Total Return Based on Common 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.
Financial Highlights (continued)
Selected data for a common share outstanding throughout each period:
|
|
|
|
|
Less
Distributions
|
|
|
|
|
|
|
|
|
Investment
Operations
|
|
to
Common Shareholders
|
|
|
Common
Share
|
|
|
|
|
|
|
|
|
|
|
|
Premium
|
Discount
|
|
|
|
|
|
|
|
|
|
|
|
per
|
per
|
|
|
|
|
|
|
|
|
From
|
|
|
Share
|
Share
|
|
|
|
Beginning
|
Net
|
Net
|
|
From
|
Accum-
|
|
|
Sold
|
Repur-
|
|
|
|
Common
|
Investment
|
Realized/
|
|
Net
|
ulated
Net
|
|
Shelf
|
through
|
chased
|
|
Ending
|
|
Share
|
Income
|
Unrealized
|
|
Investment
|
Realized
|
|
Offering
|
Shelf
|
and
|
Ending
|
Share
|
|
NAV
|
(Loss)
|
Gain
(Loss)
|
Total
|
Income
|
Gains
|
Total
|
Costs
|
Offering
|
Retired
|
NAV
|
Price
|
NXJ
|
|
|
|
|
|
|
|
|
|
|
|
|
Year
Ended 2/29-2/28:
|
|
|
|
|
|
|
|
|
|
|
|
|
2022(f)
|
$16.44
|
$0.34
|
$
0.33
|
$0.67
|
$(0.35)
|
$
—
|
$(0.35)
|
$
—
|
$
—
|
$
—
|
$16.76
|
$15.59
|
2021
|
17.12
|
0.71
|
(0.72)
|
(0.01)
|
(0.67)
|
—
|
(0.67)
|
—
|
—
|
—
|
16.44
|
14.09
|
2020
|
15.49
|
0.64
|
1.65
|
2.29
|
(0.65)
|
(0.01)
|
(0.66)
|
—
|
—
|
—
|
17.12
|
14.73
|
2019
|
15.37
|
0.66
|
0.14
|
0.80
|
(0.66)
|
(0.08)
|
(0.74)
|
—
|
—
|
0.06
|
15.49
|
13.47
|
2018
|
15.21
|
0.71
|
0.15
|
0.86
|
(0.70)
|
—
|
(0.70)
|
—
|
—
|
—*
|
15.37
|
13.10
|
2017(e)
|
16.18
|
0.60
|
(0.94)
|
(0.34)
|
(0.63)
|
—
|
(0.63)
|
—
|
—
|
—
|
15.21
|
13.42
|
Year
Ended 4/30:
|
|
|
|
|
|
|
|
|
|
|
|
|
2016
|
15.53
|
0.79
|
0.66
|
1.45
|
(0.82)
|
(0.01)
|
(0.83)
|
—
|
—
|
0.03
|
16.18
|
14.66
|
|
NQP
|
|
|
|
|
|
|
|
|
|
|
|
|
Year
Ended 2/29-2/28:
|
|
|
|
|
|
|
|
|
|
|
|
|
2022(f)
|
15.68
|
0.33
|
0.46
|
0.79
|
(0.34)
|
—
|
(0.34)
|
—
|
—
|
—
|
16.13
|
15.09
|
2021
|
16.37
|
0.67
|
(0.71)
|
(0.04)
|
(0.65)
|
—
|
(0.65)
|
—
|
—
|
—
|
15.68
|
14.15
|
2020
|
14.99
|
0.62
|
1.37
|
1.99
|
(0.61)
|
—
|
(0.61)
|
—
|
—
|
—
|
16.37
|
14.46
|
2019
|
14.71
|
0.62
|
0.27
|
0.89
|
(0.59)
|
(0.04)
|
(0.63)
|
—
|
—
|
0.02
|
14.99
|
13.02
|
2018
|
14.79
|
0.69
|
(0.08)
|
0.61
|
(0.69)
|
—***
|
(0.69)
|
—
|
—
|
—*
|
14.71
|
12.52
|
2017(e)
|
16.08
|
0.60
|
(1.24)
|
(0.64)
|
(0.62)
|
(0.03)
|
(0.65)
|
—
|
—
|
—
|
14.79
|
13.30
|
Year
Ended 4/30:
|
|
|
|
|
|
|
|
|
|
|
|
|
2016
|
15.64
|
0.80
|
0.46
|
1.26
|
(0.83)
|
—
|
(0.83)
|
—
|
—
|
0.01
|
16.08
|
14.91
|
(a)
|
|
Total Return Based
on Common Share NAV is the combination of changes in common share 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 Common 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.
66
|
|
|
|
|
|
|
|
|
Common
Share Supplemental Data/
|
|
|
|
|
Ratios
Applicable to Common Shares
|
|
Common Share
|
|
|
|
|
Total Returns
|
|
Ratios
to Average Net Assets(b)
|
|
|
|
|
|
Based
|
Ending
|
|
Net
|
|
Based
|
on
|
Net
|
|
Investment
|
Portfolio
|
on
|
Share
|
Assets
|
|
Income
|
Turnover
|
NAV(a)
|
Price(a)
|
(000)
|
Expenses(c)
|
(Loss)
|
Rate(d)
|
|
4.10%
|
13.21%
|
$695,385
|
1.37%**
|
4.06%**
|
7%
|
0.08
|
0.42
|
681,846
|
1.55
|
4.36
|
12
|
15.02
|
14.43
|
710,437
|
2.07
|
3.94
|
8
|
5.77
|
8.86
|
642,961
|
2.13
|
4.30
|
16
|
5.66
|
2.74
|
653,684
|
1.78
|
4.55
|
11
|
(2.20)
|
(4.35)
|
647,626
|
1.76**
|
4.54**
|
12
|
|
9.85
|
14.79
|
688,971
|
1.56
|
5.12
|
14
|
|
5.05
|
9.08
|
602,950
|
1.39**
|
4.06**
|
4
|
(0.29)
|
2.56
|
586,028
|
1.62
|
4.28
|
10
|
13.62
|
15.97
|
612,020
|
2.24
|
3.95
|
11
|
6.40
|
9.41
|
560,395
|
2.44
|
4.19
|
8
|
4.12
|
(0.85)
|
555,094
|
2.05
|
4.56
|
12
|
(4.19)
|
(6.66)
|
558,373
|
1.87**
|
4.57**
|
16
|
|
8.46
|
14.21
|
607,240
|
1.51
|
5.13
|
16
|
(b)
|
|
Net Investment Income (Loss) ratios reflect income earned and
expenses incurred on assets attributable to preferred shares issued by the Fund.
|
(c)
|
|
The expense ratios reflect, among other things, all interest
expense and other costs related to preferred shares (as described in Note 5 – Fund Shares) and/or the interest expense deemed to
have been paid by the Fund in the floating rate certificates issued by the special purpose trusts for the self-deposited inverse floaters
held by the Fund (as described in Note 4 – Portfolio Securities and Investments in Derivatives), where applicable, as follows:
|
NXJ
|
|
NQP
|
|
Year
Ended 2/29-2/28:
|
|
Year
Ended 2/29-2/28:
|
|
2022(f)
|
0.44%**
|
2022(f)
|
0.43%**
|
2021
|
0.60
|
2021
|
0.64
|
2020
|
1.11
|
2020
|
1.26
|
2019
|
1.13
|
2019
|
1.43
|
2018
|
0.80
|
2018
|
1.06
|
2017(e)
|
0.79**
|
2017(e)
|
0.89**
|
Year
Ended 4/30:
|
|
Year
Ended 4/30:
|
|
2016
|
0.57
|
2016
|
0.56
|
(d)
|
|
Portfolio Turnover Rate is calculated based on the lesser of
long-term purchases or sales (as disclosed in Note 4 – Portfolio Securities and Investments in Derivatives, divided by the average
long-term market value during the period.
|
(e)
|
|
For the ten months ended February 28, 2017.
|
(f)
|
|
Unaudited. For the six months ended August 31, 2021.
|
*
|
|
Rounds to less than $0.01 per share.
|
***
|
|
Rounds to more than $(0.01) per share.
|
See accompanying
notes to financial statements.
