issuers

(% of total investments)1

 

Anthem Inc.

    2.7%   

CVS Health Corporation

    1.9%   

Electronic Arts Inc.

    1.8%   

AmerisourceBergen Corporation

    1.8%   

Home Depot, Inc.

    1.7%   
 

 

1 Excluding investments in derivatives.

 

  12      Nuveen Investments


Report of

Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of

Nuveen Core Equity Alpha Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Nuveen Core Equity Alpha Fund (hereinafter referred to as the “Fund”) at December 31, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2015 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Chicago, IL

February 25, 2016

 

Nuveen Investments     13   


JCE

 

Nuveen Core Equity Alpha Fund

  

Portfolio of Investments

   December 31, 2015

 

Shares     Description (1)                     Value  
 

LONG-TERM INVESTMENTS – 97.6%

          
 

COMMON STOCKS – 97.6%

          
      Aerospace & Defense – 3.2%                     
  10,800     

General Dynamics Corporation

           $ 1,483,488   
  18,100     

Lockheed Martin Corporation

             3,930,415   
  7,000     

Northrop Grumman Corporation

             1,321,670   
  6,700     

Raytheon Company

             834,351   
  2,200     

Rockwell Collins, Inc.

                   203,060   
 

Total Aerospace & Defense

                   7,772,984   
      Air Freight & Logistics – 0.2%                     
  4,800     

C.H. Robinson Worldwide, Inc.

             297,696   
  5,400     

Expeditors International of Washington, Inc.

                   243,540   
 

Total Air Freight & Logistics

                   541,236   
      Auto Components – 1.7%                     
  29,400     

Delphi Automotive PLC

             2,520,462   
  45,200     

Goodyear Tire & Rubber Company

                   1,476,684   
 

Total Auto Components

                   3,997,146   
      Banks – 3.0%                     
  8,400     

BB&T Corporation

             317,604   
  29,100     

Comerica Incorporated

             1,217,253   
  22,700     

Fifth Third Bancorp.

             456,270   
  58,100     

Huntington BancShares Inc.

             642,586   
  51,400     

KeyCorp.

             677,966   
  3,000     

M&T Bank Corporation

             363,540   
  50,500     

People’s United Financial, Inc.

             815,575   
  45,500     

Regions Financial Corporation

             436,800   
  23,550     

Wells Fargo & Company

             1,280,178   
  34,400     

Zions Bancorporation

                   939,120   
 

Total Banks

                   7,146,892   
      Beverages – 2.0%                     
  5,600     

Brown-Forman Corporation

             555,968   
  3,000     

Coca-Cola Enterprises Inc.

             147,720   
  10,400     

Constellation Brands, Inc., Class A

             1,481,376   
  14,300     

Dr. Pepper Snapple Group

             1,332,760   
  8,200     

Monster Beverage Corporation, (2)

                   1,221,472   
 

Total Beverages

                   4,739,296   
      Biotechnology – 2.0%                     
  14,900     

Gilead Sciences, Inc.

             1,507,731   
  6,100     

Regeneron Pharmaceuticals, Inc., (2)

                   3,311,507   
 

Total Biotechnology

                   4,819,238   
      Building Products – 0.6%                     
  10,200     

Allegion PLC

             672,384   
  29,200     

Masco Corporation

                   826,360   
 

Total Building Products

                   1,498,744   
      Capital Markets – 3.6%                     
  2,200     

Bank New York Mellon

             90,684   
  17,800     

Goldman Sachs Group, Inc., (3)

             3,208,094   
  78,000     

Morgan Stanley, (3)

             2,481,180   
  29,300     

Northern Trust Corporation

             2,112,237   

 

  14      Nuveen Investments


Shares     Description (1)                     Value  
      Capital Markets (continued)                     
  11,500     

State Street Corporation

                 $ 763,140   
 

Total Capital Markets

                   8,655,335   
      Chemicals – 2.4%                     
  17,800     

Eastman Chemical Company

             1,201,678   
  10,300     

Ecolab Inc., (3)

             1,178,114   
  39,500     

LyondellBasell Industries NV

                   3,432,550   
 

Total Chemicals

                   5,812,342   
      Commercial Services & Supplies – 1.5%                     
  19,300     

Cintas Corporation

             1,757,265   
  17,000     

Republic Services, Inc.

             747,830   
  9,900     

Stericycle Inc., (2)

                   1,193,940   
 

Total Commercial Services & Supplies

                   3,699,035   
      Communications Equipment – 0.8%                     
  7,200     

F5 Networks, Inc., (2)

             698,112   
  17,700     

Juniper Networks Inc.

             488,520   
  11,900     

Motorola Solutions Inc.

                   814,555   
 

Total Communications Equipment

                   2,001,187   
      Construction & Engineering – 0.2%                     
  21,900     

Quanta Services Incorporated, (2)

                   443,475   
      Construction Materials – 1.3%                     
  9,300     

Martin Marietta Materials

             1,270,194   
  18,400     

Vulcan Materials Company

                   1,747,448   
 

Total Construction Materials

                   3,017,642   
      Consumer Finance – 1.1%                     
  13,900     

Capital One Financial Corporation

             1,003,302   
  28,400     

Discover Financial Services

                   1,522,808   
 

Total Consumer Finance

                   2,526,110   
      Containers & Packaging – 0.9%                     
  15,200     

Avery Dennison Corporation

             952,432   
  29,600     

Sealed Air Corporation

                   1,320,160   
 

Total Containers & Packaging

                   2,272,592   
      Diversified Consumer Services – 0.2%                     
  16,000     

H & R Block Inc.

                   532,960   
      Diversified Financial Services – 2.8%                     
  32,300     

CME Group, Inc., (3)

             2,926,380   
  40,400     

Leucadia National Corporation

             702,556   
  5,400     

McGraw-Hill Companies, Inc.

             532,332   
  12,400     

Moody’s Corporation

             1,244,216   
  23,100     

NASDAQ Stock Market, Inc.

                   1,343,727   
 

Total Diversified Financial Services

                   6,749,211   
      Electric Utilities – 1.3%                     
  6,400     

American Electric Power Company, Inc.

             372,928   
  4,800     

Edison International

             284,208   
  9,600     

Eversource Energy

             490,272   
  3,900     

Pepco Holdings, Inc.

             101,439   
  7,200     

Pinnacle West Capital Corporation

             464,256   
  16,600     

PPL Corporation

             566,558   
  6,500     

Southern Company

             304,135   
  18,100     

Xcel Energy, Inc.

                   649,971   
 

Total Electric Utilities

                   3,233,767   

 

Nuveen Investments     15   


JCE    Nuveen Core Equity Alpha Fund   
   Portfolio of Investments (continued)    December 31, 2015

 

Shares     Description (1)                     Value  
      Electrical Equipment – 0.2%                     
  7,600     

Ametek Inc.

                 $ 407,284   
      Energy Equipment & Services – 0.5%                     
  15,700     

Cooper Cameron Corporation, (2)

             992,240   
  9,000     

Transocean Inc.

                   111,420   
 

Total Energy Equipment & Services

                   1,103,660   
      Food & Staples Retailing – 3.1%                     
  45,400     

CVS Health Corporation, (3)

             4,438,758   
  55,400     

Kroger Co.

             2,317,382   
  4,800     

Sysco Corporation

             196,800   
  4,300     

Walgreens Boots Alliance Inc.

                   366,167   
 

Total Food & Staples Retailing

                   7,319,107   
      Food Products – 3.6%                     
  26,600     

Campbell Soup Company

             1,397,830   
  34,800     

ConAgra Foods, Inc.

             1,467,168   
  11,600     

General Mills, Inc.

             668,856   
  3,800     

Hershey Foods Corporation

             339,226   
  6,900     

Hormel Foods Corporation

             545,652   
  500     

JM Smucker Company

             61,670   
  10,300     

Kellogg Company

             744,381   
  21,000     

McCormick & Company, Incorporated

             1,796,760   
  6,500     

Mondelez International Inc.

             291,460   
  26,300     

Tyson Foods, Inc., Class A

                   1,402,579   
 

Total Food Products

                   8,715,582   
      Health Care Equipment & Supplies – 1.4%                     
  51,900     

Boston Scientific Corporation, (2)

             957,036   
  6,000     

C.R. Bard, Inc.

             1,136,640   
  2,800     

DENTSPLY International Inc.

             170,380   
  6,600     

Edwards Lifesciences Corporation, (2)

             521,268   
  5,700     

Stryker Corporation

                   529,758   
 

Total Health Care Equipment & Supplies

                   3,315,082   
      Health Care Providers & Services – 9.8%                     
  27,759     

Aetna Inc., (3)

             3,001,303   
  40,600     

AmerisourceBergen Corporation, (3)

             4,210,626   
  45,800     

Anthem Inc., (3)

             6,386,351   
  34,800     

Cardinal Health, Inc.

             3,106,596   
  14,300     

CIGNA Corporation, (3)

             2,092,519   
  14,600     

HCA Holdings Inc., (2)

             987,398   
  2,100     

McKesson HBOC Inc.

             414,183   
  15,100     

UnitedHealth Group Incorporated

             1,776,364   
  11,700     

Universal Health Services, Inc., Class B

                   1,398,033   
 

Total Health Care Providers & Services

                   23,373,373   
      Health Care Technology – 0.4%                     
  15,000     

Cerner Corporation, (2)

                   902,550   
      Hotels, Restaurants & Leisure – 2.6%                     
  13,100     

Carnival Corporation

             713,688   
  700     

Chipotle Mexican Grill, (2)

             335,895   
  13,500     

Darden Restaurants, Inc.

             859,140   
  16,900     

Marriott International, Inc., Class A

             1,132,976   
  7,600     

Royal Caribbean Cruises Limited

             769,196   
  38,800     

Starbucks Corporation

                   2,329,164   
 

Total Hotels, Restaurants & Leisure

                   6,140,059   
      Household Durables – 2.5%                     
  31,700     

D.R. Horton, Inc.

             1,015,351   

 

  16      Nuveen Investments


Shares     Description (1)                     Value  
      Household Durables (continued)                     
  23,100     

Leggett and Platt Inc.

           $ 970,662   
  3,900     

Lennar Corporation, Class A

             190,749   
  10,500     

Mohawk Industries Inc., (2)

             1,988,595   
  43,900     

Newell Rubbermaid Inc.

                   1,935,112   
 

Total Household Durables

                   6,100,469   
      Household Products – 0.2%                     
  3,400     

Clorox Company

                   431,222   
      Industrial Conglomerates – 0.0%                     
  100     

Roper Technologies, Inc.

                   18,979   
      Insurance – 3.9%                     
  6,800     

Allstate Corporation

             422,212   
  8,000     

American International Group, Inc.

             495,760   
  4,200     

AON PLC

             387,282   
  12,700     

Assurant Inc.

             1,022,858   
  5,000     

Cincinnati Financial Corporation

             295,850   
  35,900     

Hartford Financial Services Group, Inc.

             1,560,214   
  16,700     

Marsh & McLennan Companies, Inc.

             926,015   
  8,800     

MetLife, Inc.

             424,248   
  41,400     

Progressive Corporation

             1,316,520   
  600     

Prudential Financial, Inc.

             48,846   
  17,600     

Torchmark Corporation

             1,006,016   
  13,600     

Unum Group

             452,744   
  24,800     

XL Capital Ltd, Class A

                   971,664   
 

Total Insurance

                   9,330,229   
      Internet & Catalog Retail – 1.2%                     
  3,400     

Expedia, Inc.

             422,620   
  20,700     

NetFlix.com Inc., (2)

                   2,367,666   
 

Total Internet & Catalog Retail

                   2,790,286   
      Internet Software & Services – 2.4%                     
  8,000     

Akamai Technologies, Inc., (2)

             421,040   
  21,100     

eBay Inc., (2)

             579,828   
  34,600     

Facebook Inc., Class A Shares, (2)

             3,621,236   
  12,400     

VeriSign, Inc., (2)

                   1,083,264   
 

Total Internet Software & Services

                   5,705,368   
      IT Services – 2.0%                     
  3,300     

Accenture Limited

             344,850   
  3,300     

Automatic Data Processing, Inc.

             279,576   
  9,600     

Fidelity National Information Services

             581,760   
  26,000     

Fiserv, Inc., (2)

             2,377,960   
  3,500     

MasterCard, Inc.

             340,760   
  16,300     

Total System Services Inc.

                   811,740   
 

Total IT Services

                   4,736,646   
      Leisure Products – 0.7%                     
  23,800     

Hasbro, Inc.

                   1,603,168   
      Machinery – 0.9%                     
  7,000     

Snap-on Incorporated

             1,200,010   
  8,800     

Stanley Black & Decker Inc.

                   939,224   
 

Total Machinery

                   2,139,234   
      Media – 2.2%                     
  34,600     

Cablevision Systems Corporation

             1,103,740   
  12,800     

Comcast Corporation, Class A

             722,304   
  12,000     

Time Warner Cable, Class A

             2,227,080   

 

Nuveen Investments     17   


JCE    Nuveen Core Equity Alpha Fund   
   Portfolio of Investments (continued)    December 31, 2015

 

Shares     Description (1)                     Value  
      Media (continued)                     
  12,700     

Walt Disney Company

                 $ 1,334,516   
 

Total Media

                   5,387,640   
      Multiline Retail – 2.0%                     
  17,300     

Dollar General Corporation

             1,243,351   
  11,900     

Dollar Tree Stores Inc., (2)

             918,918   
  36,200     

Target Corporation

                   2,628,482   
 

Total Multiline Retail

                   4,790,751   
      Multi-Utilities – 2.7%                     
  7,500     

Ameren Corporation

             324,225   
  13,200     

CMS Energy Corporation

             476,256   
  18,100     

Consolidated Edison, Inc.

