Agenda packet — Milpitas City Council, September 1, 2026 (part 1 of 5)

September 1, 2026 Milpitas City Council Agenda Page 1

JOINT SPECIAL MEETING OF THE MILPITAS CITY

COUNCIL AND SUCCESSOR AGENCY AND JOINT

REGULAR MEETING OF THE MILPITAS CITY

COUNCIL AND HOUSING AUTHORITY
AGENDA
TUESDAY, SEPTEMBER 1, 2026
CITY COUNCIL CHAMBER, 455 E. CALAVERAS BLVD, MILPITAS, CA 5:00 PM (SPECIAL MEETING)
6:00 PM (CLOSED SESSION)
7:00 PM (PUBLIC BUSINESS)
For assistance in the following languages, you may call:

Đối với Việt Nam, gọi 408-586-2400
Para sa Tagalog, tumawag sa 408-586-3051
Para español, llame 408-586-3072
* To access written translation during the meeting, scan the QR Code.

The City Council meeting is held in the City Council Chamber at City Hall, 455 E. Calaveras Blvd., Milpitas and via teleconference/Zoom webinar.

You may watch the Council meeting without providing public comment by accessing it via links here.

Meeting shall be livestreamed - Go to:

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YouTube: https://www.milpitas.gov/youtube
Web Streaming: https://www.milpitas.gov/webstreaming

PUBLIC COMMENT INSTRUCTIONS
Members of the public may provide oral public comment in person during the City Council meeting or remotely via Zoom.

Individual speakers are generally limited to three (3) minutes or less, as determined by the Mayor. Members of the public may provide one comment per agenda item and one comment during General Public Comment. Written comments may be submitted by email to [email protected]. To participate via Zoom, please register at:
https://ci-milpitas-ca-gov.zoom.us/webinar/register/WN_Z0IWx45WQDuMRk9qQ7HO0g NOTE: If a member of the public wishes to share any presentation materials for Council consideration, they must be submitted to the Clerk’s Office by email to [email protected] by 12:00 p.m. on the day of the meeting. No presentations will be accepted in person in the Council Chambers.

For complete information about attending meetings, providing public comment, remote participation, language access services, accessibility accommodations, and viewing options, visit: https://www.milpitas.gov/1443/Participating-in-City-Council- Meetings

MILPITAS CITY COUNCIL CODE OF CONDUCT
• Be respectful and courteous (words, tone, and body language). • Model civility.
• Avoid surprises.
• Praise publicly and criticize privately.
• Focus on the issue, not the person.
• Use electronic devices appropriately while on the Council dais. • Disclose conflicts of interest and affiliations related to agenda items. • Separate governing from campaigning.
• The Council speaks with one voice after making policy on issues. • Respect the line between policy and administration.
• Council will hold one another accountable to comply with this Code of Conduct.

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September 1, 2026 Milpitas City Council Agenda Page 2

CALL MEETING TO ORDER by Mayor and ROLL CALL by City Clerk (5:00 PM)

SPECIAL MEETING

1. Adopt a Resolution of the Board of the Successor Agency to the Redevelopment Agency of the City of Milpitas Confirming and Designating Officers of the Successor Agency (Staff Contact:

Luz Cofresí-Howe, Finance Director, 408-586-3111)
Recommendation: Adopt a resolution confirming and designating City officials to serve as officers of the Successor Agency to the Redevelopment Agency of the City of Milpitas.

2. Adopt a Resolution for the Sale and Issuance of Refunding Bonds for the Successor Agency to the Redevelopment Agency (Staff Contact: Luz Cofresí-Howe, Chief Financial Officer/Treasurer, 408-586-3111)
Recommendation: Adopt a resolution of the Successor Agency Board authorizing the issuance and sale of 2026 Tax Allocation Refunding Bonds (Redevelopment Project Area No. 1) in a principal amount not to exceed $40,000,000 to refund the outstanding 2015 Tax Allocation Refunding Bonds; approving the Debt Service Savings Analysis, Indenture of Trust, Bond Purchase Agreement, Irrevocable Refunding Instructions, Continuing Disclosure Certificate, and Preliminary Official Statement; approving an underwriter's discount not to exceed 0.45% and minimum net present value savings of 3.00% of the principal amount of the 2015 Bonds refunded; and authorizing the Executive Director, Assistant Executive Director, or Chief Financial Officer/Treasurer, or designee, to execute related documents and take other actions necessary to complete the financing.

ADJOURN TO CLOSED SESSION (6:00 PM)
(a) CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION Significant Exposure to Litigation Pursuant to Government Code Section 54956.9(d)(2) Facts and circumstances related to potential exposure:

Written threat of litigation dated May 19, 2026 and related matters.

CLOSED SESSION ANNOUNCEMENT:

Report on action taken in Closed Session, if required per Government Code Section 54957.1, including the vote or abstention of each member present.

REGULAR MEETING CALL TO ORDER (7:00 PM)

PLEDGE OF ALLEGIANCE
INVOCATION (Councilmember Chua)

PRESENTATIONS
● Women's Equality Day (Proclamation)
● National Suicide Prevention Week (Proclamation)
● National Preparedness Month (Proclamation)

PUBLIC FORUM
Members of the public are invited to speak on any item that does not appear on today’s agenda within the subject matter jurisdiction of the City. Comments will be limited to three minutes or less at the Mayor’s discretion. When called to speak, you are encouraged to state your name for the record. As an item not listed on the agenda, no action can be taken, however the City Council may instruct the City Manager to place the item on a future meeting agenda.