67
Financial Highlights (continued)
|
|
|
|
|
|
|
|
AMTP
Shares
|
VMTP
Shares
|
VRDP
Shares
|
|
at
the End of Period
|
at
the End of Period
|
at
the End of Period
|
|
|
Aggregate
|
Asset
|
Aggregate
|
Asset
|
Aggregate
|
Asset
|
|
Amount
|
Coverage
|
Amount
|
Coverage
|
Amount
|
Coverage
|
|
Outstanding
|
Per $100,000
|
Outstanding
|
Per $100,000
|
Outstanding
|
Per $100,000
|
|
(000)
|
Share
|
(000)
|
Share
|
(000)
|
Share
|
NAZ
|
|
|
|
|
|
|
Year
Ended 2/29-2/28:
|
|
|
|
|
|
|
2022(a)
|
$88,300
|
$302,277
|
$
—
|
$
—
|
$
—
|
$
—
|
2021
|
88,300
|
297,509
|
—
|
—
|
—
|
—
|
2020
|
88,300
|
303,878
|
—
|
—
|
—
|
—
|
2019
|
88,300
|
285,822
|
—
|
—
|
—
|
—
|
2018
|
—
|
—
|
88,300
|
286,891
|
—
|
—
|
2017
|
—
|
—
|
88,300
|
287,022
|
—
|
—
|
|
NUO
|
|
|
|
|
|
|
Year
Ended 2/29-2/28:
|
|
|
|
|
|
|
2022(a)
|
—
|
—
|
—
|
—
|
148,000
|
319,038
|
2021
|
—
|
—
|
—
|
—
|
148,000
|
314,956
|
2020
|
—
|
—
|
—
|
—
|
148,000
|
320,463
|
2019
|
—
|
—
|
—
|
—
|
148,000
|
301,199
|
2018
|
—
|
—
|
—
|
—
|
148,000
|
301,776
|
2017
|
—
|
—
|
—
|
—
|
148,000
|
304,520
|
(a)
|
|
Unaudited. For the six months ended August 31, 2021.
|
68
|
|
|
|
|
|
|
|
|
|
|
VMTP
and
|
|
VMTP
Shares
|
VRDP
Shares
|
VRDP
Shares at
|
|
at
the End of Period
|
at
the End of Period
|
the
End of Period
|
|
|
|
|
|
Asset
|
|
Aggregate
|
Asset
|
Aggregate
|
Asset
|
Coverage
|
|
Amount
|
Coverage
|
Amount
|
Coverage
|
Per
$1
|
|
Outstanding
|
Per
$100,000
|
Outstanding
|
Per
$100,000
|
Liquidation
|
|
(000)
|
Share
|
(000)
|
Share
|
Preference
|
|
NXJ
|
|
|
|
|
|
Year
Ended 2/29-2/28:
|
|
|
|
|
|
2022(b)
|
$
—
|
$
—
|
$313,900
|
$321,531
|
$
—
|
2021
|
—
|
—
|
313,900
|
317,218
|
—
|
2020
|
—
|
—
|
313,900
|
326,326
|
—
|
2019
|
—
|
—
|
313,900
|
304,830
|
—
|
2018
|
—
|
—
|
313,900
|
308,246
|
—
|
2017(a)
|
—
|
—
|
313,900
|
306,316
|
—
|
Year
Ended 4/30:
|
|
|
|
|
|
2016
|
—
|
—
|
313,900
|
319,488
|
—
|
|
NQP
|
|
|
|
|
|
Year
Ended 2/29-2/28:
|
|
|
|
|
|
2022(b)
|
—
|
—
|
217,500
|
377,218
|
—
|
2021
|
—
|
—
|
217,500
|
369,438
|
—
|
2020
|
—
|
—
|
217,500
|
381,388
|
—
|
2019
|
—
|
—
|
217,500
|
357,653
|
—
|
2018
|
87,000
|
282,297
|
217,500
|
282,297
|
2.82
|
2017(a)
|
87,000
|
283,374
|
217,500
|
283,374
|
2.83
|
Year
Ended 4/30:
|
|
|
|
|
|
2016
|
48,000
|
328,716
|
217,500
|
328,716
|
3.29
|
(a)
|
|
For the ten months ended February 28, 2017.
|
(b)
|
|
Unaudited. For the six months ended August 31, 2021.
|
See accompanying
notes to financial statements.
69
Notes to
Financial Statements
(Unaudited)
1.
General Information
Fund Information
The funds covered in this report
and their corresponding New York Stock Exchange (“NYSE”) symbols are as follows (each a “Fund” and collectively,
the “Funds”):
• Nuveen Arizona Quality Municipal
Income Fund (NAZ)
• Nuveen Ohio Quality Municipal Income Fund (NUO)
• Nuveen New Jersey Quality Municipal Income Fund (NXJ)
• Nuveen Pennsylvania Quality Municipal Income Fund (NQP)
The Funds are registered under
the Investment Company Act of 1940 (the “1940 Act”), as amended, as diversified, closed-end management investment companies.
NAZ, NUO, NXJ and NQP were organized as Massachusetts business trusts on April 8, 2013, April 8, 2013, June 1, 1999, and December 20,
1990, respectively (NAZ and NUO previously organized as Minnesota trusts on January 23, 1991 and October 17, 1991, respectively).
The end of the reporting period
for the Funds is August 31, 2021, and the period covered by these Notes to Financial Statements is the six months ended August 31, 2021
(the “current fiscal period”).
Investment Adviser and Sub-Adviser
The Funds’ investment adviser
is Nuveen Fund Advisors, LLC (the “Adviser”), a subsidiary of Nuveen, LLC (“Nuveen”). Nuveen is the investment
management arm of Teachers Insurance and Annuity Association of America (TIAA). The Adviser has overall responsibility for management
of the Funds, oversees the management of the Funds’ portfolios, manages the Funds’ business affairs and provides certain
clerical, bookkeeping and other administrative services, and, if necessary, asset allocation decisions. The Adviser has entered into
sub-advisory agreements with Nuveen Asset Management, LLC (the “Sub-Adviser”), a subsidiary of the Adviser, under which the
Sub-Adviser manages the investment portfolios of the Funds.
Other Matters
The outbreak of the novel coronavirus
(“COVID-19”) and subsequent global pandemic began significantly impacting the U.S. and global financial markets and economies
during the calendar quarter ended March 31, 2020. The worldwide spread of COVID-19 has created significant uncertainty in the global
economy. The duration and extent of COVID-19 over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19
and the extent to which COVID-19 impacts the Funds’ normal course of business, results of operations, investments, and cash flows
will depend on future developments, which are highly uncertain and difficult to predict. Management continues to monitor and evaluate
this situation.
