Winslow Capital Management LLC

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
Number:
This advisory affiliate is 
a Firm
an Individual
Registered:
Yes
No
Name:
TEACHERS INSURANCE AND
ANNUITY ASSOCIATION OF
AMERICA (TIAA)
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign

(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 
NEW YORK DEPARTMENT OF FINANCIAL SERVICES
2.
Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions: 
3.
Date Initiated (MM/DD/YYYY): 
03/17/2016
 Exact
 Explanation
If not exact, provide explanation:
STIPULATION ENTERED INTO 03/17/2016 COVERING EXAM PERIOD 01/2005 THROUGH 12/2008.
4.
Docket/Case Number:
STATE OF NY STIPULATION NO. 2016-0045-S
5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA
6.
Principal Product Type:
Insurance
Other Product Types: 
INSURANCE/ANNUITIES
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
ALLEGED VIOLATIONS OF VARIOUS PROVISIONS OF NEW YORK INSURANCE LAWS.
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Stipulation and Consent
11. Resolution Date (MM/DD/YYYY):
03/17/2016
 Exact
 Explanation
If not exact, provide explanation:
12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 18,112.00
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
ON MARCH 17, 2016, TIAA ENTERED INTO A STIPULATION WITH THE NEW YORK DEPARTMENT OF FINANCIAL SERVICES ("NYDFS") TO, AMONG
OTHER THINGS, FINDINGS BY NYDFS THAT TIAA VIOLATED VARIOUS PROVISIONS OF NEW YORK INSURANCE LAW. THE STIPULATION CITED
VIOLATIONS OF NYDFS REGULATION 60 AND REGULATION 152 RELATED TO REPLACEMENT AND RECORDKEEPING REQUIREMENTS. TIAA PAID A
CIVIL PENALTY IN THE AMOUNT OF $18,112. THE STIPULATION COVERED THE EXAM PERIOD 01/2005 THROUGH 12/2008. NYDFS HAS ASSESSED
THE REMEDIATION PLAN DURING THE SUBSEQUENT EXAMINATION IN 2013 WITH NO FINDINGS OR VIOLATIONS IDENTIFIED RELATED TO
REPLACEMENT, ILLUSTRATION, DISCLOSURE AND RECORDKEEPING REQUIREMENTS.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
ON MARCH 17, 2016, TIAA ENTERED INTO A STIPULATION WITH THE NEW YORK DEPARTMENT OF FINANCIAL SERVICES ("NYDFS") TO, AMONG
OTHER THINGS, FINDINGS BY NYDFS THAT TIAA VIOLATED VARIOUS PROVISIONS OF NEW YORK INSURANCE LAW. THE STIPULATION CITED
VIOLATIONS OF NYDFS REGULATION 60 AND REGULATION 152 RELATED TO REPLACEMENT AND RECORDKEEPING REQUIREMENTS. TIAA PAID A
CIVIL PENALTY IN THE AMOUNT OF $18,112. THE STIPULATION COVERED THE EXAM PERIOD 01/2005 THROUGH 12/2008. NYDFS HAS ASSESSED
THE REMEDIATION PLAN DURING THE SUBSEQUENT EXAMINATION IN 2013 WITH NO FINDINGS OR VIOLATIONS IDENTIFIED RELATED TO
REPLACEMENT, ILLUSTRATION, DISCLOSURE AND RECORDKEEPING REQUIREMENTS.

13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
THIS MATTER DOES NOT INVOLVE WINSLOW CAPITAL MANAGEMENT LLC OR NUVEEN.

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
Number:
This advisory affiliate is 
a Firm
an Individual
Registered:
Yes
No
Name:
TEACHERS INSURANCE AND
ANNUITY ASSOCIATION OF
AMERICA
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 

ILLINOIS DEPARTMENT OF INSURANCE
2.
Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions: 
3.
Date Initiated (MM/DD/YYYY): 
03/02/2020
 Exact
 Explanation
If not exact, provide explanation:
CONSENT ORDER DATED 03/02/2020.
4.
Docket/Case Number:
N/A
5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6.
Principal Product Type:
Annuity(ies) - Variable
Other Product Types: 
LIFE INSURANCE, FIXED ANNUITIES
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE ALLEGED VIOLATIONS INCLUDED THE FOLLOWING: FAILURE TO PROVIDE THE "NOTICE OF AVAILABILITY OF THE DEPARTMENT OF INSURANCE"
AND FAILURE TO PROVIDE BENEFICIARIES WITH A REASONABLE WRITTEN EXPLANATION OF DELAY OF CLAIM PAYMENT BEYOND 45 DAYS, AS REQUIRED
BY SECTION 50 ILL. ADM. CODE 919.70(A)(2); AND FAILURE TO NOTIFY BENEFICIARIES OF THE AVAILABILITY OF INTEREST AT THE TIME OF CLAIM
SUBMISSION, AS REQUIRED BY 215 ILCS 5/224(1)(I).
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Stipulation and Consent
11. Resolution Date (MM/DD/YYYY):
03/24/2020
 Exact
 Explanation
If not exact, provide explanation:
DATE ORDER TO BE SIGNED.
12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 18,000.00
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
IF SUSPENDED, ENJOINED OR BARRED, PROVIDE DURATION INCLUDING START DATE AND CAPACITIES AFFECTED (GENERAL SECURITIES
PRINCIPAL, FINANCIAL OPERATIONS PRINCIPAL, ETC.). IF REQUALIFICATION BY EXAM/RETRAINING WAS A CONDITION OF THE SANCTION,
PROVIDE LENGTH OF TIME GIVEN TO REQUALIFY/RETRAIN, TYPE OF EXAM REQUIRED AND WHETHER CONDITION HAS BEEN SATISFIED. IF
DISPOSITION RESULTED IN A FINE, PENALTY, RESTITUTION, DISGORGEMENT OR MONETARY COMPENSATION, PROVIDE TOTAL AMOUNT, PORTION
LEVIED AGAINST YOU OR AN ADVISORY AFFILIATE, DATE PAID AND IF ANY PORTION OF PENALTY WAS WAIVED: ON MARCH 2, 2020, THE ILLINOIS
DEPARTMENT OF INSURANCE (IDI) ISSUED A MARKET CONDUCT EXAMINATION VERIFIED REPORT AND STIPULATION AND CONSENT ORDER IN
CONNECTION WITH A MARKET CONDUCT EXAMINATION OF TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA ("TIAA"). WITHOUT
ADMITTING FAULT, LIABILITY, OR WRONGDOING, TIAA AGREED TO A STIPULATION AND CONSENT ORDER (THE "CONSENT ORDER") FINDING THAT
IT VIOLATED SECTIONS 50 ILL. ADM. CODE 919.70(A)(2) FOR NOT PROVIDING A "NOTICE OF AVAILABILITY OF THE DEPARTMENT OF INSURANCE"
AND FOR NOT PROVIDING BENEFICIARIES WITH A REASONABLE WRITTEN EXPLANATION OF DELAY OF CLAIM PAYMENT BEYOND 45 DAYS; AND
VIOLATED 215 ILCS 5/224(1)(I) FOR NOT NOTIFYING BENEFICIARIES OF THE AVAILABILITY OF INTEREST AT THE TIME OF CLAIM SUBMISSION.

THE IDI IMPOSED A CIVIL FORFEITURE OF $18,000 FOR TIAA.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
THIS MATTER DOES NOT INVOLVE WINSLOW CAPITAL MANAGEMENT, LLC OR NUVEEN, LLC.