             1,163,287   
  4,300     

DTE Energy Company

             344,817   
  74,000     

NiSource Inc.

             1,443,740   
  7,000     

PG&E Corporation

             372,330   
  10,500     

Public Service Enterprise Group Incorporated

             406,245   
  7,100     

Scana Corporation

             429,479   
  24,800     

TECO Energy, Inc.

             660,920   
  15,600     

WEC Energy Group, Inc.

                   800,436   
 

Total Multi-Utilities

                   6,421,735   
      Oil, Gas & Consumable Fuels – 2.2%                     
  10,700     

Cimarex Energy Company

             956,366   
  1,700     

Marathon Petroleum Corporation

             88,128   
  15,100     

Newfield Exploration Company, (2)

             491,656   
  10,100     

Phillips 66

             826,180   
  11,200     

Tesoro Corporation

             1,180,144   
  23,300     

Valero Energy Corporation

                   1,647,543   
 

Total Oil, Gas & Consumable Fuels

                   5,190,017   
      Personal Products – 0.2%                     
  5,100     

Estee Lauder Companies Inc., Class A

                   449,106   
      Pharmaceuticals – 2.8%                     
  6,617     

Allergan PLC, (2)

             2,067,813   
  9,700     

Eli Lilly and Company, (3)

             817,322   
  80,600     

Zoetis Incorporated, (3)

                   3,862,352   
 

Total Pharmaceuticals

                   6,747,487   
      Professional Services – 0.6%                     
  5,400     

Equifax Inc.

             601,398   
  5,600     

Nielsen Holdings PLC

             260,960   
  8,000     

Verisk Analytics Inc., Class A Shares, (2)

                   615,040   
 

Total Professional Services

                   1,477,398   
      Real Estate Investment Trust – 1.3%                     
  2,500     

Apartment Investment & Management Company, Class A

             100,075   
  3,300     

AvalonBay Communities, Inc.

             607,629   
  1,643     

Equinix Inc.

             496,843   
  4,100     

Equity Residential

             334,519   
  4,200     

Essex Property Trust Inc.

             1,005,522   
  7,600     

Kimco Realty Corporation

             201,096   
  1,800     

Public Storage, Inc.

                   445,860   
 

Total Real Estate Investment Trust

                   3,191,544   
      Semiconductors & Semiconductor Equipment – 3.5%                     
  20,400     

Avago Technologies Limited

             2,961,060   
  26,600     

Broadcom Corporation, Class A

             1,538,012   
  31,300     

NVIDIA Corporation

             1,031,648   
  37,000     

Skyworks Solutions Inc.

             2,842,710   

 

  18      Nuveen Investments


Shares     Description (1)                           Value  
      Semiconductors & Semiconductor Equipment (continued)  
  1,900     

Xilinx, Inc.

                             $ 89,243   
 

Total Semiconductors & Semiconductor Equipment

                               8,462,673   
      Software – 3.9%                           
  40,300     

Activision Blizzard Inc.

             1,560,013   
  8,200     

Adobe Systems Incorporated, (2)

             770,308   
  21,200     

CA Technologies

             605,472   
  1,200     

Citrix Systems, (2)

             90,780   
  62,300     

Electronic Arts Inc., (2)

             4,281,256   
  10,100     

Intuit, Inc.

             974,650   
  12,300     

Red Hat, Inc., (2)

                               1,018,563   
 

Total Software

                               9,301,042   
      Specialty Retail – 7.7%                           
  5,700     

Advance Auto Parts, Inc.

             857,907   
  1,500     

AutoZone, Inc., (2)

             1,112,865   
  3,600     

CarMax, Inc., (2)

             194,292   
  17,200     

GameStop Corporation

             482,288   
  30,300     

Home Depot, Inc.

             4,007,175   
  29,700     

L Brands Inc.

             2,845,854   
  36,400     

Lowe’s Companies, Inc.

             2,767,856   
  10,900     

O’Reilly Automotive Inc., (2)

             2,762,278   
  25,000     

Ross Stores, Inc.

             1,345,250   
  23,100     

Tractor Supply Company

                               1,975,050   
 

Total Specialty Retail

                               18,350,815   
      Technology Hardware, Storage & Peripherals – 0.1%                           
  1,700     

Apple, Inc.

                               178,942   
      Textiles, Apparel & Luxury Goods – 2.5%                           
  75,300     

Hanesbrands Inc., (3)

             2,216,079   
  22,600     

Nike, Inc., Class B

             1,412,500   
  600     

PVH Corporation

             44,190   
  14,900     

Under Armour, Inc., (2)

             1,201,089   
  18,800     

VF Corporation

                               1,170,300   
 

Total Textiles, Apparel & Luxury Goods

                               6,044,158   
      Tobacco – 1.6%                           
  16,100     

Altria Group, Inc.

             937,181   
  60,078     

Reynolds American Inc.

                               2,772,600   
 

Total Tobacco

                               3,709,781   
      Trading Companies & Distributors – 0.1%                           
  1,000     

W.W. Grainger, Inc.

                               202,590   
 

Total Long-Term Investments (cost $207,957,540)

                               233,497,169   
Principal
Amount (000)
    Description (1)   Coupon      Maturity      Ratings (4)      Value  
 

SHORT-TERM INVESTMENTS – 1.6%

          
      REPURCHASE AGREEMENTS – 0.6%                           
$ 1,402     

Repurchase Agreement with Fixed Income Clearing Corporation,
dated 12/31/15, repurchase price $1,401,533,
collateralized by $1,390,000 U.S. Treasury Bonds,
3.125%, due 2/15/43, value $1,433,201

    0.030%         1/04/16         N/A       $ 1,401,528   
      U.S. GOVERNMENT AND AGENCY OBLIGATIONS – 1.0%                           
  2,500     

U.S. Treasury Bills, (3)

    0.000%         4/28/16         AAA         2,497,905   
$ 3,902     

Total Short-Term Investments (cost $3,899,307)

                               3,899,433   
 

Total Investments (cost $211,856,847) – 99.2%

                               237,396,602   
 

Other Assets Less Liabilities – 0.8% (5)

                               1,883,801   
 

Net Assets – 100%

                             $ 239,280,403   

 

Nuveen Investments     19   


JCE    Nuveen Core Equity Alpha Fund   
   Portfolio of Investments (continued)    December 31, 2015

 

Investments in Derivatives as of December 31, 2015

Options Written outstanding:

 

Number of
Contracts
       Description      Notional
Amount (6)
       Expiration
Date
       Strike
Price
       Value  
  (100 )     

RUSSELL 2000® Index

     $ (11,700,000 )        1/15/16         $ 1,170        $ (28,000
  (150     

RUSSELL 2000® Index

       (18,000,000        1/15/16           1,200           (7,875
  (450     

RUSSELL 2000® Index

       (53,100,000        1/15/16           1,180           (63,000
  (700 )     

Total Options Written (premiums received $271,571)

     $ (82,800,000 )                            $ (98,875

Futures Contracts outstanding:

 

Description      Contract
Position
       Number of
Contracts
       Contract
Expiration
       Notional
Amount
at Value
       Variation
Margin
Receivable/
(Payable)
       Unrealized
Appreciation
(Depreciation)
 

S&P 500 E-Muni

       Long           55          3/16        $ 5,597,350        $ (52,800 )      $ 93,225   

 

 

For Fund portfolio compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications into sectors for reporting ease.

 

(1) All percentages shown in the Portfolio of Investments are based on net assets.

 

(2) Non-income producing; issuer has not declared a dividend within the past twelve months.

 

(3) Investment, or portion of investment, has been pledged to collateralize the net payment obligations for investments in derivatives.

 

(4) Ratings (not covered by the report of independent registered public accounting firm): Using the highest of Standard & Poor’s Group (“Standard & Poor’s”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch, Inc. (“Fitch”) rating. Ratings below BBB by Standard & Poor’s, Baa by Moody’s or BBB by Fitch are considered to be below investment grade. Holdings designated N/R are not rated by any of these national rating agencies.

 

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

 

(6) For disclosure purposes, Notional Amount is calculated by multiplying the Number of Contracts by the Strike Price by 100.

 

N/A Not Applicable

 

See accompanying notes to financial statements.

 

  20      Nuveen Investments


Statement of

Assets and Liabilities

   December 31, 2015

 

 

 

Assets

  

Long-term investments, at value (cost $207,957,540)

   $ 233,497,169   

Short-term investments, at value (cost $3,899,307)

     3,899,433   

Receivable for:

  

Dividends

     304,356   

Investments sold

     5,041,085   

Other assets

     22,755   

Total assets

     242,764,798   

Liabilities

  

Cash overdraft

     3,010,216   

Options written, at value (premiums received $271,571)

     98,875   

Payable for variation margin on futures contracts

     52,800   

Accrued expenses:

  

Management fees

     187,960   

Trustees fees

     22,388   

Other

     112,156   

Total liabilities

     3,484,395   

Net assets

   $ 239,280,403   

Shares outstanding

     16,021,686   

Net asset value (“NAV”) per share outstanding

   $ 14.93   

Net assets consist of:

        

Shares, $0.01 par value per share

   $ 160,217   

Paid-in surplus

     206,559,902   

Undistributed (Over-distribution of) net investment income

     (21,042

Accumulated net realized gain (loss)

     6,775,650   

Net unrealized appreciation (depreciation)

     25,805,676   

Net assets

   $ 239,280,403   

Authorized shares

     Unlimited   

 

See accompanying notes to financial statements.

 

Nuveen Investments     21   


Statement of

Operations

   Year Ended December 31, 2015

 

 

 

Investment Income

  

Dividends

   $ 4,219,144   

Interest

     3,518   

Total investment income

     4,222,662   

Expenses

  

Management fees

     2,456,633   

Custodian fees

     82,062   

Trustees fees

     6,652   

Professional fees

     45,684   

Shareholder reporting expenses

     52,985   

Shareholder servicing agent fees

     258   

Stock exchange listing fees

     7,947   

Investor relations expense

     55,552   

Other

     59,687   

Total expenses

     2,767,460   

Net investment income (loss)

     1,455,202   

Realized and Unrealized Gain (Loss)

  

Net realized gain (loss) from:

  

Investments and foreign currency

     7,908,917   

Future contracts

     47,693   

Options written

     2,651,235   

Change in net unrealized appreciation (depreciation) of:

  

Investments and foreign currency

     (9,009,745

Futures contracts

     8,504   

Options written

     13,656   

Net realized and unrealized gain (loss)

     1,620,260   

Net increase (decrease) in net assets from operations

   $ 3,075,462   

 

See accompanying notes to financial statements.

 

  22      Nuveen Investments


Statement of

Changes in Net Assets

  

 

      Year
Ended
12/31/15
       Year
Ended
12/31/14
 

Operations

       

Net investment income (loss)

   $ 1,455,202         $ 2,531,950   

Net realized gain (loss) from:

       

Investments and foreign currency

     7,908,917           75,009,471   

Futures contracts

     47,693           841,860   

Options written

     2,651,235           (5,486,168

Change in net unrealized appreciation (depreciation) of:

       

Investments and foreign currency

     (9,009,745        (39,899,084

Futures contracts

     8,504           (119,099

Options written

     13,656           650,895   

Net increase (decrease) in net assets from operations

     3,075,462           33,529,825   

Distributions to Shareholders

       

From net investment income

     (1,549,211        (2,521,799

From accumulated net realized gains

     (42,507,221        (37,718,268

Decrease in net assets from distributions to shareholders

     (44,056,432        (40,240,067

Net increase (decrease) in net assets

     (40,980,970        (6,710,242

Net assets at the beginning of period

     280,261,373           286,971,615   

Net assets at the end of period

   $ 239,280,403         $ 280,261,373   

Undistributed (Over-distribution of) net investment income at the end of period

   $ (21,042      $ (16,000

 

See accompanying notes to financial statements.