2. Significant Accounting Policies
The accompanying financial statements
were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”),
which may require the use of estimates made by management and the evaluation of subsequent events. Actual results may differ from those
estimates. Each Fund is an investment company and follows the accounting guidance in the Financial Accounting Standards Board (“FASB”)
Accounting Standards Codification 946, Financial Services—Investment Companies. The net asset value (“NAV”) for financial
reporting purposes may differ from the NAV for processing security and common share transactions. The NAV for financial reporting purposes
includes security and common share transactions through the date of the report. Total return is computed based on the NAV used for processing
security and common share transactions. The following is a summary of the significant accounting policies consistently followed by the
Funds.
Compensation
The Funds pay 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 Funds from the Adviser or its affiliates. The Fund’s Board of Trustees (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.
70
Distributions to Common Shareholders
Distributions to common shareholders
are recorded on the ex-dividend date. The amount, character and timing of distributions are determined in accordance with federal income
tax regulations, which may differ from U.S. GAAP.
Indemnifications
Under the Funds’ organizational
documents, their officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to
the Funds. In addition, in the normal course of business, the Funds enter into contracts that provide general indemnifications to other
parties. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against
the Funds that have not yet occurred. However, the Funds have not had prior claims or losses pursuant to these contracts and expect the
risk of loss to be remote.
Investments and Investment Income
Securities transactions are accounted
for as of the trade date for financial reporting purposes. Realized gains and losses on securities transactions are based upon the specific
identification method. Investment income is comprised of interest income, which reflects the amortization of premiums and accretion of
discounts for financial reporting purposes and, is recorded on an accrual basis. Investment income also reflects payment-in-kind (“PIK”)
interest and paydown gains and losses, if any. PIK interest represents income received in the form of securities in lieu of cash. Investment
income also reflects dividend income, which is recorded on the ex-dividend date.
Netting Agreements
In the ordinary course of business,
the Funds may enter into transactions subject to enforceable International Swaps and Derivatives Association, Inc. (ISDA) master agreements
or other similar arrangements (“netting agreements”). Generally, the right to offset in netting agreements allows each Fund
to offset certain securities and derivatives with a specific counterparty, when applicable, as well as any collateral received or delivered
to that counterparty based on the terms of the agreements. Generally, each Fund manages its cash collateral and securities collateral
on a counterparty basis.
The Funds’ investments subject
to netting agreements as of the end of the reporting period, if any, are further described in Note 4 – Portfolio Securities and
Investments in Derivatives.
New Accounting Pronouncements
and Rule Issuances
Reference Rate Reform
In March 2020, FASB issued Accounting
Standards Update (“ASU”) 2020-04, Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial
Reporting. The main objective of the new guidance is to provide relief to companies that will be impacted by the expected change in benchmark
interest rates, when participating banks will no longer be required to submit London Interbank Offered Rate (LIBOR) quotes by the UK
Financial Conduct Authority (FCA). The new guidance allows companies to, provided the only change to existing contracts are a change
to an approved benchmark interest rate, account for modifications as a continuance of the existing contract without additional analysis.
For new and existing contracts, the Funds may elect to apply the amendments as of March 12, 2020 through December 31, 2022. Management
has not yet elected to apply the amendments, is continuously evaluating the potential effect a discontinuation of LIBOR could have on
the Funds’ investments and has currently determined that it is unlikely the ASU’s adoption will have a significant impact
on the Funds’ financial statements and various filings.
Securities and Exchange Commission
(“SEC”) Adopts New Rules to Modernize Fund Valuation Framework
In December 2020, the SEC voted
to adopt a new rule governing fund valuation practices. New Rule 2a-5 under the 1940 Act establishes requirements for determining
fair value in good faith for purposes of the 1940 Act. Rule 2a-5 will permit fund boards to designate certain parties to perform fair
value determinations, subject to board oversight and certain other conditions. Rule 2a-5 also defines when market quotations are “readily
available” for purposes of Section 2(a)(41) of the 1940 Act, which requires a fund to fair value a security when market quotations
are not readily available. The SEC also adopted new Rule 31a-4 under the 1940 Act, which sets forth the recordkeeping requirements associated
with fair value determinations. Finally, the SEC is rescinding previously issued guidance on related issues, including the role of a
board in determining fair value and the accounting and auditing of fund investments. Rule 2a-5 and Rule 31a-4 became effective on March
8, 2021, with a compliance date of September 8, 2022. A fund may voluntarily comply with the rules after the effective date, and in advance
of the compliance date, under certain conditions. Management is currently assessing the impact of these provisions on the Funds’
financial statements.
3. Investment Valuation and Fair
Value Measurements
The Funds’ investments in
securities are recorded at their estimated fair value utilizing valuation methods approved by the Board. 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. U.S. GAAP establishes the three-tier hierarchy which 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 management’s
assumptions about the assumptions market
71
Notes to Financial Statements
(continued)
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, credit spreads, etc.).
Level 3 – Prices are determined
using significant unobservable inputs (including management’s assumptions in determining the fair value of investments).
A description of the valuation
techniques applied to the Funds’ major classifications of assets and liabilities measured at fair value follows:
Equity securities and exchange-traded
funds listed or traded on a national market or exchange are valued based on their sale price at the official close of business of such
market or exchange on the valuation date. Foreign equity securities and registered investment companies that trade on a foreign exchange
are valued at the last sale price or official closing price reported on the exchange where traded and converted to U.S. dollars at the
prevailing rates of exchange on the date of valuation. To the extent these securities are actively traded and that valuation adjustments
are not applied, they are generally classified as Level 1. If there is no official close of business, then the latest available sale
price is utilized. If no sales are reported, then the mean of the latest available bid and ask prices is utilized and these securities
are generally classified as Level 2.
Prices of fixed-income securities
are generally provided by an independent pricing service (“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. 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.
Any portfolio security or derivative
for which market quotations are not readily available or for which the above valuation procedures are deemed not to reflect fair value
are valued at fair value, as determined in good faith using procedures approved by the Board. 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. To the extent the inputs are observable and timely, the values
would be classified as Level 2 of the fair value hierarchy; otherwise they would be classified as Level 3.
The following table summarizes
the market value of the Funds’ investments as of the end of the reporting period, based on the inputs used to value them:
|
|
|
|
|
NAZ
|
Level
1
|
Level
2
|
Level
3
|
Total
|
Long-Term
Investments*:
|
|
|
|
|
Municipal
Bonds
|
$
—
|
$277,713,485
|
$
—
|
$277,713,485
|
NUO
|
|
|
|
|
Long-Term
Investments*:
|
|
|
|
|
Municipal
Bonds
|
$
—
|
$485,345,449
|
$
—
|
$485,345,449
|
Common
Stocks
|
—
|
2,446,925**
|
—
|
2,446,925
|
Total
|
$
—
|
$487,792,374
|
$
—
|
$487,792,374
|
NXJ
|
|
|
|
|
Long-Term
Investments*:
|
|
|
|
|
Municipal
Bonds
|
$
—
|
$1,033,032,419
|
$
—
|
$1,033,032,419
|
NQP
|
|
|
|
|
Long-Term
Investments*:
|
|
|
|
|
Municipal
Bonds
|
$
—
|
$912,061,138
|
$
—
|
$912,061,138
|
Common
Stocks
|
—
|
22,760,560**
|
—
|
22,760,560
|
Total
|
$
—
|
$934,821,698
|
$
—
|
$934,821,698
|
*
|
|
Refer to the Fund’s Portfolio of Investments for industry
classifications.
|
**
|
|
Refer to the Fund’s Portfolio of Investments for securities
classified as Level 2.
|
72
The Funds hold liabilities in floating
rate obligations and preferred shares, where applicable, which are not reflected in the tables above. The fair values of the Funds’
liabilities for floating rate obligations approximate their liquidation values. Floating rate obligations are generally classified as
Level 2 and further described in Note 4 - Portfolio Securities and Investments in Derivatives. The fair values of the Funds’ liabilities
for preferred shares approximate their liquidation preference. Preferred shares are generally classified as Level 2 and further described
in Note 5 - Fund Shares.
