NUVEEN VIRGINIA QUALITY MUNICIPAL INCOME FUND

DEF 14A 1 npv-def14a_092426.htm DEFINITIVE PROXY STATEMENT

**UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

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☐Preliminary Proxy Statement

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☒Definitive Proxy Statement

☐Definitive Additional Materials

☐Soliciting Material Under §240.14a-12

Nuveen Virginia Quality Municipal Income Fund

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other thanthe Registrant)

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**IMPORTANT NOTICE TO SHAREHOLDERS OF

NUVEEN MINNESOTA QUALITY MUNICIPAL INCOME FUND (NMS)

AND

NUVEEN VIRGINIA QUALITY MUNICIPAL INCOME FUND (NPV)

(EACH, A “TARGET FUND” AND TOGETHER, THE “TARGET FUNDS”)

Although we recommend that you read the complete Joint Proxy Statement, for your convenience, we have provided a brief overview of the proposal to bevoted on.

**Q.**Why am I receiving the enclosed Joint Proxy Statement?

**A.**You are receiving the Joint Proxy Statement as a holder of Adjustable Rate MuniFund Term Preferred Shares (“AMTP Shares”) of Nuveen Minnesota Quality Municipal Income Fund (“Minnesota Municipal” or a “Target Fund”) or of Variable Rate Demand Preferred Shares (“VRDP Shares”) of Nuveen Virginia Quality Municipal Income Fund (“Virginia Municipal” or a “Target Fund,” and together with Minnesota Municipal, the “Target Funds”) in connection with the solicitation of proxies by each Target Fund’s Board of Trustees (each, a “Board” and each Trustee, a “Board Member”) for use at a special meeting of shareholders of Minnesota Municipal and Virginia Municipal (each, a “Special Meeting” and together, the“Special Meetings”).

At the Special Meetings, common and preferred shareholders of each Target Fund will be asked to vote on thefollowing proposal:

•To approve an Agreement and Plan of Merger (the “Agreement”) pursuant to which the proposed combination of the Target Fund and Nuveen Municipal Credit Income Fund (the “Acquiring Fund,” and together with the Target Funds, the “Funds,” or each individually, a “Fund) (each, a “Merger” and together, the “Mergers”) willbe effected.

Each Target Fund’s Board unanimously recommends that you vote FOR the proposal that is applicable to your Target Fund.

Proposal Regarding the Mergers

**Q.**Why has each Target Fund’s Board recommended the Merger proposal?

**A.**Nuveen Fund Advisors, LLC (“Nuveen Fund Advisors”), a subsidiary of Nuveen, LLC (“Nuveen”) and the Funds’ investment adviser, recommended the Merger proposal as part of an ongoing initiative to streamline Nuveen’s municipal closed-end fund line-up. Each Target Fund’s Board considered its Fund’s Merger and determined that the Merger would be in the best interests of its Fund. Based on information provided by Nuveen Fund Advisors, each Target Fund’s Board considered that its Fund’s proposed Merger may benefit the common shareholders of its Target Fund in a number of ways, including, among other things:

•The potential for higher common share net earnings and distribution levels following the Mergers, due in part to the Acquiring Fund’s ability to invest to a greater degree in lower rated securities and a geographically diverse national portfolio, as well as operating economies from the combined fund’sgreater scale;

•Greater secondary market liquidity and improved secondary market trading for common shares as a result of the combined fund’s greater share volume, which may lead to narrower bid-ask spreads and smaller trade-to-trade price movements;

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•Increased portfolio and leverage management flexibility due to the significantly larger asset base of the combined fund and the Acquiring Fund’s national mandate with greater flexibility to invest in lower rated securities; and

•Lower total operating expenses (excluding the costs of leverage), as certain fixed costs are spread over a larger asset base.

Each Target Fund’s Board considered that a greater percentage of the Acquiring Fund’s portfolio may be allocated to lower rated municipal securities relative to the amount permitted by the policies of the Target Fund, and that investments in lower rated securities are subject to higher risks than investments in higher rated securities. Each Target Fund’s Board also considered that the Target Fund’s shareholders would lose the benefit of the applicable state tax exemption as a result of theapplicable Merger.