 

Nuveen Investments     23   


Financial

Highlights

 

Selected data for a share outstanding throughout each period:

 

          Investment Operations     Less Distributions                    
     Beginning
NAV
    Net
Investment
Income
(Loss)(a)
    Net
Realized/
Unrealized
Gain (Loss)
    Total     From
Net
Investment
Income
    From
Accumu-
lated Net
Realized
Gains
    Return
of
Capital
    Total     Discount
Per
Shares
Repurchased
and Retired
    Ending
NAV
    Ending
Share
Price
 

Year Ended 12/31:

  

2015

  $ 17.49      $ 0.09      $ 0.10      $ 0.19      $ (0.10   $ (2.65   $      $ (2.75   $      $ 14.93      $ 14.27   

2014

    17.91        0.16        1.93        2.09        (0.16     (2.35            (2.51            17.49        17.47   

2013

    14.76        0.13        4.47        4.60        (0.13     (1.32            (1.45            17.91        16.98   

2012

    13.88        0.17        1.79        1.96        (1.08                   (1.08            14.76        13.35   

2011

    14.05        0.10        0.81        0.91        (1.08                   (1.08         13.88        12.47   

 

  24      Nuveen Investments


      Ratios/Supplemental Data  
Total Returns           Ratios to Average Net Assets        
Based
on
NAV(b)
        
Based
on
Share
Price(b)
    Ending
Net
Assets
(000)
    Expenses     Net
Investment
Income (Loss)
    Portfolio
Turnover
Rate(c)
 
         
  1.64     (1.70 )%    $ 239,280        1.03     0.54     93
  12.08        18.31        280,261        1.03        0.87        111   
  31.97        39.08        286,972        1.04        0.77        65   
  14.28        15.81        236,438        1.05        1.14        77   
  6.70        3.11        222,461        1.05        0.69        67   

 

(a) Per share Net Investment Income (Loss) is calculated using the average daily shares method.
(b) Total Return Based on NAV is the combination of changes in NAV, reinvested dividend income at NAV and reinvested capital gains distributions at NAV, if any. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending NAV. The actual reinvest price for the last dividend declared in the period may often be based on the Fund’s market price (and not its NAV), and therefore may be different from the price used in the calculation. Total returns are not annualized.

Total Return Based on Share Price is the combination of changes in the market price per share and the effect of reinvested dividend income and reinvested capital gains distributions, if any, at the average price paid per share at the time of reinvestment. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending market price. The actual reinvestment for the last dividend declared in the period may take place over several days, and in some instances may not be based on the market price, so the actual reinvestment price may be different from the price used in the calculation. Total returns are not annualized.

(c) Portfolio Turnover Rate is calculated based on the lesser of long-term purchases or sales (as disclosed in Note 5 – Investment Transactions) divided by the average long-term market value during the period.
* Rounds to less than $0.01 per share.

 

See accompanying notes to financial statements.

 

Nuveen Investments     25   


Notes to

Financial Statements

 

1. General Information and Significant Accounting Policies

General Information

Fund Information

Nuveen Core Equity Alpha Fund (the “Fund”) is registered under the Investment Company Act of 1940, as amended, as a diversified closed-end management investment company. The Fund’s shares are listed on the New York Stock Exchange (“NYSE”) and trade under the ticker symbol “JCE.” The Fund was organized as a Massachusetts business trust on January 9, 2007.

The end of the reporting period for the Fund is December 31, 2015, and the period covered by these Notes to Financial Statements is the fiscal year ended December 31, 2015 (the “current fiscal period”).

Investment Adviser

The Fund’s investment adviser is Nuveen Fund Advisors, LLC (the “Adviser”), a wholly-owned subsidiary of Nuveen Investments, Inc. (“Nuveen”). The Adviser is responsible for the Fund’s overall investment strategy and asset allocation decisions. The Adviser has entered into sub-advisory agreements with INTECH Investment Management LLC (“INTECH”), an independently managed indirect subsidiary of Janus Capital Group Inc., and Nuveen Asset Management, LLC, (“NAM”), a subsidiary of the Adviser, (each a “Sub-Adviser” and collectively, the “Sub-Advisers”). INTECH manages the Fund’s investment portfolio, while NAM manages the Fund’s investments in option contracts.

Investment Objective and Principal Investment Strategies

The Fund’s investment objective is to provide an attractive level of total return, primarily through long-term capital appreciation and secondarily through income and gains. The Fund will invest in a portfolio of common stocks selected from among the 500 stocks comprising the S&P 500® Index, using a proprietary mathematical process designed by INTECH to select large cap, core equity securities and will also employ innovative risk reduction techniques. Typically, the Fund’s equity portfolio will hold 150-450 stocks included in the S&P 500® Index. The Fund will also employ an option strategy that seeks to enhance the Fund’s risk-adjusted performance over time through a meaningful reduction in the volatility of the Fund’s returns relative to the returns of the S&P 500® Index (the “Option Strategy”). The Fund expects to write (sell) call options primarily on custom baskets of stocks that seek to track the return of the S&P 500® Index within parameters determined by NAM. A custom basket call option is an option whose value is linked to the market value of a portfolio of underlying stocks. In designing the custom basket call options, NAM will seek to minimize the difference between the returns of the stocks underlying the custom basket versus the S&P 500® Index. The Fund may also write call options on stock indexes or exchange-traded funds (commonly referred to as “ETFs”), when NAM believes such techniques are likely to be more efficient or effective than writing custom basket call options. The Fund normally will hold a small number of written custom basket call option positions with expirations generally of 60 days or less. The Fund expects that most call options in the Option Strategy will be slightly “out-of-the-money” (i.e., the exercise price is above the current level of the cash value of the stocks underlying the custom basket call options) at the time they are written. By employing custom basket call options primarily (rather than options on indexes), NAM expects that it will be better able to limit the overlap between the underlying common stocks included in each custom basket and the Fund’s portfolio of common stocks, which in turn helps enable the Fund to avoid tax straddles, which would potentially have negative tax implications and require the Fund to bear substantially greater accounting and administrative costs.

Significant Accounting Policies

The Fund is an investment company and follows accounting and reporting guidance under Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 946 “Financial Services—Investment Companies.” The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

Investment Transactions

Investment transactions are recorded on a trade date basis. Realized gains and losses from investment transactions are determined on the specific identification method, which is the same basis used for federal income tax purposes. Investment purchased on a when-issued/delayed delivery basis may have extended settlement periods. Any investments so purchased are subject to market fluctuation during this period. The Fund has earmarked securities in its portfolio with a current value at least equal to the amount of the when-issued/delayed delivery purchase commitments.

As of the end of the reporting period, the Fund did not have any when issued/delayed purchase commitments.

 

  26      Nuveen Investments


 

Investment Income

Dividend income is recorded on the ex-dividend date or, for foreign securities, when information is available. Interest income is recorded on an accrual basis.

Professional Fees

Professional fees presented on the Statement of Operations consist of legal fees incurred in the normal course of operations, audit fees, tax consulting fees and, in some cases, workout expenditures. Workout expenditures are incurred in an attempt to protect or enhance an investment or to pursue other claims or legal actions on behalf of Fund shareholders. If a refund is received for workout expenditures paid in a prior reporting period, such amounts will be recognized as “Legal fee refund” on the Statement of Operations.

Dividends and Distributions to Common Shareholders

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

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

The tax character of Fund distributions for a fiscal year is dependent upon the amount and tax character of distributions received from securities held in the Fund’s portfolio. Distributions received from certain securities in which the Fund invests, most notably REIT securities, may be characterized for tax purposes as ordinary income, long-term capital gain and/or a return of capital. The issuer of a security reports the tax character of its distributions only once per year, generally during the first two months of the calendar year. The distribution is included in the Fund’s ordinary income until such time the Fund is notified by the issuer of the actual tax character. For the fiscal year just ended, dividend income, net realized gain (loss) and unrealized appreciation (depreciation) recognized on the Statement of Operations reflect the amounts of ordinary income, capital gain, and/or return of capital as reported by the issuers of such securities.

Indemnifications

Under the Fund’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts that provide general indemnifications to other parties. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

Netting Agreements

In the ordinary course of business, the Fund may enter into transactions subject to enforceable master repurchase agreements, International Swaps and Derivative Association, Inc. (“ISDA”) master agreements or other similar arrangements (“netting agreements”). Generally, the right to offset in netting agreements allows the Fund to offset certain securities and derivatives with a specific counterparty as well as any collateral received or delivered to that counterparty based on the terms of the agreements. Generally, the Fund manages its cash collateral and securities collateral on a counterparty basis.

The Fund’s investments subject to netting agreements as of the end of the reporting period, if any, are further described in Note 3 – Portfolio Securities and Investments in Derivatives.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results may differ from those estimates.

2. Investment Valuation and Fair Value Measurements

The fair valuation input levels as described below are for fair value measurement purposes.

 

Nuveen Investments     27   


Notes to Financial Statements (continued)

 

Fair value is defined as the price that would be received upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The following is a summary of the three-tiered hierarchy of valuation input levels.

 

Level 1 –   Inputs are unadjusted and prices are determined using quoted prices in active markets for identical securities.
Level 2 –   Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3 –   Prices are determined using significant unobservable inputs (including management’s assumptions in determining the fair value of investments).

Common stocks and other equity-type securities are valued at the last sales price on the securities exchange on which such securities are primarily traded and are generally classified as Level 1. Securities primarily traded on the NASDAQ National Market (“NASDAQ”) are valued at the NASDAQ Official Closing Price and are generally classified as Level 1. However, securities traded on a securities exchange or NASDAQ for which there were no transactions on a given day or securities not listed on a securities exchange or NASDAQ are valued at the quoted bid price and are generally classified as Level 2.

Prices of fixed-income securities are provided by a pricing service approved by the Board. The pricing service establishes a security’s fair value using methods that may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant. These securities are generally classified as Level 2. In pricing certain securities, particularly less liquid and lower quality securities, the pricing service may consider information about a security, its issuer or market activity provided by the Adviser. These securities are generally classified as Level 2 or Level 3 depending on the priority of the significant inputs.

Index options are valued at the 4:00 p.m. Eastern Time (ET) close price of the NYSE, and are generally classified as Level 1. Options traded in the over-the-counter market are valued using an evaluated mean price and are generally classified as Level 2.

Futures contracts are valued using the closing settlement price or, in the absence of such a price, the last traded price, and are generally classified as

Level 1.

Repurchase agreements are valued at contract amount plus accrued interest, which approximates market value. These securities are generally classified as Level 2.

Certain securities may not be able to be priced by the pre-established pricing methods as described above. Such securities may be valued by the Board and/or its appointee at fair value. These securities generally include, but are not limited to, restricted securities (securities which may not be publicly sold without registration under the Securities Act of 1933, as amended) for which a pricing service is unable to provide a market price; securities whose trading has been formally suspended; debt securities that have gone into default and for which there is no current market quotation; a security whose market price is not available from a pre-established pricing source; a security with respect to which an event has occurred that is likely to materially affect the value of the security after the market has closed but before the calculation of the Fund’s NAV (as may be the case in non-U.S. markets on which the security is primarily traded) or make it difficult or impossible to obtain a reliable market quotation; and a security whose price, as provided by the pricing service, is not deemed to reflect the security’s fair value. As a general principle, the fair value of a security would appear to be the amount that the owner might reasonably expect to receive for it in a current sale. A variety of factors may be considered in determining the fair value of such securities, which may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant. These securities are generally classified as Level 2 or Level 3 depending on the priority of the significant inputs. Regardless of the method employed to value a particular security, all valuations are subject to review by the Board and/or its appointee.

 

  28      Nuveen Investments


 

The inputs or methodologies used for valuing securities are not an indication of the risks associated with investing in those securities. The following is a summary of the Fund’s fair value measurements as of the end of the reporting period:

 

      Level 1      Level 2      Level 3      Total  

Long-Term Investments*:

           

Common Stocks

   $ 233,497,169       $       $       $ 233,497,169   

Short-Term Investments:

           

Repurchase Agreements

             1,401,528                 1,401,528   

U.S. Government and Agency Obligations

             2,497,905                 2,497,905   

Investments in Derivatives:

           

Options Written

     (98,875                      (98,875

Futures Contracts**

     93,225                         93,225   

Total

   $ 233,491,519       $ 3,899,433       $       $ 237,390,952   
* Refer to the Fund’s Portfolio of Investments for industry classifications.
** Represents net unrealized appreciation (depreciation) as reported in the Fund’s Portfolio of Investments.

The Board is responsible for the valuation process and has appointed the oversight of the daily valuation process to the Adviser’s Valuation Committee. The Valuation Committee, pursuant to the valuation policies and procedures adopted by the Board, is responsible for making fair value determinations, evaluating the effectiveness of the Fund’s pricing policies and reporting to the Board. The Valuation Committee is aided in its efforts by the Adviser’s dedicated Securities Valuation Team, which is responsible for administering the daily valuation process and applying fair value methodologies as approved by the Valuation Committee. When determining the reliability of independent pricing services for investments owned by the Fund, the Valuation Committee, among other things, conducts due diligence reviews of the pricing services and monitors the quality of security prices received through various testing reports conducted by the Securities Valuation Team.

The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making a fair value determination, based on the facts and circumstances specific to the portfolio instrument. Fair value determinations generally will be derived as follows, using public or private market information:

 

  (i) If available, fair value determinations shall be derived by extrapolating from recent transactions or quoted prices for identical or comparable securities.

 

  (ii) If such information is not available, an analytical valuation methodology may be used based on other available information including, but not limited to: analyst appraisals, research reports, corporate action information, issuer financial statements and shelf registration statements. Such analytical valuation methodologies may include, but are not limited to: multiple of earnings, discount from market value of a similar freely-traded security, discounted cash flow analysis, book value or a multiple thereof, risk premium/yield analysis, yield to maturity and/or fundamental investment analysis.

The purchase price of a portfolio instrument will be used to fair value the instrument only if no other valuation methodology is available or deemed appropriate, and it is determined that the purchase price fairly reflects the instrument’s current value.

For each portfolio security that has been fair valued pursuant to the policies adopted by the Board, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such testing and fair valuation occurrences are reported to the Board.