4. Portfolio Securities and Investments
in Derivatives
Portfolio Securities
Inverse Floating Rate Securities
Each Fund is authorized to invest
in inverse floating rate securities. An inverse floating rate security is created by depositing a municipal bond (referred to as an “Underlying
Bond”), typically with a fixed interest rate, into a special purpose tender option bond (“TOB”) trust (referred to
as the “TOB Trust”) created by or at the direction of one or more Funds. In turn, the TOB Trust issues (a) floating rate
certificates (referred to as “Floaters”), in face amounts equal to some fraction of the Underlying Bond’s par amount
or market value, and (b) an inverse floating rate certificate (referred to as an “Inverse Floater”) that represents all remaining
or residual interest in the TOB Trust. Floaters typically pay short-term tax-exempt interest rates to third parties who are also provided
a right to tender their certificate and receive its par value, which may be paid from the proceeds of a remarketing of the Floaters,
by a loan to the TOB Trust from a third party liquidity provider (“Liquidity Provider”), or by the sale of assets from the
TOB Trust. The Inverse Floater is issued to a long term investor, such as one or more of the Funds. The income received by the Inverse
Floater holder varies inversely with the short-term rate paid to holders of the Floaters, and in most circumstances the Inverse Floater
holder bears substantially all of the Underlying Bond’s downside investment risk and also benefits disproportionately from any
potential appreciation of the Underlying Bond’s value. The value of an Inverse Floater will be more volatile than that of the Underlying
Bond because the interest rate is dependent on not only the fixed coupon rate of the Underlying Bond but also on the short-term interest
paid on the Floaters, and because the Inverse Floater essentially bears the risk of loss (and possible gain) of the greater face value
of the Underlying Bond.
The Inverse Floater held by a Fund
gives the Fund the right to (a) cause the holders of the Floaters to tender their certificates at par (or slightly more than par in certain
circumstances), and (b) have the trustee of the TOB Trust (the “Trustee”) transfer the Underlying Bond held by the TOB Trust
to the Fund, thereby collapsing the TOB Trust.
The Fund may acquire an Inverse
Floater in a transaction where it (a) transfers an Underlying Bond that it owns to a TOB Trust created by a third party or (b) transfers
an Underlying Bond that it owns, or that it has purchased in a secondary market transaction for the purpose of creating an Inverse Floater,
to a TOB Trust created at its direction, and in return receives the Inverse Floater of the TOB Trust (referred to as a “self-deposited
Inverse Floater”). A Fund may also purchase an Inverse Floater in a secondary market transaction from a third party creator of
the TOB Trust without first owning the Underlying Bond (referred to as an “externally-deposited Inverse Floater”).
An investment in a self-deposited
Inverse Floater is accounted for as a “financing” transaction (i.e., a secured borrowing). For a self-deposited Inverse Floater,
the Underlying Bond deposited into the TOB Trust is identified in the Fund’s Portfolio of Investments as “(UB) – Underlying
bond of an inverse floating rate trust reflected as a financing transaction,” with the Fund recognizing as liabilities, labeled
“Floating rate obligations” on the Statement of Assets and Liabilities, (a) the liquidation value of Floaters issued by the
TOB Trust, and (b) the amount of any borrowings by the TOB Trust from a Liquidity Provider to enable the TOB Trust to purchase outstanding
Floaters in lieu of a remarketing. In addition, the Fund recognizes in “Investment Income” the entire earnings of the Underlying
Bond, and recognizes (a) the interest paid to the holders of the Floaters or on the TOB Trust’s borrowings, and (b) other expenses
related to remarketing, administration, trustee, liquidity and other services to a TOB Trust, as a component of “Interest expense
and amortization of offering costs” on the Statement of Operations. Earnings due from Underlying Bond and interest due to the holders
of the Floaters as of the end of the reporting period are recognized as components of “Receivable for interest” and “Payable
for interest” on the Statement of Assets and Liabilities, respectively.
In contrast, an investment in an
externally-deposited Inverse Floater is accounted for as a purchase of the Inverse Floater and is identified in the Fund’s Portfolio
of Investments as “(IF) – Inverse floating rate investment.” For an externally-deposited Inverse Floater, a Fund’s
Statement of Assets and Liabilities recognizes the Inverse Floater and not the Underlying Bond as an asset, and the Fund does not recognize
the Floaters, or any related borrowings from a Liquidity Provider, as a liability. Additionally, the Fund reflects in “Investment
Income” only the net amount of earnings on the Inverse Floater (net of the interest paid to the holders of the Floaters or the
Liquidity Provider as lender, and the expenses of the Trust), and does not show the amount of that interest paid or the expenses of the
TOB Trust as described above as interest expense on the Statement of Operations.
Fees paid upon the creation of
a TOB Trust for self-deposited Inverse Floaters and externally-deposited Inverse Floaters are recognized as part of the cost basis of
the Inverse Floater and are capitalized over the term of the TOB Trust.
73
Notes to Financial Statements
(continued)
As of the end of the reporting
period, the aggregate value of Floaters issued by each Fund’s TOB Trust for self-deposited Inverse Floaters and externally-deposited
Inverse Floaters was as follows:
|
|
|
|
|
Floating
Rate Obligations Outstandings
|
NAZ
|
NUO
|
NXJ
|
NQP
|
Floating
rate obligations: self-deposited Inverse Floaters
|
$
9,755,000
|
$20,000,000
|
$34,450,000
|
$123,515,000
|
Floating
rate obligations: externally-deposited Inverse Floaters
|
6,715,000
|
4,480,000
|
59,715,000
|
17,525,000
|
Total
|
$16,470,000
|
$24,480,000
|
$94,165,000
|
$141,040,000
|
During the current fiscal period,
the average amount of Floaters (including any borrowings from a Liquidity Provider) outstanding, and the average annual interest rate
and fees related to self-deposited Inverse Floaters, were as follows:
|
|
|
|
|
Self-Deposited
Inverse Floaters
|
NAZ
|
NUO
|
NXJ
|
NQP
|
Average
floating rate obligations outstanding
|
$9,755,000
|
$20,000,000
|
$34,639,658
|
$127,646,616
|
Average
annual interest rate and fees
|
0.58%
|
0.53%
|
0.52%
|
0.56%
|
TOB Trusts are supported by a liquidity
facility provided by a Liquidity Provider pursuant to which the Liquidity Provider agrees, in the event that Floaters are (a) tendered
to the Trustee for remarketing and the remarketing does not occur, or (b) subject to mandatory tender pursuant to the terms of the TOB
Trust agreement, to either purchase Floaters or to provide the Trustee with an advance from a loan facility to fund the purchase of Floaters
by the TOB Trust. In certain circumstances, the Liquidity Provider may otherwise elect to have the Trustee sell the Underlying Bond to
retire the Floaters that were tendered and not remarketed prior to providing such a loan. In these circumstances, the Liquidity Provider
remains obligated to provide a loan to the extent that the proceeds of the sale of the Underlying Bond is not sufficient to pay the purchase
price of the Floaters.