With respect to holders of preferred shares of each Target Fund, the Target Fund’s Board considered that, upon the closing of the applicable Merger, holders of any preferred shares outstanding immediately prior to the closing will receive, on a one-for-one basis, newly issued preferred shares of the Acquiring Fund having terms substantially similar to the terms of the corresponding series of preferred shares of the Target Fund as in effect at the closing of the Merger, except that, because of the Acquiring Fund’s policy of investing in a nationally diversified portfolio of municipal securities, the terms of the newly issued preferred shares will not include a provision, currently applicable to each Target Fund’s preferred shares, that generally would require an additional payment to holders subject to the specified state income taxationin the event the Target Fund was required to allocate capital gains and/or ordinary income to a given month’s distribution in order to make such distribution equal, on an after-tax basis, to the amount of the distribution if it was excludable from such state income taxation (in addition to federal income taxation).

Nuveen Fund Advisors and the Boards consider operating expenses (excluding leverage expenses) to be the relevant measure of the operating efficiencies of the Mergers. The Boards considered the amount of leverage amongthe Funds.

For these reasons, each Target Fund’s Board has determined that its Merger is in the best interest of its Target Fund and has approved such Merger.

**Q.**How will holders of AMTP Shares and VRDP Shares be affected by the Mergers?

**A.**Minnesota Municipal has one series of Adjustable Rate MuniFund Term Preferred Shares (“AMTP Shares”) outstanding and Virginia Municipal has one series of VRDP Shares outstanding. Upon the closing of each Merger, holders of any outstanding AMTP Shares of Minnesota Municipal and holders of any outstanding VRDP Shares of Virginia Municipal will receive, on a one-for-one basis, newly issued AMTP Shares and VRDP Shares, respectively, of the Acquiring Fund having terms substantially similar to the terms of the corresponding series of preferred shares of the applicable Target Fund as in effect at the closing, except that, because of the Acquiring Fund’s policy of investing in a nationally diversified portfolio of municipal securities, the terms of the newly issued preferred shares will not include a provision, currently applicable to each Target Fund’s preferred shares, that generally would require an additional payment to holders subject to the specified state income taxation in the event the Target Fund was required to allocate capital gains and/or ordinary income to a given month’s distribution in order to make such distribution equal, on an after-tax basis, to the amount of the distribution if it was excludable from such state income taxation (in addition to federal income taxation). Only (i) a beneficial owner of preferred shares who is a natural person subject to the applicable state personal income taxation on his or her income or (ii) a beneficial owner, other than a natural person, that seeks to pay dividends (or make other distributions or allocations of income) that are exempt from the applicable state personal income tax is entitled to the benefit of the “gross-up” provision relating to state-specific income tax for the Target Funds. The outstanding preferred shares of the Acquiring Fund and any preferred shares to be issued by the Acquiring Fund in the Mergers will have equal priority with each other and with any other preferred shares that the Acquiring Fund may issue in the future as to the payment of dividends and the distribution of assets upon the dissolution, liquidation or winding up of the affairs of the Acquiring Fund.

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Following the Mergers, to the extent the Acquiring Fund issues any new preferred shares in the Mergers, holders of preferred shares of the combined fund may hold a smaller percentage of the outstanding preferred shares of the combined fund as compared to their percentage holdings of their respective Fund prior to the Mergers. Additionally, the combined fund will have multiple series and types of preferred shares outstanding. The different types of preferred shares have different characteristics and features, which are described in more detail in the Joint Proxy Statement. See “Proposal—C. Information About the Mergers—Description of AMTP Shares To Be Issued by the Acquiring Fund” beginning on page 33, “Proposal—C. Information About the Mergers—Description of VRDP Shares To Be Issued by the Acquiring Fund” beginning on page 34, “Additional Information About the Acquiring Fund—Description of Outstanding Acquiring Fund MFP Shares” beginning on page 51 and “Additional Information About the Acquiring Fund—Description of Outstanding Acquiring Fund VRDP Shares” beginning onpage 53.

