0001193125-23-165013 Sample Contracts

DEALER AGREEMENT Nuveen Securities, LLC
Dealer Agreement • June 12th, 2023 • Nuveen NASDAQ 100 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 the Nuveen Nasdaq 100 Dynamic Overwrite 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, up to 8,483,642 shares of the Fund’s Common Stock.

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AMENDMENT TO DISTRIBUTION AGREEMENT
Distribution Agreement • June 12th, 2023 • Nuveen NASDAQ 100 Dynamic Overwrite Fund

This amendment (the “Amendment”) is made as of June 6, 2023 to the distribution agreement dated April 30, 2021 (the “Agreement”), by and between Nuveen Securities, LLC (“Nuveen” or the “Manager”) and Nuveen Nasdaq 100 Dynamic Overwrite Fund (the “Fund” and, together with Nuveen, the “Parties”).

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