The size of the commitment under
the loan facility for a given TOB Trust is at least equal to the balance of that TOB Trust’s outstanding Floaters plus any accrued
interest. In consideration of the loan facility, fee schedules are in place and are charged by the Liquidity Provider(s). Any loans made
by the Liquidity Provider will be secured by the purchased Floaters held by the TOB Trust. Interest paid on any outstanding loan balances
will be effectively borne by the Fund that owns the Inverse Floaters of the TOB Trust that has incurred the borrowing and may be at a
rate that is greater than the rate that would have been paid had the Floaters been successfully remarketed.
As described above, any amounts
outstanding under a liquidity facility are recognized as a component of “Floating rate obligations” on the Statement of Assets
and Liabilities by the Fund holding the corresponding Inverse Floaters issued by the borrowing TOB Trust. As of the end of the reporting
period, there were no loans outstanding under such facility.
Each Fund may also enter into shortfall
and forbearance agreements (sometimes referred to as a “recourse arrangement”) (TOB Trusts involving such agreements are
referred to herein as “Recourse Trusts”), under which a Fund agrees to reimburse the Liquidity Provider for the Trust’s
Floaters, in certain circumstances, for the amount (if any) by which the liquidation value of the Underlying Bond held by the TOB Trust
may fall short of the sum of the liquidation value of the Floaters issued by the TOB Trust plus any amounts borrowed by the TOB Trust
from the Liquidity Provider, plus any shortfalls in interest cash flows. Under these agreements, a Fund’s potential exposure to
losses related to or on an Inverse Floater may increase beyond the value of the Inverse Floater as a Fund may potentially be liable to
fulfill all amounts owed to holders of the Floaters or the Liquidity Provider. Any such shortfall amount in the aggregate is recognized
as “Unrealized depreciation on Recourse Trusts” on the Statement of Assets and Liabilities.
As of the end of the reporting
period, each Fund’s maximum exposure to the Floaters issued by Recourse Trusts for self-deposited Inverse Floaters and externally-deposited
Inverse Floaters was as follows:
Floating
Rate Obligations – Recourse Trusts
|
NAZ
|
NUO
|
NXJ
|
NQP
|
Maximum
exposure to Recourse Trusts: self-deposited Inverse Floaters
|
$9,755,000
|
$20,000,000
|
$34,450,000
|
$123,515,000
|
Maximum
exposure to Recourse Trusts: externally-deposited Inverse Floaters
|
—
|
4,480,000
|
59,715,000
|
10,760,000
|
Total
|
$9,755,000
|
$24,480,000
|
$94,165,000
|
$134,275,000
|
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.
74
Investment Transactions
Long-term purchases and sales (including
maturities but excluding derivative transactions, where applicable) during the current fiscal period were as follows:
|
NAZ
|
NUO
|
NXJ
|
NQP
|
Purchases
|
8,498,430
|
21,725,226
|
68,243,564
|
39,068,638
|
Sales
and maturities
|
4,508,988
|
22,100,811
|
67,902,371
|
51,398,099
|
The Funds may purchase securities
on a when-issued or delayed-delivery basis. Securities purchased on a when-issued or delayed-delivery basis may have extended settlement
periods; interest income is not accrued until settlement date. Any securities so purchased are subject to market fluctuation during this
period. The Funds have earmarked securities in their portfolios with a current value at least equal to the amount of the when issued/delayed-delivery
purchase commitments. If a Fund has outstanding when-issued/delayed-delivery purchases commitments as of the end of the reporting period,
such amounts are recognized on the Statement of Assets and Liabilities.
Investments in Derivatives
In addition to the inverse floating
rate securities in which each Fund may invest, which are considered portfolio securities for financial reporting purposes, each Fund
is authorized to invest in certain derivative investments such as futures, options and swap contracts. Each Fund limits its investments
in futures, options on futures and swap contracts to the extent necessary for the Adviser to claim exclusion from registration by the
Commodity Futures Trading Commission as a commodity pool operator with respect to the Fund. The Funds record derivative instruments at
fair value, with changes in fair value recognized on the Statement of Operations, when applicable. Even though the Funds’ investments
in derivatives may represent economic hedges, they are not considered to be hedge transactions for financial reporting purposes.
Although the Funds are authorized
to invest in derivative instruments and may do so in the future, they did not make any such investments during the current fiscal period.
Market and Counterparty Credit
Risk
In the normal course of business
each 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 each
Fund to counterparty credit risk, consist principally of cash due from counterparties on forward, option and swap transactions, when
applicable. The extent of each 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.
Each 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 each Fund with a value approximately equal to the
amount of any unrealized gain above a pre-determined threshold. Reciprocally, when each Fund has an unrealized loss, the Funds have instructed
the custodian to pledge assets of the Funds 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.
5. Fund Shares
Common Share Transactions
Transactions in common shares for
the Funds during the Funds’ current and prior fiscal period, where applicable, were as follows:
|
NAZ
|
|
NUO
|
|
|
Six
Months
|
Year
|
Six
Months
|
Year
|
|
Ended
|
Ended
|
Ended
|
Ended
|
|
8/31/21
|
2/28/21
|
8/31/21
|
2/28/21
|
Common
shares:
|
|
|
|
|
Issued
to shareholders due to reinvestments of distributions
|
6,763
|
3,355
|
—
|
—
|
Repurchased
and retired
|
—
|
—
|
—
|
—
|
Weighted
average common share:
|
|
|
|
|
Price
per share repurchased and retired
|
$
—
|
$
—
|
$
—
|
$
—
|
Discount
per share repurchased and retired
|
—%
|
—%
|
—%
|
—%
|
75
Notes to Financial Statements
(continued)
|
NXJ
|
|
NQP
|
|
|
Six
Months
|
Year
|
Six
Months
|
Year
|
|
Ended
|
Ended
|
Ended
|
Ended
|
|
8/31/21
|
2/28/21
|
8/31/21
|
2/28/21
|
Common
shares:
|
|
|
|
|
Issued
to shareholders due to reinvestments of distributions
|
—
|
—
|
—
|
—
|
Repurchased
and retired
|
—
|
(25,343)
|
—
|
—
|
Weighted
average common share:
|
|
|
|
|
Price
per share repurchased and retired
|
$
—
|
$13.36
|
$
—
|
$
—
|
Discount
per share repurchased and retired
|
—%
|
16.96%
|
—%
|
—%
|
Preferred Shares
Adjustable Rate MuniFund Term Preferred
Shares
The following Fund has issued and
has outstanding Adjustable Rate MuniFund Term Preferred (“AMTP”) Shares, with a $100,000 liquidation preference per share.
AMTP Shares are issued via private placement and are not publicly available.
The
details of the Fund’s AMTP Shares outstanding as of the end of the reporting period, were as follows:
|
|
|
|
|
|
|
|
Liquidation
|
|
|
|
|
Preference,
|
|
|
Shares
|
Liquidation
|
Net
of Deferred
|
Fund
|
Series
|
Outstanding
|
Preference
|
Offering
Costs
|
|
NAZ
|
2028
|
883
|
$88,300,000
|
$88,236,966
|
The Fund is obligated to redeem
its AMTP Shares by the date as specified in its offering document (“Term Redemption Date”), unless earlier redeemed by the
Fund. AMTP Shares are subject to optional and mandatory redemption in certain circumstances. The AMTP Shares may be redeemed at the option
of the Fund, subject to payment of premium for approximately six months following the date of issuance (“Premium Expiration Date”),
and at the redemption price per share thereafter. The redemption price per share is equal to the sum of the liquidation preference per
share plus any accumulated but unpaid dividends.