**Q.**Will the terms of any AMTP Shares or VRDP Shares to be issued by the Acquiring Fund as part of the Mergers be substantially similar to the terms of Minnesota Municipal’s AMTP Shares and Virginia Municipal’s VRDP Shares, respectively?

**A.**Yes. The terms of the AMTP Shares and VRDP Shares to be issued by the Acquiring Fund as part of the Mergers will be substantially similar, as of the closing of the Merger, to the terms of the corresponding series of Minnesota Municipal’s AMTP Shares and Virginia Municipal’s VRDP Shares, respectively, outstanding immediately prior to the closing of the Mergers, includingthe same:

•dividend determination method, including applicable spread adjustments, and dividend adjustment provisions;

•mandatory and optional redemption terms, including the same final mandatory redemption dates; and

•information delivery rights.

However, because of the Acquiring Fund’s policy of investing in a nationally diversified portfolio of municipal securities, its distributions will largely consist of income that is not exempt from Minnesota and/or Virginia state income tax. As a result, the terms of any new AMTP Shares and VRDP Shares to be issued in connection with the Merger will not include a provision, currently applicable to Minnesota Municipal’s AMTP Shares and to Virginia Municipal’s VRDP Shares that generally would require additional payment to holders subject to Minnesota and/or Virginia state income taxation in the event the Fund was required to allocate income subject to Minnesota and/or Virginia state income tax, including capital gains and/or ordinary income, to a given month’s distribution in order to make such distribution equal, on an after-tax basis, to the amount of the distribution if it was excludable from Minnesota and/or Virginia state income taxation (in addition to federal income taxation).

**Q:**Will Target Fund preferred holders be impacted by the loss of their respective state tax “gross up” provision related to state-specific income taxes as a result of the Mergers?

A: No. The outstanding AMTP Shares of Minnesota Municipal are owned by a single institutional holder and the outstanding VRDP Shares of Virginia Municipal are owned by a single institutional holder. Only a beneficial owner who is a natural person subject to the applicable state personal income taxation on his or her income or a beneficial owner (other than a natural person) that seeks to pay dividends or make other distributions or allocations of income that are exempt from the applicable state personal income tax is entitled to the benefit of the “gross-up” provision relating to state-specific income tax for the Target Funds. Because no preferred shareholder of the Target Funds meets the foregoing eligibility requirements for the state tax gross-up provisions, the preferred shareholders of the Target Funds will not be affected by the fact that the terms of any Acquiring Fund preferred shares to be issued in the Mergers will provide only for a gross-up related to federal income taxation (not the applicable state

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income taxation). This is the same treatment applicable to the outstanding preferred shares of the Acquiring Fund and for other Nuveen leveraged national tax-exempt bond closed-end funds.

For the last 10+ years, the Target Funds have not allocated any capital gains and/or ordinary income to a given month’s distribution to their preferred shareholders that would have required a gross-up payment (federal or state). Similarly, for the last 10+ years, the Acquiring Fund has not allocated any capital gains and/or ordinary income to a given month’s distribution to its preferred shareholders that would have required a gross-up payment. The Acquiring Fund expects that practice to continue going forward. Furthermore, as a matter of practice, Nuveen’s tax-exempt closed-end funds are managed to seek to eliminate the distribution of taxable income that would require making a gross-up payment topreferred shareholders.

While not currently anticipated under the proposed Mergers, if a Merger were to result in tax disadvantages to a Target Fund preferred shareholder, the preferred shareholder may seek to negotiate adjustments to the terms of the preferred shares of the Acquiring Fund it owns following the Merger to compensate for any loss of a state income taxrelated benefit.

**Q.**Do the Funds have similar investment objectives, policies and risks?

**A.**The Funds have similar investment objectives, policies and risks, but there are differences. Each Fund seeks to provide current income exempt from regular federal income tax by investing primarily in municipal securities. However, there are differences between the investment objectives, policies and risks of the Funds. The principal similarities and differences between the Funds’ investment objectives, policies and risks areas follows:

•The Target Funds are state-specific municipal funds that seek to provide current income exempt from both regular federal income taxes and state income tax, while the Acquiring Fund is a national municipal fund that seeks to provide current income exempt from regular federal income tax.