3. Portfolio Securities and Investments in Derivatives

Portfolio Securities

Foreign Currency Transactions

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

 

Nuveen Investments     29   


Notes to Financial Statements (continued)

 

The books and records of the Fund are maintained in U.S. dollars. Foreign currencies, assets and liabilities are translated into U.S. dollars at 4:00p.m. ET. Investment transactions, income and expenses are translated on the respective dates of such transactions. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date of the transactions, foreign currency transactions and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received.

The realized gains and losses resulting from changes in foreign currency exchange rates and changes in foreign exchange rates associated with (i) investments, (ii) investments in derivatives and (iii) other assets and liabilities are recognized as a component of “Net realized gain (loss) from investments and foreign currency,” on the Statement of Operations, when applicable.

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

Repurchase Agreements

In connection with transactions in repurchase agreements, it is the Fund’s policy that its custodian take possession of the underlying collateral securities, the fair value of which exceeds the principal amount of the repurchase transaction, including accrued interest, at all times. If the counterparty defaults, and the fair value of the collateral declines, realization of the collateral may be delayed or limited.

The following table presents the repurchase agreements for the Fund that are subject to netting agreements as of the end of the reporting period, and the collateral delivered related to those repurchase agreements.

 

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

Fixed Income Clearing Corporation

   $ 1,401,528         $ (1,401,528      $   
* As of the end of the reporting period, the value of the collateral pledged from the counterparty exceeded the value of the repurchase agreements. Refer to the Fund’s Portfolio of Investments for details on the repurchase agreements.

Zero Coupon Securities

A zero coupon security does not pay a regular interest coupon to its holders during the life of the security. Income to the holder of the security comes from accretion of the difference between the original purchase price of the security at issuance and the par value of the security at maturity and is effectively paid at maturity. The market prices of zero coupon securities generally are more volatile than the market prices of securities that pay interest periodically.

Investments in Derivatives

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

Futures Contracts

Upon execution of a futures contract, the Fund is obligated to deposit cash or eligible securities, also known as “initial margin,” into an account at its clearing broker equal to a specified percentage of the contract amount. Cash held by the broker to cover initial margin requirements on open futures contracts, if any, is recognized as “Cash collateral at brokers” on the Statement of Assets and Liabilities. Investments in futures contracts obligate the Fund and the clearing broker to settle monies on a daily basis representing changes in the prior days “mark-to-market” of the open contracts. If the Fund has unrealized appreciation the clearing broker would credit the Fund’s account with an amount equal to appreciation and conversely if the Fund has unrealized depreciation the clearing broker would debit the Fund’s account with an amount equal to depreciation. These daily cash settlements are also known as “variation margin.” Variation margin is recognized as a receivable and/or payable for “Variation margin on futures contracts” on the Statement of Assets and Liabilities.

During the period the futures contract is open, changes in the value of the contract are recognized as an unrealized gain or loss by “marking-to-market” on a daily basis to reflect the changes in market value of the contract, which is recognized as a component of “Change in net unrealized appreciation

 

  30      Nuveen Investments


 

(depreciation) of futures contracts” on the Statement of Operations. When the contract is closed or expired, the Fund records a realized gain or loss equal to the difference between the value of the contract on the closing date and value of the contract when originally entered into, which is recognized as a component of “Net realized gain (loss) from futures contracts” on the Statement of Operations.

Risks of investments in futures contracts include the possible adverse movement in the price of the securities or indices underlying the contracts, the possibility that there may not be a liquid secondary market for the contracts and/or that a change in the value of the contract may not correlate with a change in the value of the underlying securities or indices.

During the current fiscal period, the Fund continued to purchase equity index futures contracts to gain equity market exposure where the portfolio holds cash.

The average notional amount of futures contracts outstanding during the current fiscal period was as follows:

 

Average notional amount of futures contracts outstanding*

     $5,767,095
* The average notional amount is calculated based on the absolute aggregate notional of contracts outstanding at the beginning of the fiscal period and at the end of each quarter within the current fiscal period.

The following table presents the fair value of all futures contracts held by the Fund as of the end of the reporting period, the location of these instruments on the Statement of Assets and Liabilities and the primary underlying risk exposure.

 

        

Location on the Statement of Assets and Liabilities

 
Underlying
Risk Exposure
   Derivative
Instrument
 

Asset Derivatives

       

(Liability) Derivatives

 
     Location    Value          Location    Value  
Equity price    Futures contracts  

   $         

Payable for variation margin on futures contracts*

   $ 93,225   
* Value represents unrealized appreciation (depreciation) of futures contracts as reported in the Fund’s Portfolio of Investments and not the asset and/or liability derivative location as described in the table above.

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

 

Underlying
Risk Exposure
    

Derivative

Instrument

     Net Realized
Gain (Loss) from
Futures Contracts
       Change in Net Unrealized
Appreciation (Depreciation) of
Futures Contracts
 

Equity price

    

Futures contracts

       $47,693         $ 8,504   

Options Transactions

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

During the current fiscal period, the Fund continued to write call options on a basket of stocks and on stock indexes, while investing in a portfolio of equities, to enhance returns while foregoing some upside potential of its equity portfolio.

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

 

Average notional amount of outstanding options written*

     $(98,154,189)
* The average notional amount is calculated based on the outstanding notional at the beginning of the fiscal period and at the end of each fiscal quarter within the current fiscal period.

 

Nuveen Investments     31   


Notes to Financial Statements (continued)

 

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

 

        

Location on the Statement of Assets and Liabilities

 
Underlying
Risk Exposure
   Derivative
Instrument
 

Asset Derivatives

       

(Liability) Derivatives

 
     Location    Value          Location    Value  
Equity price    Options      $   —          Options written, at value    $ (98,875

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

 

Underlying
Risk Exposure
     Derivative
Instrument
     Net Realized
Gain (Loss) from
Options Written
       Change in Net Unrealized
Appreciation (Depreciation) of
Options Written
 

Equity price

    

Options written

     $ 2,651,235         $ 13,656   

Market and Counterparty Credit Risk

In the normal course of business the Fund may invest in financial instruments and enter into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the other party to the transaction to perform (counterparty credit risk). The potential loss could exceed the value of the financial assets recorded on the financial statements. Financial assets, which potentially expose the Fund to counterparty credit risk, consist principally of cash due from counterparties on forward, option and swap transactions, when applicable. The extent of the Fund’s exposure to counterparty credit risk in respect to these financial assets approximates their carrying value as recorded on the Statement of Assets and Liabilities.

The Fund helps manage counterparty credit risk by entering into agreements only with counterparties the Adviser believes have the financial resources to honor their obligations and by having the Adviser monitor the financial stability of the counterparties. Additionally, counterparties may be required to pledge collateral daily (based on the daily valuation of the financial asset) on behalf of the Fund with a value approximately equal to the amount of any unrealized gain above a pre-determined threshold. Reciprocally, when the Fund has an unrealized loss, the Fund has instructed the custodian to pledge assets of the Fund as collateral with a value approximately equal to the amount of the unrealized loss above a pre-determined threshold. Collateral pledges are monitored and subsequently adjusted if and when the valuations fluctuate, either up or down, by at least the pre-determined threshold amount.

4. Fund Shares

Share Transactions

The Fund did not have any transactions in shares during the current and prior fiscal period.

5. Investment Transactions

Long-term purchases and sales (excluding derivative transactions) during the current fiscal period, aggregated $248,166,381 and $285,665,540, respectively.

Transactions in options written during the current fiscal period were as follows:

 

     Number of
Contracts
       Premiums
Received
 

Options outstanding, beginning of period

    437,089         $ 700,107   

Options written

    1,365,051           12,423,274   

Options terminated in closing purchase transactions

    (720,602        (10,466,997

Options expired

    (1,080,838        (2,384,813

Options outstanding, end of period

    700         $ 271,571   

6. Income Tax Information

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

 

  32      Nuveen Investments


 

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

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

As of December 31, 2015, the cost and unrealized appreciation (depreciation) of investments (excluding investments in derivatives), as determined on a federal income tax basis, were as follows:

 

Cost of investments

  $ 211,897,788   

Gross unrealized:

 

Appreciation

  $ 30,664,737   

Depreciation

    (5,165,923

Net unrealized appreciation (depreciation) of investments

  $ 25,498,814   

Permanent differences, primarily due to Real Estate Investment Trust adjustments, resulted in reclassifications among the Fund’s components of net assets as of December 31, 2015, the Fund’s tax year-end, as follows:

 

Paid-in surplus

     $ 1   

Undistributed (Over-distribution of) net investment income

       88,967   

Accumulated net realized gain (loss)

       (88,968

The tax components of undistributed net ordinary income and net long-term capital gains as of December 31, 2015, the Fund’s tax year end, were as follows:

 

   

Undistributed net ordinary income

     $         —   

Undistributed net long-term capital gains

       7,093,400   

The tax character of distributions paid during the Fund’s tax years ended December 31, 2015 and December 31, 2014 was designated for purposes of the dividends paid deduction as follows:

 

   

2015          

Distributions from net ordinary income1

     $ 1,549,211   

Distributions from net long-term capital gains2

       42,507,221   
2014          

Distributions from net ordinary income1

     $ 7,909,307   

Distributions from net long-term capital gains

       32,330,760   
1  Net ordinary income consists of net taxable income derived from dividends and interest, and net short-term capital gains, if any.
2  The Fund designates as long-term capital gain dividend, pursuant to Internal Revenue Code 852(b)(3), the amount necessary to reduce earnings and profits of the Fund related to net capital gain to zero for the tax year ended December 31, 2015.

7. Management Fees and Other Transactions with Affiliates

The Fund’s management fee compensates the Adviser for overall investment advisory and administrative services and general office facilities. The Sub-Advisers are compensated for their services to the Fund from the management fees paid to the Adviser.

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

 

Nuveen Investments     33   


Notes to Financial Statements (continued)

 

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

 

Average Daily Managed Assets*      Fund-Level Fee  

For the first $500 million

       0.7500

For the next $500 million

       0.7250   

For the next $500 million

       0.7000   

For the next $500 million

       0.6750   

For managed assets over $2 billion

       0.6500   

The annual complex-level fee, payable monthly, is calculated according to the following schedule:

 

Complex-Level Managed Asset Breakpoint Level*      Effective Rate at Breakpoint Level  

$55 billion

       0.2000

$56 billion

       0.1996   

$57 billion

       0.1989   

$60 billion

       0.1961   

$63 billion

       0.1931   

$66 billion

       0.1900   

$71 billion

       0.1851   

$76 billion

       0.1806   

$80 billion

       0.1773   

$91 billion

       0.1691   

$125 billion

       0.1599   

$200 billion

       0.1505   

$250 billion

       0.1469   

$300 billion

       0.1445   
* For the fund-level and complex-level fees, managed assets include closed-end fund assets managed by the Adviser that are attributable to certain types of leverage. For these purposes, leverage includes the funds’ use of preferred stock and borrowings and certain investments in the residual interest certificates (also called inverse floating rate securities) in tender option bond (TOB) trusts, including the portion of assets held by a TOB trust that has been effectively financed by the trust’s issuance of floating rate securities, subject to an agreement by the Adviser as to certain funds to limit the amount of such assets for determining managed assets in certain circumstances. The complex-level fee is calculated based upon the aggregate daily managed assets of all Nuveen funds that constitute “eligible assets.” Eligible assets do not include assets attributable to investments in other Nuveen funds or assets in excess of $2 billion added to the Nuveen fund complex in connection with the Adviser’s assumption of the management of the former First American Funds effective January 1, 2011. As of December 31, 2015, the complex-level fee for the Fund was 0.1639%.

The Fund pays no compensation directly to those of its trustees who are affiliated with the Adviser or to its officers, all of whom receive remuneration for their services to the Fund from the Adviser or its affiliates. The Board has adopted a deferred compensation plan for independent trustees that enables trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from certain Nuveen-advised funds. Under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of select Nuveen-advised funds.

 

  34      Nuveen Investments


Additional

Fund Information (Unaudited)

 

Board of Trustees          
William Adams IV*   Jack B. Evans   William C. Hunter   David J. Kundert   John K. Nelson   William J. Schneider
Thomas S. Schreier, Jr.*   Judith M. Stockdale   Carole E. Stone   Terence J. Toth  

Margaret L. Wolff**

 

 

* Interested Board Member.

 

** Effective February 15, 2016.

 

         

Fund Manager

Nuveen Fund Advisors, LLC

333 West Wacker Drive

Chicago, IL 60606

 

Custodian

State Street Bank
& Trust Company

Boston, MA 02111

 

Legal Counsel

Chapman and Cutler LLP

Chicago, IL 60603

 

Independent Registered
Public Accounting Firm

PricewaterhouseCoopers LLP

Chicago, IL 60606

 

Transfer Agent and
Shareholder Services

State Street Bank
& Trust Company

Nuveen Funds

P.O. Box 43071

Providence, RI 02940-3071

(800) 257-8787

 

 

Distribution Information

The Fund hereby designates its percentage of dividends paid from net ordinary income as dividends qualifying for the 70% dividends received deduction (“DRD”) for corporations and its percentage as qualified dividend income (“QDI”) for individuals under Section 1(h)(11) of the Internal Revenue Code as shown in the accompanying table. The actual qualified dividend income distributions will be reported to shareholders on Form 1099-DIV which will be sent to shareholders shortly after calendar year end.