AMTP Shares are short-term or short/intermediate-term
instruments that pay a variable dividend rate tied to a short-term index, plus an additional fixed “spread” amount which
is initially established at the time of issuance and may be adjusted in the future based upon a mutual agreement between the majority
owner and the Fund. From time-to-time the majority owner may propose to the Fund an adjustment to the dividend rate. Should the majority
owner and the Fund fails to agree upon an adjusted dividend rate, and such proposed dividend rate adjustment is not withdrawn, the Fund
will be required to redeem all outstanding shares upon the end of a notice period.
In addition, the Fund may be obligated
to redeem a certain amount of the AMTP Shares if the Fund fails to maintain certain asset coverage and leverage ratio requirements and
such failures are not cured by the applicable cure date. The Term Redemption Date and Premium Expiration Date for the Fund’s AMTP
Shares are as follows:
|
|
|
Term
|
|
|
Notice
|
|
Redemption
|
Premium
|
Fund
|
Period
|
Series
|
Date
|
Expiration
Date
|
|
NAZ
|
540-day
|
2028
|
December
1, 2028*
|
February
13, 2019
|
|
* Subject to early termination by either the Fund or the holder.
|
The average liquidation preference
of AMTP Shares outstanding and annualized dividend rate for the Fund during the current fiscal period were as follows:
|
NAZ
|
Average
liquidation preference of AMTP Shares outstanding
|
$88,300,000
|
Annualized
dividend rate
|
0.86%
|
AMTP Shares are subject to restrictions
on transfer, generally do not trade, and market quotations are generally not available. The fair value of AMTP Shares is expected to
be approximately their liquidation preference so long as the fixed “spread” on the AMTP Shares remains roughly in line with
the “spread” being demanded by investors on instruments having similar terms in the current market environment. In present
market conditions, the Funds’ Adviser has determined that the fair value of AMTP Shares is approximately their liquidation preference,
but their fair value could vary if market conditions change materially. For financial reporting purposes, the liquidation preference
of AMTP Shares is a liability and is recognized as a component of “Adjustable Rate MuniFund Term Preferred (“AMTP”)
Shares, net of deferred offering costs” on the Statement of Assets and Liabilities.
76
AMTP Share dividends are treated
as interest payments for financial reporting purposes. Unpaid dividends on AMTP Shares are recognized as a component of “Interest
payable” on the Statement of Assets and Liabilities. Dividends accrued on AMTP Shares are recognized as a component of “Interest
expense and amortization of offering costs” on the Statement of Operations.
Costs incurred in connection with
the Fund’s offering of AMTP Shares were recorded as deferred charges, which are amortized over the life of the shares and are recognized
as components of “Adjustable Rate MuniFund Term Preferred (“AMTP”) Shares, net of deferred offering costs” on
the Statement of Assets and Liabilities and “Interest expense and amortization of offering costs” on the Statement of Operations.
Variable Rate Demand Preferred
Shares
The following Funds have issued
and have outstanding Variable Rate Demand Preferred (“VRDP”) Shares, with a $100,000 liquidation preference per share. VRDP
Shares are issued via private placement and are not publicly available.
As of the end of the reporting
period, NUO, NXJ and NQP had $147,784,120, $312,591,184 and $216,768,483 VRDP Shares at liquidation preference, net of deferred offering
costs, respectively. Further details of the Funds’ VRDP Shares outstanding as of the end of the reporting period, were as follows:
|
|
Shares
|
Remarketing
|
Liquidation
|
Special
Rate
|
|
Fund
|
Series
|
Outstanding
|
Fees*
|
Preference
|
Period
Expiration
|
Maturity
|
|
NUO
|
1
|
1,480
|
N/A
|
$148,000,000
|
November
9, 2022
|
September
1, 2043
|
|
NXJ
|
1
|
810
|
N/A
|
$
81,000,000
|
July
20, 2022
|
August
3, 2043
|
|
2
|
1,443
|
N/A
|
144,300,000
|
April
1, 2043**
|
April
1, 2043
|
|
3
|
886
|
N/A
|
88,600,000
|
April
1, 2043**
|
April
1, 2043
|
|
NQP
|
2
|
1,125
|
N/A
|
$112,500,000
|
December
1, 2042**
|
December
1, 2042
|
|
3
|
1,050
|
N/A
|
105,000,000
|
December
1, 2042**
|
December
1, 2042
|
*
|
|
Remarketing fees as a percentage of the aggregate principal
amount of all VRDP Shares outstanding for each series.
|
**
|
|
Subject to earlier termination by either the Fund or the holder.
|
N/A
|
|
- Not applicable. Series is considered to be Special Rate VRDP
and therefore does not pay a remarketing fee.
|
VRDP Shares include a liquidity
feature that allows VRDP shareholders to have their shares purchased by a liquidity provider with whom each Fund has contracted in the
event that the VRDP Shares are not able to be successfully remarketed. Each Fund is required to redeem any VRDP Shares that are still
owned by the liquidity provider after six months of continuous, unsuccessful remarketing. Each Fund pays an annual remarketing fee on
the aggregate principal amount of all VRDP Shares outstanding. Each Fund’s VRDP Shares have successfully remarketed since issuance.
All series of NUO’s, NXJ’s,
and NQP’s VRDP Shares are considered to be Special Rate Period VRDP, which are sold to institutional investors. During the special
rate period, the VRDP Shares will not be remarketed by a remarketing agent, be subject to optional or mandatory tender events, or be
supported by a liquidity provider and are not subject to remarking fees or liquidity fees. During the special rate period, VRDP dividends
will be set monthly as a floating rate based on the predetermined formula. Following the initial special rate period, Special Rate Period
VRDP Shares may transition to traditional VRDP Shares with dividends set at weekly remarketings, and be supported by a designated liquidity
provider, or the Board may approve a subsequent special rate period.
Dividends on the VRDP Shares (which
are treated as interest payments for financial reporting purposes) are set at a rate established by a remarketing agent; therefore, the
market value of the VRDP Shares is expected to approximate its liquidation preference. In the event that VRDP Shares are unable to be
successfully remarketed, the dividend rate will be the maximum rate which is designed to escalate according to a specified schedule in
order to enhance the remarketing agent’s ability to successfully remarket the VRDP Shares.
Subject to certain conditions,
VRDP Shares may be redeemed, in whole or in part, at any time at the option of each Fund. Each Fund may also redeem certain of the VRDP
Shares if the Fund fails to maintain certain asset coverage requirements and such failures are not cured by the applicable cure date.
The redemption price per share is equal to the sum of the liquidation preference per share plus any accumulated but unpaid dividends.
The average liquidation preference
of VRDP Shares outstanding and annualized dividend rate for each Fund during the current fiscal period were as follows:
|
NUO
|
NXJ
|
NQP
|
Average
liquidation preference of VRDP Shares outstanding
|
$148,000,000
|
$313,900,000
|
$217,500,000
|
Annualized
dividend rate
|
1.04%
|
0.90%
|
0.84%
|
For financial reporting purposes,
the liquidation preference of VRDP Shares is a liability and is recognized as a component of “Variable Rate Demand Preferred (“VRDP”)
Shares, net of deferred offering costs” on the Statement of Assets and Liabilities. Unpaid dividends on VRDP Shares are recognized
as a component of “Interest payable” on the Statement of Assets and Liabilities, when applicable. Dividends accrued on VRDP
Shares are recognized as a component of “Interest expense and amortization of offering costs” on the Statement of Operations.
Costs incurred by the Funds in connection
77
Notes to Financial Statements
(continued)
with their offerings of VRDP Shares
were recorded as a deferred charge, which are amortized over the life of the shares and are recognized as a component of “Variable
Rate Demand Preferred (“VRDP”) Shares, net of deferred offering costs” on the Statement of Assets and Liabilities and
“Interest expense and amortization of offering costs” on the Statement of Operations. In addition to interest expense, each
Fund may also pay a per annum liquidity fee to the liquidity provider, as well as a remarketing fee, which are recognized as “Liquidity
fees” and “Remarketing fees,” respectively, on the Statement of Operations.