•Under normal circumstances, the Target Funds invest primarily in municipal bonds of a specific state and are subject to economic, political and other risks of a single state, while the Acquiring Fund may invest in municipal obligations of any U.S. stateor territory.

•Under normal circumstances, each Target Fund invests primarily in investment grade securities, while the Acquiring Fund may invest up to 55% of its managed assets in securities that, at the time of investment, are rated below the three highest grades (Baa or BBB or lower) by at least one nationally recognized statistical rating organization (“NRSRO”) including so-called “junk bonds.” A security is considered investment grade if it is rated within the four highest letter grades by at least one NRSRO that rates such security (even if rated lower by another), or if it is unrated but judged to be of comparable quality by the Fund’s investment adviser or sub-adviser. Investments in lower rated securities are subject to higher risks than investments in higher rated securities, including a higher risk that the issuer will be unable to pay interest or principal when due.

•Each Fund is a diversified, closed-end management investment company and currently employs leverage through the issuance of preferred shares and, for Virginia Municipal and the Acquiring Fund, the use of inverse floating rate securities.

See “Proposal—A. Synopsis—Comparison of the Acquiring Fund and the Target Funds—Investment Objectives and Policies” and “Proposal —A. Synopsis—Comparative Risk Information” formore information.

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**Q.**How will the scale of the Target Funds and Acquiring Fund change?

**A.**The Mergers would significantly increase scale for the Target Funds, while also adding incremental scale for the Acquiring Fund. The Mergers may increase economies of scale for both Target Funds and the Acquiring Fund.

See “Proposal—C. Information About the Mergers—Capitalization” formore information.

Q:How will the Mergers impact leverage ratios and the Acquiring Fund’s ability to support the payment of preferred share distributions?

**A:**Leverage ratios will increase slightly for Target Fund preferred shareholders as a result of the Mergers, however asset coverage will increase for Target Fund preferred shareholders.

Total expenses are expected to decline for all Funds as a result of the Mergers. Additionally, the Acquiring Fund’s common earnings yield is higher than the Target Funds and is expected to maintain or improve following the portfolio transition post-merger. Each of these factors would improve the combined fund’s ability to support distribution payments topreferred shareholders.

The Target Funds’ diversification of investments is expected to improve as a result of the Acquiring Fund’s wider investable universe and would lead to greater diversification of investments available to support preferred share distributions.

**Q.**Will holders of Target Fund AMTP Shares or VRDP Shares have to pay any fees or expenses in connection with the Mergers?

**A.**No. The Funds, and indirectly their common shareholders, will bear the costs of the Mergers, whether or not the Mergers are consummated. The allocation of the costs of the Mergers to each Fund is based on the expected benefits of the Mergers to common shareholders following the Mergers, including operating expense savings, improvements in the secondary trading market for common shares and the impact on common share net earnings. Preferred shareholders will not bear any costs ofthe Mergers.

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**Q.****Will the Mergers constitute a taxable event for holders of Target Fund AMTP Shares or

VRDP Shares?

**A.**No. As a non-waivable condition to closing of each Merger, each Fund participating in a proposed Merger will receive an opinion of counsel, subject to certain representations, assumptions and conditions, substantially to the effect that each proposed Merger will qualify as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”). It is expected that preferred shareholders of a Target Fund who receive Acquiring Fund preferred shares pursuant to such Target Fund’s Merger will recognize no gain or loss for U.S. federal income tax purposes as a direct result of such Merger. Prior to the closing of its Merger, each Target Fund expects to declare a distribution of all of its net investment income and net capital gains, if any.**All or a portion of such distribution made by a Target Fund may be taxable to that Target Fund’s shareholders for U.S. federal income tax purposes.**In addition, if the Mergers had occurred as of March 31, 2026, it is estimated that approximately 69% of Minnesota Municipal’s investment portfolio and approximately 64% of Virginia Municipal’s investment portfolio would have been sold by the Acquiring Fund following the Mergers. To the extent the Acquiring Fund sells securities received from a Target Fund following the Mergers, the Acquiring Fund may recognize gains or losses, which may result in taxable distributions to Acquiring Fund shareholders (including former preferred shareholders of a Target Fund who hold preferred shares of the Acquiring Fund following the Mergers). If such sales had been completed as of March 31, 2026, the repositioning would not have generated net capital gain, taking into account capital loss carry forwards. Following the Mergers, the Acquiring Fund’s ability to use capital loss carry forwards maybe limited.