 

     JCE  

% QDI

    100%   

% DRD

    100%   

Quarterly Form N-Q Portfolio of Investments Information

The Fund is required to file its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. You may obtain this information directly from the SEC. Visit the SEC on-line at http://www.sec.gov or in person at the SEC’s Public Reference Room in Washington, D.C. Call the SEC toll-free at (800) SEC-0330 for room hours and operation.

Nuveen Funds’ Proxy Voting Information

You may obtain (i) information regarding how each fund voted proxies relating to portfolio securities held during the most recent twelve-month period ended June 30, without charge, upon request, by calling Nuveen Investments toll-free at (800) 257-8787 or on Nuveen’s website at www.nuveen.com and (ii) a description of the policies and procedures that each fund used to determine how to vote proxies relating to portfolio securities without charge, upon request, by calling Nuveen Investments toll free at (800) 257-8787. You may also obtain this information directly from the SEC. Visit the SEC on-line at http://www.sec.gov.

 

 

CEO Certification Disclosure

The Fund’s Chief Executive Officer (CEO) has submitted to the New York Stock Exchange (NYSE) the annual CEO certification as required by Section 303A.12(a) of the NYSE Listed Company Manual. The Fund has filed with the SEC the certification of its CEO and Chief Financial Officer required by Section 302 of the Sarbanes-Oxley Act.

 

 

Share Repurchase

The Fund intends to repurchase, through its open-market share repurchase program, shares of its own common stock at such times and in such amounts as is deemed advisable. During the period covered by this report, the Fund repurchased shares of its common stock, as shown in the accompanying table. Any future repurchases will be reported to shareholders in the next annual or semi-annual report.

 

     JCE  

Shares repurchased

      

FINRA BrokerCheck

The Financial Industry Regulatory Authority (FINRA) provides information regarding the disciplinary history of FINRA member firms and associated investment professionals. This information as well as an investor brochure describing FINRA BrokerCheck is available to the public by calling the FINRA BrokerCheck Hotline number at (800) 289-9999 or by visiting www.FINRA.org.

 

Nuveen Investments     35   


Glossary of Terms

Used in this Report

 

n   Average Annual Total Return: This is a commonly used method to express an investment’s performance over a particular, usually multi-year time period. It expresses the return that would have been necessary each year to equal the investment’s actual cumulative performance (including change in NAV or market price and reinvested dividends and capital gains distributions, if any) over the time period being considered.

 

n   Blended Index: A blend of returns consisting of 1) 50% of the S&P 500® Index and 2) 50% of the CBOE S&P 500® Buy/write Index(BXM), which is a passive total return index based on selling the near-term, at-the-money S&P 500® Index (SPX) call option against the S&P 500® Index portfolio each month, on the day the current contract expires. Index returns assume reinvestment of distributions, but do not include the effects of any applicable sales charges or management fees.

 

n   Gross Domestic Product (GDP): The total market value of all final goods and services produced in a country/region in a given year, equal to total consumer, investment and government spending, plus the value of exports, minus the value of imports.

 

n   Net Asset Value (NAV) Per Share: A fund’s Net Assets is equal to its total assets (securities, cash, accrued earnings and receivables) less its total liabilities. NAV per share is equal to the fund’s Net Assets divided by its number of shares outstanding.

 

n   S&P 500® Index: An unmanaged index generally considered representative of the U.S. stock market. Index returns assume reinvestment of distributions, but do not reflect any applicable sales charges or management fees.

 

  36      Nuveen Investments


Reinvest Automatically,

Easily and Conveniently

 

Nuveen makes reinvesting easy. A phone call is all it takes to set up your reinvestment account.

 

 

Nuveen Closed-End Funds Automatic Reinvestment Plan

Your Nuveen Closed-End Fund allows you to conveniently reinvest distributions in additional Fund shares.

By choosing to reinvest, you’ll be able to invest money regularly and automatically, and watch your investment grow through the power of compounding. Just like distributions in cash, there may be times when income or capital gains taxes may be payable on distributions that are reinvested.

It is important to note that an automatic reinvestment plan does not ensure a profit, nor does it protect you against loss in a declining market.

Easy and convenient

To make recordkeeping easy and convenient, each quarter you’ll receive a statement showing your total distributions, the date of investment, the shares acquired and the price per share, and the total number of shares you own.

How shares are purchased

The shares you acquire by reinvesting will either be purchased on the open market or newly issued by the Fund. If the shares are trading at or above net asset value at the time of valuation, the Fund will issue new shares at the greater of the net asset value or 95% of the then-current market price. If the shares are trading at less than net asset value, shares for your account will be purchased on the open market. If the Plan Agent begins purchasing Fund shares on the open market while shares are trading below net asset value, but the Fund’s shares subsequently trade at or above their net asset value before the Plan Agent is able to complete its purchases, the Plan Agent may cease open-market purchases and may invest the uninvested portion of the distribution in newly-issued Fund shares at a price equal to the greater of the shares’ net asset value or 95% of the shares’ market value on the last business day immediately prior to the purchase date. Distributions received to purchase shares in the open market will normally be invested shortly after the distribution payment date. No interest will be paid on distributions awaiting reinvestment. Because the market price of the shares may increase before purchases are completed, the average purchase price per share may exceed the market price at the time of valuation, resulting in the acquisition of fewer shares than if the distribution had been paid in shares issued by the Fund. A pro rata portion of any applicable brokerage commissions on open market purchases will be paid by Plan participants. These commissions usually will be lower than those charged on individual transactions.

Flexible

You may change your distribution option or withdraw from the Plan at any time, should your needs or situation change.

You can reinvest whether your shares are registered in your name, or in the name of a brokerage firm, bank, or other nominee. Ask your investment advisor if his or her firm will participate on your behalf. Participants whose shares are registered in the name of one firm may not be able to transfer the shares to another firm and continue to participate in the Plan.

The Fund reserves the right to amend or terminate the Plan at any time. Although the Fund reserves the right to amend the Plan to include a service charge payable by the participants, there is no direct service charge to participants in the Plan at this time.

Call today to start reinvesting distributions

For more information on the Nuveen Automatic Reinvestment Plan or to enroll in or withdraw from the Plan, speak with your financial advisor or call us at (800) 257-8787.

 

 

Nuveen Investments     37   


Board

Members & Officers (Unaudited)

 

The management of the Funds, including general supervision of the duties performed for the Funds by the Adviser, is the responsibility of the Board of Trustees of the Funds. The number of trustees of the Funds is currently set at eleven. None of the trustees who are not “interested” persons of the Funds (referred to herein as “independent trustees”) has ever been a director or employee of, or consultant to, Nuveen or its affiliates. The names and business addresses of the trustees and officers of the Funds, their principal occupations and other affiliations during the past five years, the number of portfolios each oversees and other directorships they hold are set forth below.

 

                     
Name,
Year of Birth
& Address
   Position(s) Held
with the Funds
   Year First
Elected or
Appointed
and Term(1)
   Principal
Occupation(s)
Including other
Directorships
During Past 5 Years
   Number
of Portfolios
in Fund Complex
Overseen by
Board Member
                     
Independent Board Members:

n  WILLIAM J. SCHNEIDER

         Chairman of Miller-Valentine Partners, a real estate investment company; formerly, Senior Partner and Chief Operating Officer (retired (2004) of Miller-Valentine Group; an owner in several other Miller Valentine entities; Board Member of Med-America Health System, and WDPR Public Radio station; formerly, member, Business Advisory Council, Cleveland Federal Reserve Bank and University of Dayton Business School Advisory Council   

1944

333 W. Wacker Drive

Chicago, IL 60606

   Chairman and Board Member   

    
1996

Class III

          
197
           

 

n  JACK B. EVANS

         President, The Hall-Perrine Foundation, a private philanthropic corporation (since 1996); Director and Chairman, United Fire Group, a publicly held company; formerly, President Pro-Tem of the Board of Regents for the State of Iowa University System; Director, Source Media Group; Life Trustee of Coe College; formerly, Director, Alliant Energy; formerly, Director, Federal Reserve Bank of Chicago; formerly, President and Chief Operating Officer, SCI Financial Group, Inc., a regional financial services firm.   

1948

333 W. Wacker Drive

Chicago, IL 60606

       
Board Member
       
1999
Class III
          
197
           

 

           

 

n  WILLIAM C. HUNTER

         Dean Emeritus, formerly, Dean, Tippie College of Business, University of Iowa (2006-2012); Director (since 2004) of Xerox Corporation; Director (since 2005), and past President (2010-2014) Beta Gamma Sigma, Inc., The International Business Honor Society; Director of Wellmark, Inc. (since 2009); formerly, Dean and Distinguished Professor of Finance, School of Business at the University of Connecticut (2003-2006); previously, Senior Vice President and Director of Research at the Federal Reserve Bank of Chicago (1995-2003); formerly, Director (1997-2007), Credit Research Center at Georgetown University.   

1948

333 W. Wacker Drive

Chicago, IL 60606

       
Board Member
       
2004
Class I
          
197
           

 

           

 

           

 

n  DAVID J. KUNDERT

         Formerly, Director, Northwestern Mutual Wealth Management Company (2006-2013), retired (since 2004) as Chairman, JPMorgan Fleming Asset Management, President and CEO, Banc One Investment Advisors Corporation, and President, One Group Mutual Funds; prior thereto, Executive Vice President, Banc One Corporation and Chairman and CEO, Banc One Investment Management Group; Regent Emeritus, Member of Investment Committee, Luther College; member of the Wisconsin Bar Association; member of Board of Directors and Chair of Investment Committee, Greater Milwaukee Foundation; member of the Board of Directors (Milwaukee), College Possible   

1942

333 W. Wacker Drive

Chicago, IL 60606

       
Board Member
       
2005
Class II
          
197
           

 

 

  38      Nuveen Investments


 

                     
Name,
Year of Birth
& Address
   Position(s) Held
with the Funds
   Year First
Elected or
Appointed(1)
   Principal
Occupation(s)
During Past 5 Years
   Number
of Portfolios
in Fund Complex
Overseen by
Board Member
                     
Independent Board Members (continued):

n  JOHN K. NELSON

         Member of Board of Directors of Core12 LLC (since 2008), a private firm which develops branding, marketing and communications strategies for clients; Director of The Curran Center for Catholic American Studies (since 2009) and The President’s Council, Fordham University (since 2010); formerly, senior external advisor to the financial services practice of Deloitte Consulting LLP (2012- 2014): formerly, Chairman of the Board of Trustees of Marian University (2010 as trustee, 2011-2014 as Chairman); formerly, Chief Executive Officer of ABN AMRO N.V. North America, and Global Head of its Financial Markets Division (2007-2008); prior senior positions held at ABN AMRO include Corporate Executive Vice President and Head of Global Markets-the Americas (2006- 2007), CEO of Wholesale Banking North America and Global Head of Foreign Exchange and Futures Markets (2001-2006), and Regional Commercial Treasurer and Senior Vice President Trading – North America (1996-2001); formerly, Trustee at St. Edmund Preparatory School in New York City.   

1962

333 W. Wacker Drive

Chicago, IL 60606

       
Board Member
       
2013
Class II
          
197
           

 

n  JUDITH M. STOCKDALE

         Board Member, Land Trust Alliance (since 2013) and U.S. Endowment for Forestry and Communities (since 2013); formerly, Executive Director (1994-2012), Gaylord and Dorothy Donnelley Foundation; prior thereto, Executive Director, Great Lakes Protection Fund (1990-1994).   

1947

333 W. Wacker Drive

Chicago, IL 60606

       
Board Member
       
1997
Class I
          
197

n  CAROLE E. STONE

         Director, Chicago Board Options Exchange, Inc. (since 2006); Director, C2 Options Exchange, Incorporated (since 2009); Director, CBOE Holdings, Inc. (since 2010); formerly, Commissioner, New York State Commission on Public Authority Reform (2005-2010).   

1947

333 W. Wacker Drive

Chicago, IL 60606

       
Board Member
       
2007
Class I
          
197

n  TERENCE J. TOTH

         Managing Partner, Promus Capital (since 2008); Director, Fulcrum IT Service LLC (since 2010), Quality Control Corporation (since 2012) and LogicMark LLC (since 2012); formerly, Director, Legal & General Investment Management America, Inc. (2008-2013); formerly, CEO and President, Northern Trust Global Investments (2004-2007): Executive Vice President, Quantitative Management & Securities Lending (2000-2004); prior thereto, various positions with Northern Trust Company (since 1994); member: Chicago Fellowship Board (since 2005), Catalyst Schools of Chicago Board (since 2008) and Mather Foundation Board (since 2012), and chair of its investment committee; formerly, Member, Northern Trust Mutual Funds Board (2005-2007), Northern Trust Global Investments Board (2004-2007), Northern Trust Japan Board (2004-2007), Northern Trust Securities Inc. Board (2003-2007) and Northern Trust Hong Kong Board (1997-2004).   

1959

333 W. Wacker Drive

Chicago, IL 60606

       
Board Member
       
2008
Class II
          
197
           

 

n  MARGARET L. WOLFF

         Member of the Board of Directors (since 2013) of Travelers Insurance Company of Canada and The Dominion of Canada General Insurance Company (each, a part of Travelers Canada, the Canadian operation of The Travelers Companies, Inc.); formerly, Of Counsel, Skadden, Arps, Slate, Meagher & Flom LLP (Mergers & Acquisitions Group) (2005-2014); Member of the Board of Trustees of New York-Presbyterian Hospital (since 2005); Member (since 2004) and Chair (since 2015) of the Board of Trustees of The John A. Hartford Foundation (a philanthropy dedicated to improving the care of older adults); formerly, Member (2005-2015) and Vice Chair (2011-2015) of the Board of Trustees of Mt. Holyoke College.   