Preferred Share Transactions
The Funds did not have any transactions
in preferred shares during the current or prior fiscal period.
6. Income Tax Information
Each Fund is a separate taxpayer
for federal income tax purposes. Each Fund intends to distribute substantially all of its net investment income and net capital gains
to shareholders and to otherwise comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment
companies. Therefore, no federal income tax provision is required. Furthermore, each Fund intends to satisfy conditions that will enable
interest from municipal securities, which is exempt from regular federal and designated state income taxes, to retain such tax-exempt
status when distributed to shareholders of the Funds. Net realized capital gains and ordinary income distributions paid by the Funds
are subject to federal taxation.
For all open tax years and all
major taxing jurisdictions, management of the Funds 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 Funds 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 taxable market discount, timing differences in recognizing certain gains and losses on investment transactions
and the treatment of investments in inverse floating rate securities reflected as financing transactions, if any. 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 NAVs of the Funds.
The table below presents the cost
and unrealized appreciation (depreciation) of each Fund’s investment portfolio, as determined on a federal income tax basis, as
of August 31, 2021.
|
NAZ
|
NUO
|
NXJ
|
NQP
|
Tax
cost of investments
|
$244,696,514
|
$422,592,237
|
$895,441,756
|
$733,852,487
|
Gross
unrealized:
|
|
|
|
|
Appreciation
|
23,408,126
|
45,360,795
|
104,615,571
|
78,243,359
|
Depreciation
|
(146,097)
|
(160,518)
|
(1,474,753)
|
(788,199)
|
Net
unrealized appreciation (depreciation) of investments
|
$
23,262,029
|
$
45,200,277
|
$103,140,818
|
$
77,455,160
|
Permanent differences, primarily
due to treatment of distribution reallocations, federal taxes paid, taxable market discount and nondeductible offering costs, resulted
in reclassifications among the Funds’ components of common share net assets as of February 28, 2021, the Funds’ last tax
year end.
The tax components of undistributed
net tax-exempt income, net ordinary income and net long-term capital gains as of February 28, 2021, the Funds’ last tax year end,
were as follows:
|
NAZ
|
NUO
|
NXJ
|
NQP
|
Undistributed
net tax-exempt income1
|
$1,104,598
|
$953,599
|
$3,869,402
|
$2,851,108
|
Undistributed
net ordinary income2
|
21,142
|
—
|
—
|
—
|
Undistributed
net long-term capital gains
|
—
|
—
|
—
|
—
|
1
|
|
Undistributed net tax-exempt income (on a tax basis) has not
been reduced for the dividend declared on February 1, 2021, paid on March 1, 2021.
|
2
|
|
Net ordinary income consists of taxable market discount income
and net short-term capital gains, if any.
|
The tax character of distributions
paid during the Funds’ last tax year ended February 28, 2021 was designated for purposes of the dividends paid deduction as follows:
|
NAZ
|
NUO
|
NXJ
|
NQP
|
Distributions
from net tax-exempt income
|
$6,607,032
|
$10,082,161
|
$27,753,806
|
$23,962,492
|
Distributions
from net ordinary income2
|
5,065
|
47,767
|
3,757
|
168,456
|
Distributions
from net long-term capital gains
|
—
|
532,371
|
—
|
—
|
2
|
|
Net ordinary income
consists of taxable market discount income and net short-term capital gains, if any.
|
78
As of February 28, 2021, the Funds’
last tax year end, the following Funds had unused capital losses carrying forward available for federal income tax purposes to be applied
against future capital gains, if any. The capital losses are not subject to expiration.
|
NAZ
|
NXJ
|
NQP
|
Not
subject to expiration:
|
|
|
|
Short-term
|
$1,694,456
|
$1,088,334
|
$3,035,210
|
Long-term
|
189,608
|
167,486
|
1,500,394
|
Total
|
$1,884,064
|
$1,255,820
|
$4,535,604
|
During the Funds’ last tax
year ended February 28, 2021, NAZ utilized $365,557 of its capital loss carryforward.
7. Management Fees and Other
Transactions with Affiliates
Management Fees
Each Fund’s management fee
compensates the Adviser for overall investment advisory and administrative services and general office facilities. The Sub-Adviser is
compensated for its services to the Funds from the management fees paid to the Adviser.
Each Fund’s management fee
consists of two components – a fund-level fee, based only on the amount of assets within each individual 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 their respective Fund as well as from growth in the amount of complex-wide assets managed
by the Adviser.
The annual fund-level fee, payable
monthly, for each Fund is calculated according to the following schedules:
|
|
Average
Daily Managed Assets*
|
Fund-Level
Fee Rate
|
For
the first $125 million
|
0.4500%
|
For
the next $125 million
|
0.4375
|
For
the next $250 million
|
0.4250
|
For
the next $500 million
|
0.4125
|
For
the next $1 billion
|
0.4000
|
For
the next $3 billion
|
0.3750
|
For
managed assets over $5 billion
|
0.3625
|
The annual complex-level fee, payable
monthly, for each Fund is calculated by multiplying the current complex-wide fee rate, determined according to the following schedule
by the Fund’s daily managed assets:
Complex-Level
Eligible Asset Breakpoint Level*
|
Effective
Complex-Level Fee 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 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 open-end and closed-end funds that constitute “eligible assets.” Eligible assets do not
include assets attributable to investments in other Nuveen funds or assets in excess of a determined amount (originally $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, but do not include certain assets of certain Nuveen funds that were reorganized into funds advised by an affiliate of
the Adviser during the 2019 calendar year. As of August 31, 2021, the complex-level fee for each Fund was 0.1534%.
|
79
Notes to Financial Statements
(continued)
Other Transactions with Affiliates
Each Fund is permitted to purchase
or sell securities from or to certain other funds or accounts managed by the Sub-Adviser (“Affiliated Entity”) under specified
conditions outlined in procedures adopted by the Board (“cross-trade”). These procedures have been designed to ensure that
any cross-trade of securities by the Fund from or to an Affiliated Entity by virtue of having a common investment adviser (or affiliated
investment adviser), common officer and/or common trustee complies with Rule 17a-7 under the 1940 Act. These transactions are effected
at the current market price (as provided by an independent pricing service) without incurring broker commissions.
During the current fiscal period,
the following Funds engaged in cross-trades pursuant to these procedures as follows:
Cross-Trades
|
NAZ
|
NXJ
|
NQP
|
Purchase
|
$301,215
|
$
—
|
$
—
|
Sales
|
—
|
7,022,980
|
1,450,000
|
Realized
gain (loss)
|
—
|
1,268
|
—
|
8. Commitments and Contingencies
In the normal course of business,
each Fund enters into a variety of agreements that may expose the Fund to some risk of loss. These could include recourse arrangements
for certain TOB Trusts and certain agreements related to preferred shares, which are each described elsewhere in these Notes to Financial
Statements. The risk of future loss arising from such agreements, while not quantifiable, is expected to be remote. As of the end of
the reporting period, the Funds did not have any unfunded commitments.
From time to time, the Funds may
be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of the
Funds’ rights under contracts. As of the end of the reporting period, the Funds are not subject to any material legal proceedings.
9. Borrowing Arrangements
Committed Line of Credit
The Funds, along with certain other
funds managed by the Adviser (“Participating Funds”), have established a 364-day, $2.635 billion standby credit facility
with a group of lenders, under which the Participating Funds may borrow for various purposes other than leveraging for investment purposes.