**Q.**What will happen if the required shareholder approvals are not obtained?

**A.**The closing of each Merger is subject to the satisfaction or waiver of certain closing conditions, which include customary closing conditions. In order for a Merger to occur, all requisite shareholder approvals must be obtained at the applicable Fund’s shareholder meeting and certain other consents, confirmations and/or waivers from various third parties, including the liquidity providers and/or the initial purchasers with respect to outstanding preferred shares of the Acquiring Fund, must also be obtained. Because the closing of each Merger is contingent upon the applicable Target Fund and the Acquiring Fund obtaining such shareholder approvals and satisfying (or obtaining the waiver of) other closing conditions, it is possible that a Merger will not occur even if shareholders of a Fund entitled to vote approve the Merger and a Fund satisfies all of its closing conditions if the other Fund does not obtain its requisite shareholder approvals or satisfy (or obtain the waiver of) its closing conditions. If a Merger is not consummated, the Board of the Target Fund involved in that Merger may take such actions as it deems in the best interests of the Fund, including conducting additional solicitations with respect to the Merger proposal or continuing to operate the Target Fund as a standalone fund. The closing of each Merger is not contingent on the closing of theother Merger.

Each series of preferred shares was issued on a private placement basis to one or a small number of institutional holders. To the extent that one or more preferred shareholders of a Fund owns, holds or controls, individually or in the aggregate, all or a significant portion of a Fund’s outstanding preferred shares, the approval by a Fund’s preferred shareholders required for a Merger to occur may turn on the exercise of voting or consent rights by such particular shareholder(s) and its or their determination as to the favorable view of the Merger with respect to its or their interests. The Funds exercise no influence or control over the determinations of such shareholders with respect to the Mergers; there is no guarantee that such shareholders will vote to approve a Merger proposal.

**Q.**What is the timetable for the Mergers?

**A.**If the shareholder approvals are obtained and other conditions to closing are satisfied (or waived) in a timely manner, the Mergers are expected to take effect on or about October 5, 2026, or such other date as the partiesmay agree.

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**Q.**How does each Target Fund’s Board recommend that holders vote on the Merger proposal?

**A.**After careful consideration, each Target Fund’s Board has determined that its Merger proposal is in the best interests of its Target Fund and recommends that you vote FORsuch proposal.

**Q.**Who do I call if I have questions?

**A.**If you need any assistance, or have any questions regarding the proposal or how to vote your shares, please call Computershare Fund Services, the proxy solicitor hired by your Fund, at (888) 550-8069 on weekdays during its business hours of 9:00 a.m. to 11:00 p.m. and Saturdays 12:00 p.m. to 6:00 p.m. Eastern Time. Please have your proxy materials available whenyou call.

**Q.**How do I vote my shares?

**A.**You may vote by attending the Special Meetings, or by mail, by telephone or overthe Internet:

•*To vote in person,*if you own shares directly with a Target Fund, you may attend such Target Fund’s Special Meeting and vote in person, or you may execute a proxy designating a representative to attend the Special Meeting and vote on your behalf. If you own shares in “street name” through a broker or nominee, you may attend the Special Meeting and vote in person only if you obtain a proxy from your broker or nominee in advance of the Special Meeting and bring it with you to hand in along with the ballot that will be provided. The date, time and location of each Special Meeting is set forth on the enclosed notice of meeting for the Target Funds.