1955

333 W. Wacker Drive

Chicago, IL 60606

       
Board Member
       
2016
Class I
          
197
           

 

 

Nuveen Investments     39   


Board Members & Officers (continued)

 

                     
Name,
Year of Birth
& Address
   Position(s) Held
with the Funds
   Year First
Elected or
Appointed(1)
   Principal
Occupation(s)
Including other
Directorships
During Past 5 Years
   Number
of Portfolios
in Fund Complex
Overseen by
Board Member
                     
Interested Board Members:

n  WILLIAM ADAMS IV(2)

         Senior Executive Vice President, Global Structured Products (since 2010); formerly, Executive Vice President, U.S. Structured Products, of Nuveen Investments, Inc. (1999-2010); Co-President of Nuveen Fund Advisors, LLC (since 2011); Executive Vice President of Nuveen Securities, LLC; President (since 2011), formerly, Managing Director (2010-2011) of Nuveen Commodities Asset Management, LLC; Board Member of the Chicago Symphony Orchestra and of Gilda’s Club Chicago.   

1955

333 W. Wacker Drive

Chicago, IL 60606

       
Board Member
       
2013
Class II
          
197
           

 

n  THOMAS S. SCHREIER, JR.(2)

         Vice Chairman, Wealth Management of Nuveen Investments, Inc. (since 2011); Co-President of Nuveen Fund Advisors, LLC; Chairman of Nuveen Asset Management, LLC (since 2011); Co-Chief Executive Officer of Nuveen Securities, LLC (since 2011); Member of Board of Governors and Chairman’s Council of the Investment Company Institute; Director of Allina Health and a member of its Finance, Audit and Investment Committees: formerly, Chief Executive Officer (2000-2010) and Chief Investment Officer (2007-2010) of FAF Advisors, Inc.; formerly, President of First American Funds (2001-2010).   

1962

333 W. Wacker Drive

Chicago, IL 60606

       
Board Member
       
2013
Class III
          
197
           

 

                     
Name,
Year of Birth
& Address
   Position(s) Held
with the Funds
   Year First
Elected or
Appointed(3)
   Principal
Occupation(s)
During Past 5 Years
   Number
of Portfolios
in Fund Complex
Overseen by Officer
                     
Officers of the Funds:

n  GIFFORD R. ZIMMERMAN

         Managing Director (since 2002), and Assistant Secretary of Nuveen Securities, LLC; Managing Director (since 2004) and Assistant Secretary (since 1994) of Nuveen Investments, Inc.; Managing Director (since 2002), Assistant Secretary (since 1997) and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel of Nuveen Asset Management, LLC (since 2011); Managing Director and Assistant Secretary of Symphony Asset Management LLC (since 2003); Vice President and Assistant Secretary of NWQ Investment Management Company, LLC (since 2002), Nuveen Investments Advisers Inc. (since 2002), Santa Barbara Asset Management, LLC (since 2006), and of Winslow Capital Management, LLC, (since 2010); Vice President and Assistant Secretary (since 2013), formerly, Chief Administrative Officer and Chief Compliance Officer (2006-2013) of Nuveen Commodities Asset Management, LLC; Chartered Financial Analyst.   

1956

333 W. Wacker Drive

Chicago, IL 60606

   Chief Administrative Officer        
1988
          
198
           

 

n  CEDRIC H. ANTOSIEWICZ

         Managing Director of Nuveen Securities, LLC. (since 2004); Managing Director of Nuveen Fund Advisors, LLC (since 2014).   

1962

333 W. Wacker Drive

Chicago, IL 60606

       
Vice President
       
2007
          
90

n  MARGO L. COOK

         Senior Executive Vice President of Nuveen Investments, Inc.; Executive Vice President, Investment Services of Nuveen Fund Advisors, LLC (since 2011); Managing Director – Investment Services of Nuveen Commodities Asset Management, LLC (since 2011); Co-Chief Executive Officer (since 2015); previously, Executive Vice President (2013-2015) of Nuveen Securities, LLC; Chartered Financial Analyst.   

1964

333 W. Wacker Drive

Chicago, IL 60606

       
Vice President
       
2009
          
198
           

 

 

  40      Nuveen Investments


 

                     
Name,
Year of Birth
& Address
   Position(s) Held
with the Funds
   Year First
Elected or
Appointed(3)
   Principal
Occupation(s)
During Past 5 Years
   Number
of Portfolios
in Fund Complex
Overseen by Officer
                     
Officers of the Funds (continued):

n  LORNA C. FERGUSON

         Managing Director (since 2004) of Nuveen Investments Holdings, Inc.   

1945

333 W. Wacker Drive

Chicago, IL 60606

       
Vice President
       
1998
          
198

n  STEPHEN D. FOY

         Managing Director (since 2014), formerly, Senior Vice President (2013-2014) and Vice President (2005-2013) of Nuveen Fund Advisors, LLC; Chief Financial Officer of Nuveen Commodities Asset Management, LLC (since 2010); Certified Public Accountant.   

1954

333 W. Wacker Drive

Chicago, IL 60606

   Vice President
and Controller
       
1998
          
198

n  SHERRI A. HLAVACEK

         Executive Vice President (since May 2015, formerly, Managing Director) and Controller of Nuveen Fund Advisors, LLC; Managing Director and Controller of Nuveen Commodities Asset Management, LLC; Executive Vice President (since May 2015, formerly, Managing Director), Treasurer and Controller of Nuveen Asset Management, LLC; Executive Vice President, Principal Financial Officer (since July 2015, formerly, Managing Director), Treasurer and Corporate Controller of Nuveen Investments, Inc.; Executive Vice President (since May 2015, formerly, Managing Director), Treasurer and Corporate Controller of Nuveen Investments Advisers Inc. and Nuveen Investments Holdings, Inc.; Managing Director, Chief Financial Officer and Corporate Controller of Nuveen Securities, LLC; Vice President, Controller and Treasurer of NWQ Investment Management Company, LLC; Vice President and Controller of Santa Barbara Asset Management, LLC, Tradewinds Global Investors, LLC, Symphony Asset Management LLC and Winslow Capital Management, LLC; Certified Public Accountant.   

1962

333 W. Wacker Drive

Chicago, IL 60606

   Vice President
and Treasurer
       
2015
          
198
           

 

n  WALTER M. KELLY

         Senior Vice President (since 2008) of Nuveen Investment Holdings, Inc.   

1970

333 W. Wacker Drive

Chicago, IL 60606

   Chief Compliance Officer and Vice President        
2003
          
198

n  TINA M. LAZAR

         Senior Vice President of Nuveen Investments Holdings, Inc. and Nuveen Securities, LLC.   

1961

333 W. Wacker Drive

Chicago, IL 60606

       
Vice President
       
2002
          
198

n  KEVIN J. MCCARTHY

         Managing Director and Assistant Secretary (since 2008), Nuveen Securities, LLC; Managing Director (since 2008), Assistant Secretary since 2007) and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel (since 2011) of Nuveen Asset Management, LLC; Managing Director and Assistant Secretary, Nuveen Investments, Inc.; Vice President (since 2007) and Assistant Secretary of Nuveen Investments Advisers Inc., NWQ Investment Management Company, LLC, Symphony Asset Management LLC, Santa Barbara Asset Management, LLC, and of Winslow Capital Management, LLC. (since 2010); Vice President and Secretary (since 2010) of Nuveen Commodities Asset Management, LLC.   

1966

333 W. Wacker Drive

Chicago, IL 60606

   Vice President
and Secretary
       
2007
          
198
           

 

n  KATHLEEN L.  PRUDHOMME

         Managing Director, Assistant Secretary and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel (since 2011) of Nuveen Asset Management, LLC; Managing Director and Assistant Secretary (since 2011) of Nuveen Securities, LLC; formerly, Deputy General Counsel, FAF Advisors, Inc. (2004-2010).   

1953

901 Marquette Avenue

Minneapolis, MN 55402

   Vice President
and Assistant
Secretary
       
2011
          
198
           

 

 

Nuveen Investments     41   


Board Members & Officers (continued)

 

                     
Name,
Year of Birth
& Address
   Position(s) Held
with the Funds
   Year First
Elected or
Appointed(3)
   Principal
Occupation(s)
During Past 5 Years
   Number
of Portfolios
in Fund Complex
Overseen by Officer
                     
Officers of the Funds (continued):

n  JOEL T. SLAGER

         Fund Tax Director for Nuveen Funds (since 2013); previously, Vice President of Morgan Stanley Investment Management, Inc., Assistant Treasurer of the Morgan Stanley Funds (from 2010 to 2013).   

1978

333 W. Wacker Drive

Chicago, IL 60606

   Vice President and Assistant Secretary        
2013
          
198

 

(1) The Board Members serve three year terms. The Board of Trustees is divided into three classes. Class I, Class II, and Class III, with each being elected to serve until the third succeeding annual shareholders’ meeting subsequent to its election or thereafter in each case when its respective successors are duly elected or appointed. The first year elected or appointed represents the year in which the board member was first elected or appointed to any fund in the Nuveen Complex.
(2) “Interested person” as defined in the 1940 Act, by reason of his position with Nuveen Investments, Inc. and certain of its subsidiaries, which are affiliates of the Nuveen Funds.
(3) Officers serve one year terms through August of each year. The year first elected or appointed represents the year in which the Officer was first elected or appointed to any fund in the Nuveen Complex.

 

  42      Nuveen Investments


Notes

 

 

Nuveen Investments     43   


LOGO

 

    

 

     
           

 

           
  Nuveen Investments:   
     Serving Investors for Generations   
    

 

     Since 1898, financial advisors and their clients have relied on Nuveen Investments to provide dependable investment solutions through continued adherence to proven, long-term investing principles. Today, we offer a range of high quality equity and fixed-income solutions designed to be integral components of a well-diversified core portfolio.   
       

 

       

Focused on meeting investor needs.

 

Nuveen Investments provides high-quality investment services designed to help secure the long-term goals of institutional and individual investors as well as the consultants and financial advisors who serve them. Nuveen Investments markets a wide range of specialized investment solutions which provide investors access to capabilities of its high-quality boutique investment affiliates—Nuveen Asset Management, Symphony Asset Management, NWQ Investment Management Company, Santa Barbara Asset Management, Tradewinds Global Investors, Winslow Capital Management and Gresham Investment Management. In total, Nuveen Investments managed approximately $225 billion as of December 31, 2015.

  
    

 

     
       

Find out how we can help you.

 

To learn more about how the products and services of Nuveen Investments may be able to help you meet your financial goals, talk to your financial advisor, or call us at (800) 257-8787. Please read the information provided carefully before you invest. Investors should consider the investment objective and policies, risk considerations, charges and expenses of any investment carefully. Where applicable, be sure to obtain a prospectus, which contains this and other relevant information. To obtain a prospectus, please contact your securities representative or Nuveen Investments, 333 W. Wacker Dr., Chicago, IL 60606. Please read the prospectus carefully before you invest or send money.

 

Learn more about Nuveen Funds at: www.nuveen.com/cef

  

 

                 

Distributed by    Nuveen Securities, LLC    |    333 West Wacker Drive    |    Chicago, IL 60606    |    www.nuveen.com/cef

 

EAN-I-1215D        14099-INV-Y-02/17


ITEM 2. CODE OF ETHICS.

As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. There were no amendments to or waivers from the Code during the period covered by this report. The registrant has posted the code of ethics on its website at www.nuveen.com/CEF/Shareholder/FundGovernance.aspx. (To view the code, click on Code of Conduct.)

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

The registrant’s Board of Directors or Trustees (“Board”) determined that the registrant has at least one “audit committee financial expert” (as defined in Item 3 of Form N-CSR) serving on its Audit Committee. The registrant’s audit committee financial experts are Carole E. Stone and Jack B. Evans, who are “independent” for purposes of Item 3 of Form N-CSR.

Ms. Stone served for five years as Director of the New York State Division of the Budget. As part of her role as Director, Ms. Stone was actively involved in overseeing the development of the State’s operating, local assistance and capital budgets, its financial plan and related documents; overseeing the development of the State’s bond-related disclosure documents and certifying that they fairly presented the State’s financial position; reviewing audits of various State and local agencies and programs; and coordinating the State’s system of internal audit and control. Prior to serving as Director, Ms. Stone worked as a budget analyst/examiner with increasing levels of responsibility over a 30 year period, including approximately five years as Deputy Budget Director. Ms. Stone has also served as Chair of the New York State Racing Association Oversight Board, as Chair of the Public Authorities Control Board, as a Commissioner on the New York State Commission on Public Authority Reform and as a member of the Boards of Directors of several New York State public authorities. These positions have involved overseeing operations and finances of certain entities and assessing the adequacy of project/entity financing and financial reporting. Currently, Ms. Stone is on the Board of Directors of CBOE Holdings, Inc., of the Chicago Board Options Exchange, and of C2 Options Exchange. Ms. Stone’s position on the boards of these entities and as a member of both CBOE Holdings’ Audit Committee and its Finance Committee has involved, among other things, the oversight of audits, audit plans and preparation of financial statements.