Each Participating Fund is allocated a designated proportion of the facility’s capacity (and its associated costs, as described
below) based upon a multifactor assessment of the likelihood and frequency of its need to draw on the facility, the size of the Fund
and its anticipated draws, and the potential importance of such draws to the operations and well-being of the Fund, relative to those
of the other Funds. A Fund may effect draws on the facility in excess of its designated capacity if and to the extent that other Participating
Funds have undrawn capacity. The credit facility expires in June 2022 unless extended or renewed.
The credit facility has the following
terms: 0.15% per annum on unused commitment amounts and a drawn interest rate equal to the higher of (a) OBFR (Overnight Bank Funding
Rate) plus 1.20% per annum or (b) the Fed Funds Effective Rate plus 1.20% per annum on amounts borrowed. Prior to June 23, 2021, the
drawn interest rate was equal to the higher of (a) one-month LIBOR (London Inter-Bank Offered Rate) plus 1.25% per annum or (b) the Fed
Funds rate plus 1.25% per annum on amounts borrowed. The Participating Funds also incurred a 0.05% upfront fee on the increase of the
$230 million commitment amount during the reporting period. Interest expense incurred by the Participating Funds, when applicable, is
recognized as a component of “Interest expense” on the Statement of Operations. Participating Funds paid administration,
legal and arrangement fees, which are recognized as a component of “Interest expense” on the Statement of Operations, and
along with commitment fees, have been allocated among such Participating Funds based upon the relative proportions of the facility’s
aggregate capacity reserved for them and other factors deemed relevant by the Adviser and the Board of each Participating Fund.
During the current fiscal period,
the following Fund utilized this facility. The Fund’s maximum outstanding balance during the utilization period was as follows:
|
NQP
|
Maximum
outstanding balance
|
$8,300,000
|
During the Funds’ utilization
period(s) during the current fiscal period, the average daily balance outstanding and average annual interest rate on the Borrowings
were as follows:
|
NQP
|
Utilization
period (days outstanding)
|
1
|
Average
daily balance outstanding
|
$8,300,000
|
Average
annual interest rate
|
1.28%
|
80
Borrowings outstanding as of the
end of the reporting period, if any, are recognized as “Borrowings” on the Statement of Assets and Liabilities, where applicable.
Inter-Fund Borrowing and Lending
The SEC has granted an exemptive
order permitting registered open-end and closed-end Nuveen funds to participate in an inter-fund lending facility whereby the Nuveen
funds may directly lend to and borrow money from each other for temporary purposes (e.g., to satisfy redemption requests or when a sale
of securities “fails,” resulting in an unanticipated cash shortfall) (the “Inter-Fund Program”). The closed-end
Nuveen funds, including the Funds covered by this shareholder report, will participate only as lenders, and not as borrowers, in the
Inter-Fund Program because such closed-end funds rarely, if ever, need to borrow cash to meet redemptions. The Inter-Fund Program is
subject to a number of conditions, including, among other things, the requirements that (1) no fund may borrow or lend money through
the Inter-Fund Program unless it receives a more favorable interest rate than is typically available from a bank or other financial institution
for a comparable transaction; (2) no fund may borrow on an unsecured basis through the Inter-Fund Program unless the fund’s outstanding
borrowings from all sources immediately after the inter-fund borrowing total 10% or less of its total assets; provided that if the borrowing
fund has a secured borrowing outstanding from any other lender, including but not limited to another fund, the inter-fund loan must be
secured on at least an equal priority basis with at least an equivalent percentage of collateral to loan value; (3) if a fund’s
total outstanding borrowings immediately after an inter-fund borrowing would be greater than 10% of its total assets, the fund may borrow
through the inter-fund loan on a secured basis only; (4) no fund may lend money if the loan would cause its aggregate outstanding loans
through the Inter-Fund Program to exceed 15% of its net assets at the time of the loan; (5) a fund’s inter-fund loans to any one
fund shall not exceed 5% of the lending fund’s net assets; (6) the duration of inter-fund loans will be limited to the time required
to receive payment for securities sold, but in no event more than seven days; and (7) each inter-fund loan may be called on one business
day’s notice by a lending fund and may be repaid on any day by a borrowing fund. In addition, a Nuveen fund may participate in
the Inter-Fund Program only if and to the extent that such participation is consistent with the fund’s investment objective and
investment policies. The Board is responsible for overseeing the Inter-Fund Program.
The limitations detailed above
and the other conditions of the SEC exemptive order permitting the Inter-Fund Program are designed to minimize the risks associated with
Inter-Fund Program for both the lending fund and the borrowing fund. However, no borrowing or lending activity is without risk. When
a fund borrows money from another fund, there is a risk that the loan could be called on one day’s notice or not renewed, in which
case the fund may have to borrow from a bank at a higher rate or take other actions to payoff such loan if an inter-fund loan is not
available from another fund. Any delay in repayment to a lending fund could result in a lost investment opportunity or additional borrowing
costs.
During the current reporting period,
none of the Funds covered by this shareholder report have entered into any inter-fund loan activity.
81
Risk Considerations (Unaudited)
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
Arizona Quality Municipal Income Fund (NAZ)
Nuveen Ohio Quality Municipal Income Fund (NUO)
Nuveen New Jersey Quality Municipal Income Fund (NXJ)
Nuveen Pennsylvania Quality Municipal Income Fund
(NQP)
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. Debt or fixed income securities such as those
held by the Fund, are subject to market risk, credit risk, interest rate risk, derivatives risk, liquidity risk, and income risk. As
interest rates rise, bond prices fall. Leverage increases return volatility and magnifies the Fund’s potential
return and its risks; there is no guarantee a fund’s leverage strategy will be successful. State concentration makes
the Fund more susceptible to local adverse economic, political, or regulatory changes affecting municipal bond issuers. These and other
risk considerations such as inverse floater risk and tax risk are described in more detail on the Fund’s
web page at www.nuveen.com/NAZ, www.nuveen.com/NUO, www.nuveen.com/NXJ and www.nuveen.com/NQP.
82
Additional Fund Information
(Unaudited)
Board
of Trustees
|
|
|
|
|
|
Jack
B. Evans
|
William
C. Hunter
|
Amy
B. R. Lancellotta
|
Joanne
T. Medero
|
Albin
F. Moschner
|
John
K. Nelson
|
Judith
M. Stockdale
|
Carole
E. Stone
|
Terence
J. Toth
|
Matthew
Thornton III
|
Margaret
L. Wolff
|
Robert
L. Young
|
Investment
Adviser
|
Custodian
|
Legal
Counsel
|
Independent
Registered
|
Transfer
Agent and
|
Nuveen
Fund Advisors, LLC
|
State
Street Bank
|
Chapman
and Cutler LLP
|
Public
Accounting Firm
|
Shareholder
Services
|
333
West Wacker Drive
|
&
Trust Company
|
Chicago,
IL 60603
|
KPMG
LLP
|
Computershare
Trust
|
Chicago,
IL 60606
|
One
Lincoln Street
|
|
200
East Randolph Street
|
Company,
N.A.
|
|
Boston,
MA 02111
|
|
Chicago,
IL 60601
|
150
Royall Street
|
|
|
|
|
Canton,
MA 02021
|
|
|
|
|
(800)
257-8787
|
Portfolio of Investments Information
Each 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 as an exhibit to its report on Form N-PORT. You may obtain this information on the SEC’s Website at http://www.sec.gov.
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 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 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.