•To vote by mail, please mark, sign, date and mail the enclosed proxy card. No postage is required if mailed in the United States.

•To vote by telephone, please call the toll-free number located on your proxy card and follow the recorded instructions, using your proxy card asa guide.

•To vote over the Internet prior to the Special Meetings, go to the Internet address provided on your proxy card and follow the instructions, using your proxy card asa guide.

**Q.**Will anyone contact me?

**A.**You may receive a call from Computershare Fund Services, the proxy solicitor hired by your Target Fund, to verify that you received your proxy materials, to answer any questions you may have about your Target Fund’s Merger proposal and to encourage you to vote your proxy.

We recognize the inconvenience of the proxy solicitation process and would not impose on you if we did not believe that the matter being proposed was important. Once your vote has been registered with the proxy solicitor, your name will be removed from the solicitor’s follow-upcontact list.

Your vote is very important. We encourage you as a shareholder to participate in your Target Fund’s governance by returning your vote as soon as possible. If enough shareholders fail to cast their votes, a Target Fund may not be able to hold its Special Meeting or the vote on the applicable Merger proposal, and will be required to incur additional solicitation costs in order to obtain sufficient****shareholder participation.

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NUVEEN VIRGINIA QUALITY MUNICIPAL INCOME FUND (NPV)

(EACH, A “TARGET FUND” AND TOGETHER, THE “TARGET FUNDS”)

**NOTICE OF SPECIAL MEETING OF SHAREHOLDERS

TO BE HELD ON SEPTEMBER 24, 2026

To the Preferred Shareholders:

Notice is hereby given that a Special Meeting of Shareholders of Nuveen Minnesota Quality Municipal Income Fund (“Minnesota Municipal” or a “Target Fund”) and Nuveen Virginia Quality Municipal Income Fund (“Virginia Municipal” or a “Target Fund”) (each, a “Special Meeting” and together, the “Special Meetings”) will be held on September 24, 2026 at 2:00 p.m., Central Time. Each Special Meeting will be held for thefollowing purposes:

1. Agreement and Plan of Merger. For each Merger, shareholders of each Target Fund voting as set forth below will vote on a proposal to approve an Agreement and Plan of Merger pursuant to which the Target Fund would be merged with and into NZF Merger Sub, LLC, a Massachusetts limited liability company and wholly-owned subsidiary of the Nuveen Municipal Credit Income Fund (the “Acquiring Fund,” and together with the Target Funds, the “Funds” and each, a “Fund”), with the issued and outstanding common and preferred shares of the Target Fund being converted into newly issued common and preferred shares of the Acquiring Fund.

(a)The common and preferred shareholders voting together as a single class to approve the Agreement and Planof Merger**.**

(b)The preferred shareholders voting separately as a single class to approve the Agreement and Planof Merger**.**

To transact such other business as may properly come before the Special Meetings.

Only shareholders of record of each Target Fund as of the close of business on May 28, 2026 are entitled to notice of and to vote at the Special Meetings and any and all adjournments or postponements thereof. The common shareholders of each Target Fund are being solicited to vote on the proposal described above by means of a separate joint proxy statement/prospectus. In addition, the preferred shareholders of the Acquiring Fund are being separately solicited to vote on the Agreement and Plan of Merger foreach Merger.

All Target Fund shareholders entitled to vote at the Special Meetings are cordially invited to attend the Special Meetings. In order to avoid delay and additional expense for the Target Funds and to assure that your shares are represented, please vote as promptly as possible, regardless of whether or not you plan to attend your Special Meeting. You may vote by attending your Target Fund’s Special Meeting or by mail, by telephone or overthe Internet.

•To vote by mail, please mark, sign, date and mail the enclosed proxy card. No postage is required if mailed in the United States.

•To vote by telephone, please call the toll-free number located on your proxy card and follow the recorded instructions, using your proxy card asa guide.

•To vote over the Internet prior to the Special Meetings, go to the Internet address provided on your proxy card and follow the instructions, using your proxy card asa guide.

