Sec Form 3/A Filing - TEACHERS INSURANCE & ANNUITY ASSOCIATION OF AMERICA @ Nuveen Global Cities REIT, Inc. - 2024-10-01

FORM 3/A Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person TEACHERS INSURANCE & ANNUITY ASSOCIATION OF AMERICA 2. Issuer Name and Ticker or Trading Symbol Nuveen Global Cities REIT, Inc. [ NONE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 730 THIRD AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 10/01/2024 (Street) NEW YORK, NY10017 4. If Amendment, Date Original Filed (MM/DD/YY) 04/30/2021 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class N Common Stock 29,730,608 I See footnote ( 1 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other TEACHERS INSURANCE & ANNUITY ASSOCIATION OF AMERICA 730 THIRD AVENUE NEW YORK, NY10017 X Signatures TEACHERS INSURANCE & ANNUITY ASSOCATION OF AMERICA, By: /s/ Keith Atkinson, Name: Keith Atkinson, Title: Managing Director and Associate General Counsel 10/01/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As of April 30, 2021, the filing date of the Form 3 that this amended Form 3 is being filed to amend, these shares were held by T-C GA Real Estate Holdings LLC (the "Prior Holder"). On October 1, 2024, the Reporting Person caused the shares to be transferred from the Prior Holder to TIAA GCREIT Holdings LLC (the "New Holder"). Each of the Prior Holder and the New Holder is a wholly owned subsidiary of the Reporting Person. Both before and after the transfer, the Reporting Person indirectly owned such transferred shares. The transfer resulted in a change only in the form of beneficial ownership and, per Rule 16a-13 under the Securities Exchange Act of 1934, as amended (the "Act"), was not a reportable transaction under Section 16 of the Act.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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