Mr. Evans was formerly President and Chief Operating Officer of SCI Financial Group, Inc., a full service registered broker-dealer and registered investment adviser (“SCI”). As part of his role as President and Chief Operating Officer, Mr. Evans actively supervised the Chief Financial Officer (the “CFO”) and actively supervised the CFO’s preparation of financial statements and other filings with various regulatory authorities. In such capacity, Mr. Evans was actively involved in the preparation of SCI’s financial statements and the resolution of issues raised in connection therewith. Mr. Evans has also served on the audit committee of various reporting companies. At such companies, Mr. Evans was involved in the oversight of audits, audit plans, and the preparation of financial statements. Mr. Evans also formerly chaired the audit committee of the Federal Reserve Bank of Chicago.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

NUVEEN CORE EQUITY ALPHA FUND

The following tables show the amount of fees that PricewaterhouseCoopers LLP, the Fund’s auditor, billed to the Fund during the Fund’s last two full fiscal years. For engagements with PricewaterhouseCoopers LLP the Audit Committee approved in advance all audit services and non-audit services that PricewaterhouseCoopers LLP provided to the Fund, except for those non-audit services that were subject to the pre-approval exception under Rule 2-01 of Regulation S-X (the “pre-approval exception”). The pre-approval exception for services provided directly to the Fund waives the pre-approval requirement for services other than audit, review or attest services if: (A) the aggregate amount of all such services provided constitutes no more than 5% of the total amount of revenues paid by the Fund to its accountant during the fiscal year in which the services are provided; (B) the Fund did not recognize the services as non-audit services at the time of the engagement; and (C) the services are promptly brought to the Audit Committee’s attention, and the Committee (or its delegate) approves the services before the audit is completed.

The Audit Committee has delegated certain pre-approval responsibilities to its Chairman (or, in his absence, any other member of the Audit Committee).

SERVICES THAT THE FUND’S AUDITOR BILLED TO THE FUND

 

Fiscal Year Ended

  Audit Fees Billed
to Fund 1
    Audit-Related Fees
Billed to Fund 2
    Tax Fees
Billed to Fund 3
    All Other Fees
Billed to Fund 4
 

December 31, 2015

  $ 31,460      $ 687      $ 2,170      $ 0   
 

 

 

   

 

 

   

 

 

   

 

 

 
       

Percentage approved pursuant to pre-approval exception

    0     0     0     0
 

 

 

   

 

 

   

 

 

   

 

 

 
       

December 31, 2014

  $ 30,640      $ 0      $ 810      $ 0   
 

 

 

   

 

 

   

 

 

   

 

 

 
       

Percentage approved pursuant to pre-approval exception

    0     0     0     0
 

 

 

   

 

 

   

 

 

   

 

 

 

 

1 “Audit Fees” are the aggregate fees billed for professional services for the audit of the Fund’s annual financial statements and services provided in connection with statutory and regulatory filings or engagements.

2 “Audit Related Fees” are the aggregate fees billed for assurance and related services reasonably related to the performance of the audit or review of financial statements that are not reported under “Audit Fees”. These fees include offerings related to the Fund’s common shares and leverage.

3 “Tax Fees” are the aggregate fees billed for professional services for tax advice, tax compliance, and tax planning. These fees include: all global withholding tax services; excise and state tax reviews; capital gain, tax equalization and taxable basis calculation performed by the principal accountant.

4 “All Other Fees” are the aggregate fees billed for products and services other than “Audit Fees”, “Audit-Related Fees” and “Tax Fees”. These fees represent all “Agreed-Upon Procedures” engagements pertaining to the Fund’s use of leverage.

SERVICES THAT THE FUND’S AUDITOR BILLED TO THE

ADVISER AND AFFILIATED FUND SERVICE PROVIDERS

The following tables show the amount of fees billed by PricewaterhouseCoopers LLP to Nuveen Fund Advisors, LLC (formerly Nuveen Fund Advisors, Inc.) (the “Adviser”), and any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund (“Affiliated Fund Service Provider”), for engagements directly related to the Fund’s operations and financial reporting, during the Fund’s last two full fiscal years.


The tables also show the percentage of fees subject to the pre-approval exception. The pre-approval exception for services provided to the Adviser and any Affiliated Fund Service Provider (other than audit, review or attest services) waives the pre-approval requirement if: (A) the aggregate amount of all such services provided constitutes no more than 5% of the total amount of revenues paid to PricewaterhouseCoopers LLP by the Fund, the Adviser and Affiliated Fund Service Providers during the fiscal year in which the services are provided that would have to be pre-approved by the Audit Committee; (B) the Fund did not recognize the services as non-audit services at the time of the engagement; and (C) the services are promptly brought to the Audit Committee’s attention, and the Committee (or its delegate) approves the services before the Fund’s audit is completed.

 

Fiscal Year Ended

  Audit-Related Fees
    Billed to Adviser and    
Affiliated Fund Service
Providers
        Tax Fees Billed to    
Adviser and
Affiliated Fund
Service Providers
    All Other Fees
Billed to Adviser
    and Affiliated Fund    
Service Providers
 

December 31, 2015

  $ 0      $ 0      $ 0   
 

 

 

   

 

 

   

 

 

 
     

Percentage approved pursuant to pre-approval exception

    0     0     0
 

 

 

   

 

 

   

 

 

 
     

December 31, 2014

  $ 0      $ 0      $ 0   
 

 

 

   

 

 

   

 

 

 
     

Percentage approved pursuant to pre-approval exception

    0     0     0
 

 

 

   

 

 

   

 

 

 


NON-AUDIT SERVICES

The following table shows the amount of fees that PricewaterhouseCoopers LLP billed during the Fund’s last two full fiscal years for non-audit services. The Audit Committee is required to pre-approve non-audit services that PricewaterhouseCoopers LLP provides to the Adviser and any Affiliated Fund Services Provider, if the engagement related directly to the Fund’s operations and financial reporting (except for those subject to the pre-approval exception described above). The Audit Committee requested and received information from PricewaterhouseCoopers LLP about any non-audit services that PricewaterhouseCoopers LLP rendered during the Fund’s last fiscal year to the Adviser and any Affiliated Fund Service Provider. The Committee considered this information in evaluating PricewaterhouseCoopers LLP’s independence.

 

Fiscal Year Ended

      Total Non-Audit Fees    
Billed to Fund
    Total Non-Audit Fees
billed to Adviser and
Affiliated Fund Service
     Providers (engagements    
related directly to the
operations and financial
reporting of the Fund)
    Total Non-Audit Fees
billed to Adviser and
    Affiliated Fund Service     
Providers (all other
engagements)
            Total          

December 31, 2015

  $ 2,170      $ 0      $ 0      $ 2,170   

December 31, 2014

  $ 810      $ 0      $ 0      $ 810   

“Non-Audit Fees billed to Fund” for both fiscal year ends represent “Tax Fees” and “All Other Fees” billed to Fund in their respective amounts from the previous table.

Less than 50 percent of the hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

Audit Committee Pre-Approval Policies and Procedures. Generally, the Audit Committee must approve (i) all non-audit services to be performed for the Fund by the Fund’s independent accountants and (ii) all audit and non-audit services to be performed by the Fund’s independent accountants for the Affiliated Fund Service Providers with respect to operations and financial reporting of the Fund. Regarding tax and research projects conducted by the independent accountants for the Fund and Affiliated Fund Service Providers (with respect to operations and financial reports of the Fund) such engagements will be (i) pre-approved by the Audit Committee if they are expected to be for amounts greater than $10,000; (ii) reported to the Audit Committee chairman for his verbal approval prior to engagement if they are expected to be for amounts under $10,000 but greater than $5,000; and (iii) reported to the Audit Committee at the next Audit Committee meeting if they are expected to be for an amount under $5,000.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

The registrant’s Board has a separately designated Audit Committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended (15 U.S.C. 78c(a)(58)(A)). The members of the audit committee are Jack B. Evans, David J. Kundert, John K. Nelson, Carole E. Stone and Terence J. Toth.

ITEM 6. SCHEDULE OF INVESTMENTS.

(a) See Portfolio of Investments in Item 1.

(b) Not applicable.


ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Nuveen Fund Advisors, LLC, (“NFALLC”) is the registrant’s investment adviser (NFALLC is also referred to as the “Adviser”). NFALLC is responsible for the selection and on-going monitoring of the Fund’s investment portfolio, managing the Fund’s business affairs and providing certain clerical, bookkeeping and administrative services. The Adviser has engaged INTECH Investment Management LLC (“INTECH”) and Nuveen Asset Management, LLC (“Nuveen Asset Management”) (INTECH and Nuveen Asset Management are also collectively referred to as “Sub-Advisers”), as Sub-Advisers to provide discretionary investment advisory services. As part of these services, the Adviser has also delegated to the Sub-Adviser the full responsibility for proxy voting on securities held in its portfolio and related duties in accordance with the Sub-Adviser’s policy and procedures. The Adviser periodically will monitor the Sub-Adviser’s voting to ensure that it is carrying out its duties. Each Sub-Adviser’s proxy voting policies and procedures are attached to this filing as an exhibit and incorporated herein by reference or summarized below.

INTECH

The Fund is responsible for voting proxies on securities held in its portfolio. When the Fund receives a proxy, the decision regarding how to vote such proxy will be made by INTECH in accordance with its proxy voting procedures.

INTECH has engaged Institutional Shareholder Services Inc. (“ISS”), to vote all Fund proxies in accordance with ISS’ Benchmark Proxy Voting Guidelines (“ISS Recommendations”). INTECH has engaged the services of the Janus Securities Operations Group to oversee ISS in the administration of its proxy voting. INTECH has adopted procedures and controls to avoid conflicts of interest that may arise in connection with proxy voting.

In light of such procedures and controls, it is not expected that any conflicts will arise in the proxy voting process. In the unusual circumstance that a particular proxy vote may present a potential conflict, the matter shall be referred to INTECH’s Proxy Review Group, which is composed of INTECH’s Chief Operating Officer & General Counsel, Chief Financial Officer and Chief Compliance Officer. To the extent that a conflict of interest is identified, INTECH will vote the proxy according to the ISS recommendation unless otherwise determined by the Proxy Review Group and INTECH will report the resolution of the vote to the Fund’s Proxy Voting Committee.


ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Nuveen Fund Advisors, LLC (“NFALLC”) is the registrant’s investment adviser (NFALLC is also referred to as the “Adviser”). NFALLC is responsible for the selection and on-going monitoring of the Fund’s investment portfolio, managing the Fund’s business affairs and providing certain clerical, bookkeeping and administrative services. The Adviser has engaged INTECH Investment Management LLC (“INTECH”) and Nuveen Asset Management, LLC (“Nuveen Asset Management”) (INTECH and Nuveen Asset Management are also collectively referred to as “Sub-Advisers”), as Sub-Advisers to provide discretionary investment advisory services. The following section provides information on the portfolio managers at each Sub-Adviser:

Nuveen Asset Management

 

Item 8(a)(1). PORTFOLIO MANAGER BIOGRAPHIES

Mr. Hembre, Managing Director of Nuveen Asset Management, entered the financial services industry in 1992. He joined Nuveen Asset Management, LLC in January 2011 following the firm’s acquisition of a portion of the asset management business of FAF Advisors, Inc. (“FAF Advisors”) and currently serves as Nuveen Asset Management’s Chief Economist and Chief Investment Strategist. Mr. Hembre previously served in various positions with FAF Advisors since 1997 where he headed the team that managed the firm’s asset allocation, international equity, quantitative equity, and index products and most recently also served as Chief Economist and Chief Investment Strategist.

Mr. Friar, Senior Vice President (since 2014) and Portfolio Manager (since 2011) of Nuveen Asset Management, entered the financial services industry in 1998. He joined Nuveen Asset Management in January 2011 following the firm’s acquisition of a portion of the asset management business of FAF Advisors. Mr. Friar previously served in various positions with FAF Advisors since 1999 where he served as a member of FAF’s Performance Measurement group.

 

Item 8(a)(2). OTHER ACCOUNTS MANAGED BY PORTFOLIO MANAGERS

In addition to the Fund, as of December 31, 2015, the portfolio managers are also primarily responsible for the day-to-day portfolio management of the following accounts:

 

    

(ii) Number of Other Accounts Managed

and Assets by Account Type

    

(iii) Number of Other Accounts and

Assets for Which Advisory Fee is

Performance-Based

 

(i) Name of Portfolio Manager

   Other
Registered
Investment
Companies
     Other Pooled
Investment
Vehicles
     Other
Accounts
     Other
Registered
Investment

Companies
     Other
Pooled
Investment
Vehicles
     Other
Accounts
 

Keith Hembre

     10      $ 2.61 billion         0      $ 0         5      $ 47.3 million         N/A        N/A         N/A   

David Friar

     9      $ 3.46 billion         0      $ 0         8      $ 471 million         N/A        N/A         N/A   
               1   $ 285 million            

 

* Other Accounts-overlay strategies – The portfolio manager is responsible for the management of overlay strategies employed by this account that use derivative instruments either to obtain, offset or substitute for certain portfolio exposures beyond those provided by the account’s underlying portfolios.


POTENTIAL MATERIAL CONFLICTS OF INTEREST

Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one account. More specifically, portfolio managers who manage multiple accounts are presented a number of potential conflicts, including, among others, those discussed below.