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If you intend to attend a Special Meeting in person and you are a record holder of a Target Fund’s shares, in order to gain admission, you must show photographic identification, such as your driver’s license. If you intend to attend a Special Meeting in person and you hold your shares through a bank, broker or other custodian, in order to gain admission, you must show photographic identification, such as your driver’s license, and satisfactory proof of ownership of shares of such Target Fund, such as your voting instruction form (or a copy thereof) or broker’s statement indicating ownership as of a recent date, and to be able to vote you must have previously requested and obtained a “legal proxy” from your broker, bank or other nominee and present it at such Special Meeting.

Mark L. Winget

Vice President and Secretary

The Nuveen Closed-End Funds

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**NUVEEN FUNDS

333 WEST WACKER DRIVE CHICAGO, ILLINOIS 60606

(800) 257-8787

JOINT PROXY STATEMENT

AND

NUVEEN VIRGINIA QUALITY MUNICIPAL INCOME FUND (NPV)

This Joint Proxy Statement is being furnished to holders of Adjustable Rate MuniFund Term Preferred Shares (“AMTP Shares”) of Nuveen Minnesota Quality Municipal Income Fund (“Minnesota Municipal” or a “Target Fund”) and to holders of Variable Rate Demand Preferred Shares (“VRDP Shares”) of Nuveen Virginia Quality Municipal Income Fund (“Virginia Municipal” or a “Target Fund,” and together with Minnesota Municipal, the “Target Funds”), each a closed-end management investment company, in connection with the solicitation of proxies by each Target Fund’s Board of Trustees (each a “Board” and together, the “Boards” and each trustee a “Board Member”) for use at a Special Meeting of Shareholders of each Target Fund to be held in the offices of Nuveen Investments, Inc. (“Nuveen” or “Nuveen Investments”), 333 West Wacker Drive, Chicago, Illinois 60606, on September 24, 2026, at 2:00 p.m., Central Time, and at any and all adjournments or postponements thereof (each, a “Special Meeting” and together, the “Special Meetings”), to consider the proposal described below and discussed in greater detail elsewhere in this Joint Proxy Statement. Nuveen Municipal Credit Income Fund is referred to herein as the “Acquiring Fund” (together with the Target Funds, the “Funds” or each individually, a “Fund”). Each Fund is organized as a Massachusetts business trust. The enclosed proxy card and this Joint Proxy Statement are first being sent to holders of AMTP Shares of Minnesota Municipal and VRDP Shares of Virginia Municipal on or about July 7, 2026. Shareholders of record of each Target Fund as of the close of business on May 28, 2026 are entitled to notice of and to vote at the Special Meetings and any and all adjournments or postponements thereof. Each Fund’s Board of Trustees is referred to herein as a “Board” and each Trustee, a“Board Member.”

This Joint Proxy Statement explains concisely what you should know before voting on the proposal described in this Joint Proxy Statement or investing in the Acquiring Fund. Please read it carefully and keep it forfuture reference.

On the matters coming before each Special Meeting as to which a choice has been specified by shareholders on the accompanying proxy card, the shares will be voted accordingly where such proxy card is properly executed, timely received and not properly revoked (pursuant to the instructions below). If a proxy is returned and no choice is specified, the shares will be voted FOR the proposal. Shareholders of a Fund who execute proxies or provide voting instructions by telephone or by Internet may revoke them at any time before a vote is taken on a proposal by filing with that Fund a written notice of revocation, by delivering a duly executed proxy bearing a later date or by attending and voting at the Special Meeting. A prior proxy can also be revoked by voting again through the toll-free number or the Internet address listed in the proxy card. However, merely attending a Special Meeting will not revoke any previously submitted proxy.

The shareholders of the Target Funds and Acquiring Fund voting as set forth below will vote on a proposal to approve an Agreement and Plan of Merger that provides for: (i) the merger of the Target Fund with and into NZF Merger Sub, LLC, a Massachusetts limited liability company and a wholly-owned subsidiary of the Acquiring Fund (the “Merger Sub”), and (ii) the conversion of the issued and outstanding common and preferred shares of beneficial interest of the Target Fund into newly issued common and preferred shares of beneficial interest, par value $0.01 per share, of the Acquiring Fund(the “Merger”).

