DEALER AGREEMENT Nuveen Securities, LLCDealer Agreement • July 18th, 2018 • Nuveen Dow 30sm Dynamic Overwrite Fund
From time to time Nuveen Securities, LLC (the “Manager”, “we” or “us”) will act as manager of registered at-the-market offerings by [FUND], a Massachusetts business trust (the “Fund”), of the Fund’s common stock, par value $0.01 per share (the “Common Stock”). In the case of such offerings, the Fund has agreed with the Manager to issue and sell through or to the Manager, as sales agent and/or principal, a certain number of shares of the Fund’s Common Stock.
FUND] Chicago, Illinois 60606Distribution Agreement • July 18th, 2018 • Nuveen Dow 30sm Dynamic Overwrite Fund
[FUND] is a Massachusetts business trust operating as a closed-end management investment company (hereinafter referred to as the “Fund”). The Fund has filed a registration statement on Form N-2 (File Nos. 333-XXXXXX and 811-XXXXX) (the “Registration Statement”) pursuant to the Investment Company Act of 1940, as amended, and the Securities Act of 1933, as amended, to register additional common shares of the Fund, which may be issued and sold from time to time through various specified transactions, including at-the-market (“ATM”) offerings.
Transfer Agency and Service Agreement Between Each of the Nuveen Closed-End Investment Companies Listed on Schedule A Attached Hereto and Computershare Inc. and Computershare Trust Company, N.A.Transfer Agency and Service Agreement • July 18th, 2018 • Nuveen Dow 30sm Dynamic Overwrite Fund • New York
THIS TRANSFER AGENCY AND SERVICE AGREEMENT, effective as of June 15, 2017 (“Effective Date”), is by and between each of the Nuveen closed-end investment companies listed on Schedule A attached hereto, as may be amended from time to time (“Schedule A”) (each such investment company, a “Fund”), and Computershare Inc., a Delaware corporation (“Computershare”), and its fully owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company (“Trust Company”, and together with Computershare, “Transfer Agent”), each having a principal office and place of business at 250 Royall Street, Canton, Massachusetts 02021.
INVESTMENT SUB-ADVISORY AGREEMENTInvestment Sub-Advisory Agreement • July 18th, 2018 • Nuveen Dow 30sm Dynamic Overwrite Fund • Illinois
AGREEMENT made as of this 5th day of December, 2014, by and between Nuveen Fund Advisors, LLC, a Delaware limited liability company and a federally registered investment adviser (the “Adviser”), and Nuveen Asset Management, LLC, a Delaware limited liability company and a federally registered investment adviser (the “Sub-Adviser”).
FIRST AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENTTransfer Agency and Service Agreement • July 18th, 2018 • Nuveen Dow 30sm Dynamic Overwrite Fund
This First Amendment (“Amendment”) is entered into and effective as of this the 7th day of September, 2017, and hereby amends that certain Transfer Agency and Service Agreement by and among each Nuveen closed-end investment companies listed on Schedule A attached hereto, as may be amended from time to time (“Schedule A”) (each such investment company, a “Fund”), and Computershare Inc., (“Computershare”) and its fully owned subsidiary Computershare Trust Company, N.A., (“Trust Company”, and together with Computershare, “Transfer Agent”) dated June 15, 2017 (the “Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • July 18th, 2018 • Nuveen Dow 30sm Dynamic Overwrite Fund • Illinois
AGREEMENT made this 5th day of December 2014, by and between NUVEEN DOW 30SM DYNAMIC OVERWRITE FUND, a Massachusetts business trust (the “Fund”), and NUVEEN FUND ADVISORS, LLC, a Delaware limited liability company (the “Adviser”).