The management of multiple accounts may result in a portfolio manager devoting unequal time and attention to the management of each account. Nuveen Asset Management seeks to manage such competing interests for the time and attention of portfolio managers by having portfolio managers focus on a particular investment discipline. Most accounts managed by a portfolio manager in a particular investment strategy are managed using the same investment models.

If a portfolio manager identifies a limited investment opportunity which may be suitable for more than one account, an account may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible accounts. To deal with these situations, Nuveen Asset Management has adopted procedures for allocating limited opportunities across multiple accounts.

With respect to many of its clients’ accounts, Nuveen Asset Management determines which broker to use to execute transaction orders, consistent with its duty to seek best execution of the transaction. However, with respect to certain other accounts, Nuveen Asset Management may be limited by the client with respect to the selection of brokers or may be instructed to direct trades through a particular broker. In these cases, Nuveen Asset Management may place separate, non-simultaneous, transactions for a Fund and other accounts which may temporarily affect the market price of the security or the execution of the transaction, or both, to the detriment of the Fund or the other accounts.

Some clients are subject to different regulations. As a consequence of this difference in regulatory requirements, some clients may not be permitted to engage in all the investment techniques or transactions or to engage in these transactions to the same extent as the other accounts managed by the portfolio manager. Finally, the appearance of a conflict of interest may arise where Nuveen Asset Management has an incentive, such as a performance-based management fee, which relates to the management of some accounts, with respect to which a portfolio manager has day-to-day management responsibilities.


Nuveen Asset Management has adopted certain compliance procedures which are designed to address these types of conflicts common among investment managers. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.

 

Item 8(a)(3). FUND MANAGER COMPENSATION

Portfolio manager compensation consists primarily of base pay, an annual cash bonus and long term incentive payments.

Base pay. Base pay is determined based upon an analysis of the portfolio manager’s general performance, experience, and market levels of base pay for such position.

Annual cash bonus. The Fund’s portfolio managers are eligible for an annual cash bonus based on investment performance, qualitative evaluation and financial performance of Nuveen Asset Management.

A portion of each portfolio manager’s annual cash bonus is based on the Fund’s pre-tax investment performance, generally measured over the past one- and three or five-year periods unless the portfolio manager’s tenure is shorter. Investment performance for the Fund generally is determined by evaluating the Fund’s performance relative to its benchmark(s) and/or Lipper industry peer group.

A portion of the cash bonus is based on a qualitative evaluation made by each portfolio manager’s supervisor taking into consideration a number of factors, including the portfolio manager’s team collaboration, expense management, support of personnel responsible for asset growth, and his or her compliance with Nuveen Asset Management‘s policies and procedures.

The final factor influencing a portfolio manager’s cash bonus is the financial performance of Nuveen Asset Management based on its operating earnings.

Long-term incentive compensation. Certain key employees of Nuveen Investments and its affiliates, including certain portfolio managers participate in a Long-Term Performance Plan designed to provide compensation opportunities that links a portion of each participant’s compensation to Nuveen Investments’ financial and operational performance. In addition, certain key employees of Nuveen Asset Management, including certain portfolio managers, have received profits interests in Nuveen Asset Management which entitle their holders to participate in the firm’s growth over time.

There are generally no differences between the methods used to determine compensation with respect to the Fund and the Other Accounts shown in the table above.

 

Item 8(a)(4). OWNERSHIP OF JCE SECURITIES AS OF DECEMBER 31, 2015

 

Name of Portfolio

Manager

   None    $1 -
$10,000
         $10,001-      
$50,000
         $50,001-      
$100,000
   $100,001-
$500,000
   $500,001-
$1,000,000
   Over $1,000,000

Keith Hembre

   X                  

David Friar

   X                  


INTECH

 

Item 8(a)(1). PORTFOLIO MANAGER BIOGRAPHIES

A team of investment professionals consisting of Dr. Adrian Banner, Dr. Vassilios Papathanakos, Dr. Phillip Whitman, and Joseph Runnels works together to implement the mathematical portfolio management process.

Adrian Banner, Ph.D., is chief executive officer and chief investment officer of INTECH. Dr. Banner was named chief executive officer in November 2012 and concurrently is the firm’s chief investment officer, a position he has held since January 2012. Previously, Dr. Banner was co-chief investment officer beginning January 2009, senior investment officer from September 2007 to January 2009, and joined INTECH in August 2002 as director of research. Since that time, Dr. Banner has been an integral part of the firm’s Princeton-based research team. Dr. Banner has extensive knowledge of INTECH’s trading systems, optimization programs and research initiatives, both on an operational and theoretical basis. Dr. Banner supervises the implementation of the portfolio optimization, management, and trading processes. He conducts mathematical research on the investment process and reviews and recommends improvements. Dr. Banner earned his Ph.D. in mathematics from Princeton University and his M.Sc. and B.Sc., also in mathematics, from the University of New South Wales, Australia.

Vassilios Papathanakos, Ph.D., is executive vice president and deputy chief investment officer of INTECH. He was named executive vice president in January 2014 and deputy chief investment officer in November 2012. Prior to that, he was the firm’s director of research since July 2007, and joined INTECH in October 2006 as associate director of research. Dr. Papathanakos is jointly responsible, with Dr. Banner, for the day-to-day implementation of INTECH’s investment process and trading operations. Dr. Papathanakos received his Ph.D. in Physics from Princeton University in November 2006 and earned a B.S. in Physics from the University of Ioannina, Greece, in July 2001. Dr. Papathanakos has also accumulated a long teaching experience, instructing courses in all undergraduate and graduate levels, assisting in the development of new courses and coaching new teaching assistants.

Phillip Whitman, Ph.D., became portfolio manager in January 2015. Before that, he was Director of Research since November 2012 and previously Associate Director of Research since joining INTECH in November 2010. Prior to that, Dr. Whitman was enrolled in the Ph.D. program (mathematics) at Princeton University from 2005 through November 2010, where he also served as a Course Instructor and Assistant Instructor for Multivariable Calculus in 2008 and 2009, respectively.

Joseph W. Runnels, CFA, has been vice president of portfolio management at INTECH since March 2003 and joined the firm in 1998. Mr. Runnels holds a B.S. in Business Administration from Murray State University.


No one person of the investment team is primarily responsible for implementing the investment strategy of the portion of the Nuveen Core Equity Alpha Fund allocated to INTECH.

 

Item 8(a)(2). OTHER ACCOUNTS MANAGED BY PORTFOLIO MANAGERS

In addition to managing the Equity Portfolio, Dr. Banner is also primarily responsible for the day-to-day portfolio management of the following accounts. Information is provided as of December 31, 2015, unless otherwise indicated:

 

Type of Account Managed

   Number of Accounts      Assets  

Registered Investment Company*

     9       $ 2,802,671,358   

Other Pooled Investment**

     40       $ 8,532,368,943   

Other Accounts***

     153       $ 36,276,830,428   

In addition to managing the Equity Portfolio, Dr. Papathanakos is also primarily responsible for the day-to-day portfolio management of the following accounts. Information is provided as of December 31, 2015, unless otherwise indicated:

 

Type of Account Managed

   Number of Accounts      Assets  

Registered Investment Company*

     9       $ 2,802,671,358   

Other Pooled Investment**

     40       $ 8,532,368,943   

Other Accounts***

     153       $ 36,276,830,428   

In addition to managing the Equity Portfolio, Mr. Runnels is also primarily responsible for the day-to-day portfolio management of the following accounts. Information is provided as of December 31, 2015, unless otherwise indicated:

 

Type of Account Managed

   Number of Accounts      Assets  

Registered Investment Company*

     9       $ 2,802,671,358   

Other Pooled Investment**

     40       $ 8,532,368,943   

Other Accounts***

     153       $ 36,276,830,428   

In addition to managing the Equity Portfolio, Dr. Whitman is also primarily responsible for the day-to-day portfolio management of the following accounts. Information is provided as of December 31, 2015, unless otherwise indicated:

 

Type of Account Managed

   Number of Accounts      Assets  

Registered Investment Company*

     9       $ 2,802,671,358   

Other Pooled Investment**

     40       $ 8,532,368,943   

Other Accounts***

     153       $ 36,276,830,428   

 

* 1 of the accounts included in the total, consisting of $621,055,998 of the total assets in the category, has performance-based advisory fees.
** 5 of the accounts included in the total, consisting of $2,711,945,115 of the total assets in the category, have performance-based advisory fees.
*** 44 of the accounts included in the total, consisting of $14,480,735,842 of the total assets in the category, have performance-based advisory fees.


Material Conflicts of Interest. Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one account. More specifically, a portfolio manager who manages multiple accounts is presented with the following potential conflicts:

 

    The management of multiple accounts may result in a portfolio manager devoting unequal time and attention to the management of each account. INTECH believes its mathematical investment process and the procedures it has in place are reasonably designed to mitigate these potential conflicts and risks. Specifically, INTECH’s mathematical investment process significantly removes investment discretion.

 

    If a portfolio manager identifies a limited investment opportunity that may be suitable for more than one account, an account may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible accounts. For INTECH, all allocations are based on computer-generated target weightings and trades occur simultaneously for all accounts on a rotating basis. Before submission for execution, trades are reviewed by the trader for errors or discrepancies. Trades are submitted to designated brokers in a single electronic file at one time during the day, pre-allocated to individual clients. In the event that an aggregated order is not completely filled, executed shares are allocated to participating client accounts in proportion to the order.

 

    INTECH has an established procedure for the selection, approval, management and annual review of broker relationships. INTECH gives primary consideration to obtaining the most favorable price and efficient execution. INTECH may, however, pay a higher commission than would otherwise be necessary for a particular transaction when, in INTECH’s opinion, to do so would further the goal of obtaining the best available execution. INTECH does not participate in soft dollar or directed brokerage commission arrangements and will not accept directed brokerage instructions. INTECH has a policy of paying commissions for execution services only and does not purchase research or other services from or through brokers using commissions.

 

    The Fund is subject to different regulation than the other pooled investment vehicles and other accounts managed by the portfolio manager. As a consequence of this difference in regulatory requirements, the Fund may not be permitted to engage in all the investment techniques or transactions or to engage in these transactions to the same extent as the other accounts managed by the portfolio manager. INTECH’s mathematical investment process may result in situations in which some of its clients may sell securities when other clients purchase the same securities at or about the same time. In an attempt to reduce the likelihood of the orders matching up in the market and in an effort to maintain the confidentiality of INTECH’s trading activities for purposes of improved execution, INTECH isolates its sale orders from its purchase orders with different brokers handling each order.


INTECH has adopted certain compliance procedures that are designed to address these types of conflicts common among investment managers. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.

 

Item 8(a)(3). FUND MANAGER COMPENSATION

Salary and Cash Bonus. With respect to INTECH, as of December 31, 2015, the compensation structure of the investment personnel is determined by INTECH and is summarized below.

For managing the Fund and all other accounts, the investment personnel receive base pay in the form of a fixed annual salary paid and a cash bonus as determined by INTECH, which is based on overall corporate performance and each individual’s contributions.

Long-Term Incentive Compensation. Investment personnel that are part owners of INTECH, also receive compensation by virtue of their ownership interest in INTECH. They may elect to defer payment of a designated percentage of their fixed compensation and/or up to all of their variable compensation in accordance with Janus Capital Group Inc.’s Executive Income Deferral Program.

 

Item 8(a)(4). OWNERSHIP OF JCE SECURITIES AS OF DECEMBER 31, 2015

 

Name of Portfolio Manager

   None    $1 -
$10,000
         $10,001-      
$50,000
         $50,001-      
$100,000
   $100,001-
$500,000
   $500,001-
$1,000,000
   Over $1,000,000

Dr. Banner

   X                  

Dr. Papathanakos

   X                  

Mr. Runnels

   X                  

Dr. Whitman

   X                  


ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board implemented after the registrant last provided disclosure in response to this Item.

ITEM 11. CONTROLS AND PROCEDURES.

 

  (a) The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15 (b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (17 CFR 240.13a-15(b) or 240.15d-15 (b)).

 

  (b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.


ITEM 12. EXHIBITS.

File the exhibits listed below as part of this Form.

(a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Not applicable because the code is posted on registrant’s website at www.nuveen.com/CEF/Shareholder/FundGovernance.aspx and there were no amendments during the period covered by this report. (To view the code, click on Code of Conduct.)

(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the 1940 Act (17 CFR 270.30a-2(a)) in the exact form set forth below: Ex-99.CERT Attached hereto.

(a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the 1940 Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.

(b) If the report is filed under Section 13(a) or 15(d) of the Exchange Act, provide the certifications required by Rule 30a-2(b) under the 1940 Act (17 CFR 270.30a-2(b)); Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)), and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished pursuant to this paragraph will not be deemed “filed” for purposes of Section 18 of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. Ex-99.906 CERT attached hereto.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant) Nuveen Core Equity Alpha Fund

 

By (Signature and Title)   

/s/ Kevin J. McCarthy

  
   Kevin J. McCarthy   
   Vice President and Secretary   
Date: March 9, 2016   

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By (Signature and Title)   

/s/ Gifford R. Zimmerman

  
   Gifford R. Zimmerman   
   Chief Administrative Officer   
   (principal executive officer)   
Date: March 9, 2016   
By (Signature and Title)   

/s/ Stephen D. Foy

  
   Stephen D. Foy   
   Vice President and Controller   
   (principal financial officer)   
Date: March 9, 2016