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In addition to common shares, Minnesota Municipal has one series of Adjustable Rate MuniFund Term Preferred Shares (“AMTP Shares”) outstanding and Virginia Municipal has one series of Variable Rate Demand Preferred Shares (“VRDP Shares”) outstanding. The Acquiring Fund has three series of MuniFund Preferred Shares (“MFP Shares”) outstanding and three series of VRDP Shares outstanding.

Only the preferred shareholders of each Target Fund are being solicited to vote on the proposal described above pursuant to this Joint Proxy Statement. The common shareholders of each Target Fund are being solicited to vote on the proposal described above by means of a separate joint proxy statement/prospectus. In addition, the preferred shareholders of the Acquiring Fund are being separately solicited to vote on the Agreement and Plan of Merger through the separate joint proxy statement/prospectus.

A quorum of shareholders is required to take action at each Special Meeting. A majority (more than 50%) of the shares entitled to vote at a Special Meeting, represented in person or by proxy, will constitute a quorum of shareholders at that Special Meeting. Votes cast in person or by proxy at each Special Meeting will be tabulated by the inspectors of election appointed for that Special Meeting. The inspectors of election will determine whether or not a quorum is present at the Special Meeting. For purposes of holding a meeting, all properly submitted proxies, including abstentions will be counted as present for purposes of determining whether a quorumis present.

To be approved, the proposal must be approved by the Funds’ shareholders present and entitled to vote at a Special Meetingas follows:

•With respect to each Target Fund, by the holders of a majority (more than 50%) of the Target Fund’s outstanding common and preferred shares voting together as a single class, and by the holders of a majority (more than 50%) of the Target Fund’s outstanding preferred shares voting separately; and

•With respect to the Acquiring Fund, by the holders of a majority (more than 50%) of the outstanding preferred shares of the Acquiring Fund, voting together as asingle class.

Broker-dealer firms holding shares of a Fund in “street name” for the benefit of their customers and clients are generally required to request the instructions of such customers and clients on how to vote their shares before the Fund’s Special Meeting. The Funds understand that, under the rules of the New York Stock Exchange (the “NYSE”), such broker-dealer firms may, for certain “routine” matters, grant discretionary authority to the proxies designated by each Board to vote without instructions from their customers and clients if no instructions have been received prior to the date specified in the broker-dealer firm’s request for voting instructions. Broker non-votes typically occur when both routine and non-routine proposals are being considered at a meeting. Because the Proposal is a non-routine matter and the sole proposal at the Special Meetings, it is expected that there will be no broker non-votes at the Special Meetings.

Because the approval of the Proposal requires the approval by the holders of (i) at least 50% of each Target Fund’s outstanding common and preferred shares voting as a single class, (ii) at least 50% of each Target Fund’s outstanding preferred shares voting separately, and (iii) more than 50% of the Acquiring Fund’s outstanding preferred shares, abstentions will have the same effect as a vote againstthe proposal.

Broker-dealers who are not members of the NYSE may be subject to other rules, which may or may not permit them to vote your shares without instruction. We urge you to provide instructions to your broker or nominee so that your votes maybe counted.

Those persons who were shareholders of record of a Target Fund as of the close of business on May 28, 2026 and entitled to vote at the Target Fund’s Special Meeting will be entitled to one vote for each share held.

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v

As of May 28, 2026 for each Fund, the shares of the Funds issued and outstanding areas follows:

(1)The common shares of each Target Fund and the Acquiring Fund are listed on the NYSE. Upon the closing of the Mergers, it is expected that the common shares of the Acquiring Fund will continue to be listed on the NYSE. None of the preferred shares are currently listed onany exchange.

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vi

JOINT PROXY STATEMENT

AND

NUVEEN VIRGINIA QUALITY MUNICIPAL INCOME FUND (NPV)

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vii

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PROPOSAL—MERGER OF EACH TARGET FUND INTO THE ACQUIRING FUND

A. SYNOPSIS