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Federal Register / Vol. 86, No. 109 / Wednesday, June 9, 2021 / Notices
comprehensive surveillance sharing agreement.
According to the Registration Statement, the Funds investment objective is long-term capital appreciation. The Fund will primarily invest in exchange-traded equity securities of large-cap U.S. companies that exhibit ESG characteristics, as identified by the Sub-Adviser. The Fund will normally invest at least 80% of the sum of its net assets in exchange-traded equity securities of companies with large capitalizations at the time of purchase.

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Investment Restrictions The Shares of the Funds will conform to the initial and continued listing criteria under Rule 8.601E. The Funds holdings will be limited to and consistent with permissible holdings as described in the Application and Exemptive Order and all requirements in the Application and Exemptive Order.17
The Funds investments, including derivatives, will be consistent with their investment objectives and will not be used to enhance leverage although certain derivatives and other investments may result in leverage.
That is, the Funds investments will not be used to seek performance that is the multiple or inverse multiple e.g., 2X or 3X of the Funds primary broad-based securities benchmark index as defined in Form N1A.18
Creations and Redemptions of Shares According to the Registration Statement, the Trust will issue and sell Shares of the Funds only in specified minimum size Creation Units through the Distributor on a continuous basis at their NAV next determined after receipt of an order in proper form on any Business Day. The NAV of each Funds Shares will be calculated each Business Day as of the close of regular trading on the Exchange, ordinarily 3:00 p.m. E.T.
A Creation Unit will generally consist of at least 10,000 Shares.
According to the Registration Statement, Shares of the Funds will be purchased and redeemed in Creation Units. Creation Units are typically purchased and redeemed in-kind, but they may also be purchased and redeemed, in whole or in part, for cash in the Advisers discretion. Accordingly, purchasers will generally be required to purchase Creation Units by making an in-kind deposit of specified instruments 17 Id.
18 The Funds broad-based securities benchmark index will be identified in a future amendment to its Registration Statement following the Funds first full calendar year of performance.

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the Deposit Securities and/or the cash value of the Deposit Securities Deposit Cash, and shareholders redeeming their Shares will generally receive an in-kind transfer of Deposit Securities and/or Deposit Cash. The names and quantities of the instruments that constitute the Deposit Securities will be the same as a Funds Proxy Portfolio, except to the extent purchases and redemptions are made entirely or in part on a cash basis.
Creation Units of the Funds may be purchased and/or redeemed entirely for cash in the Advisers discretion. When full or partial cash purchases or redemptions of Creation Units are available or specified for the Funds, they will be effected in essentially the same manner as in-kind purchases or redemptions thereof. The Funds may determine, upon receiving a purchase or redemption order from an Authorized Participant, to have the purchase or redemption, as applicable, be made entirely or in part in cash.19
If there is a difference between the NAV attributable to a Creation Unit and the aggregate market value of the Deposit Securities and/or Deposit Cash together, the Basket, the party conveying instruments with the lower value will also pay to the other an amount in cash equal to that difference the Cash Component or Cash Redemption Component.
Each Business Day, prior to the opening of trading on the Exchange, each Fund will publish the names and quantities of the instruments comprising the Basket i.e., the Deposit Securities and/or the Deposit Cash, as well as the estimated Cash Component and Cash Redemption Component if any, for that day through the National Securities Clearing Corporation or another method of public dissemination. The published Basket will apply until a new Basket is announced on the following Business Day, and there will be no intra-day changes to the Basket except to correct errors in the published Basket. The Basket will be published each Business Day regardless of whether a Fund decides to issue or redeem Creation Units entirely or in part on a cash basis.
All orders to purchase or redeem Creation Units must be placed with the Distributor by or through an Authorized Participant. Orders to purchase or redeem Creation Units will be accepted until the Cut-Off Time, generally 3:00
p.m. E.T. The date on which an order 19 The Adviser represents that, to the extent the Trust effects the creation or redemption of Shares in cash on any given day, such transactions will be effected in the same manner for all Authorized Participants placing trades with the Funds on that day.

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to purchase or redeem Creation Units is received and accepted is referred to as the Order Placement Date. All Creation Unit orders must be received by the Distributor no later than the CutOff Time in order to receive the NAV
determined on the Order Placement Date. When the Exchange closes earlier than normal, a Fund may require orders for Creation Units to be placed earlier in the Business Day.
Availability of Information The Funds website www.nuveen.com, which will be publicly available prior to the public offering of Shares, will include a form of the prospectus for the Funds that may be downloaded. The Funds website will include on a daily basis, per Share for each Fund, the prior Business Days NAV and the Closing Price or Bid/
Ask Price, 20 and a calculation of the premium/discount of the Closing Price or Bid/Ask Price against such NAV.21
The Adviser has represented that the Funds website will also provide: 1
Any other information regarding premiums/discounts as may be required for other ETFs under Rule 6c11 under the 1940 Act, as amended, and 2 any information regarding the bid/ask spread for each Fund as may be required for other ETFs under Rule 6c11 under the 1940 Act, as amended. The Funds website also will disclose the information required under Rule 8.601
Ec3.22 The website and information will be publicly available at no charge.
The identity and quantity of investments in the Proxy Portfolio for each Fund will be publicly available on the Funds website before the 20 The records relating to Bid/Ask Prices will be retained by the Funds or their service providers.
The Bid/Ask Price is the midpoint of the highest bid and lowest offer based upon the National Best Bid and Offer as of the time of calculation of each Funds NAV. The National Best Bid and Offer is the current national best bid and national best offer as disseminated by the Consolidated Quotation System or UTP Plan Securities Information Processor. The Closing Price of Shares is the official closing price of the Shares on the Exchange.
21 The premium/discount refers to the premium or discount to the NAV at the end of a trading day and will be calculated based on the last Bid/Ask Price or the Closing Price on a given trading day.
22 See note 4, supra. Rule 8.601E c3 provides that the website for each series of Active Proxy Portfolio Shares shall disclose the information regarding the Proxy Portfolio as provided in the exemptive relief pursuant to the 1940 Act applicable to such series, including the following, to the extent applicable:
i Ticker symbol;
ii CUSIP or other identifier;
iii Description of holding;
iv Quantity of each security or other asset held;
and v Percentage weighting of the holding in the portfolio.

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