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September 1, 2026 Milpitas City Council Agenda Page 3

ANNOUNCEMENT OF CONFLICT OF INTEREST AND CAMPAIGN CONTRIBUTIONS

READING OF THE CITY COUNCIL CODE OF CONDUCT

APPROVAL OF AGENDA

CONSENT CALENDAR
Consent calendar items are considered to be routine and will be considered for adoption by one motion. There will be no separate discussion of these items unless a City Councilmember, member of the audience or staff requests the Council to remove an item from (or be added to) the consent calendar. Any person desiring to speak on any item on the consent calendar should ask to have that item removed from the consent calendar.

C3. Receive City Council Calendar of Meetings (Staff Contact: Suzanne Guzzetta, City Clerk, 408- 586-3001)
Recommendation: Receive City Council Calendar of Meetings for September 2026.

C4. Approve City Council Meeting Minutes (Staff Contact: Suzanne Guzzetta, City Clerk, 408-586- 3001)
Recommendation: Approve City Council Meeting minutes of August 3 and 11, 2026.

C5. Receive the Preview List of Anticipated Items for the Next Regular City Council Meeting (Staff Contact: Suzanne Guzzetta, City Clerk, 408-586-3001)
Recommendation: Receive the list of anticipated agenda items for the next regular City Council meeting.

C6. Receive and Review the List of Agenda Items Requested by City Councilmembers (Staff Contact: Suzanne Guzzetta, City Clerk, 408-586-3001)
Recommendation: Receive the list of items that have been requested by City Councilmembers and received consensus in previous meetings to date.

C7. Receive Report of Actions Taken by the City Manager During the City Council Summer Recess from June 17 through August 10, 2026 (Staff Contact: Scott Transou, Assistant City Manager, 408-586-3012)
Recommendation: Receive report of actions taken by the City Manager during the City Council Summer Recess from June 17 through August 10, 2026.

C8. Authorize the City Manager, or Designee, to Negotiate and Execute an Agreement with Probolsky Research LLC for Citywide Research Services and Surveys (Staff Contact: Luz Cofresí-Howe, Finance Director, 408-586-3111; and Charmaine Angelo, Public Information Officer, 408-586-3055)
Recommendation: Authorize the City Manager, or designee, to negotiate and execute a professional services agreement with Probolsky Research LLC for Citywide research services and surveys for a five-year term with an initial not-to-exceed compensation of $414,500, plus a 15% contingency of $62,175, for a total maximum compensation of $476,675, subject to appropriation by the City Council through the annual budget adoption process.

C9. Authorize Conveyance of Below Market Rate Unit at 1377 Coyote Creek Way to the Milpitas Housing Authority, and Approve the Sale of the Unit to an Income-Qualified Buyer (Staff

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September 1, 2026 Milpitas City Council Agenda Page 4

Contact: Hanson Hom, Senior Special Projects Associate; and Michelle Silva, Administrative Analyst II, 408-586-3222)
Recommendation: (1) Authorize conveyance of the real property located at 1377 Coyote Creek Way (APN 083-10-079) from the City of Milpitas to the City of Milpitas Housing Authority and authorize the City Manager, or designee, to execute a grant deed and all other documents necessary to complete the conveyance, in a form approved by the City Attorney; and (2) Approve the sale of the property by the City of Milpitas Housing Authority to the income-qualified buyer at the maximum affordable resale price of $585,000, and authorize the Executive Director, or designee, to execute the purchase and sale agreement, grant deed, escrow instructions, resale restriction agreement, and all other documents necessary to complete the sale, in a form approved by Authority Counsel.

C10. Adopt a Resolution to Amend the Classification Plan to Establish the Positions of Asset Management Program Administrator and Purchasing Manager, Reclassify the Purchasing Manager, and Amend the Salary Schedule to Include the Salary Range for Both Classifications, Effective September 1, 2026 (Staff Contact: Kelli Parmley, Human Resources Director, 408-586- 3090)
Recommendation: Adopt a resolution amending the Classification Plan to: (1) establish a new classification for the Asset Management Program Administrator; (2) establish the classification of Purchasing Manager and reclassify the Purchasing Agent to Purchasing Manager; (3) approve the class specifications for both classifications; and (4) amend the Salary Schedule to include the salary ranges for both classifications.

C11. Authorize the City Manager, or Designee, to Negotiate and Execute an Agreement with CentralSquare Technologies, LLC for Maintenance and Support of the City’s Public Safety Computer Aided Dispatch System and Related Software (Staff Contact: Luz Cofresí-Howe, Finance Director, 408-586-3111; and Daniel Nam, Information Technology Director, 408-586- 2712)
Recommendation: Authorize the City Manager, or designee, to negotiate and execute an agreement with CentralSquare Technologies, LLC for ongoing maintenance and support of the City’s Public Safety Computer Aided Dispatch System and related software with a term of September 1, 2026 through June 30, 2031, a first-year maximum cost of $143,201, and a total not-to-exceed cost of $831,464 for the full five-year term, subject to the annual appropriation of funds, with the agreement including a payment for FirstTwo visual intelligence platform services retroactive to July 1, 2026.

C12. Waive the Second Reading and Adopt Ordinance No. 38.863 to Amend the Milpitas Municipal Code Title XIII, Chapters B.6, B.8, C.10, and E.4 Relating to the Regulation of Tobacco Retailers (Staff Contact: Jay Lee, Planning Director, 408-586-3077) Recommendation: Determine that the ordinance is exempt from the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15183 (Projects Consistent with a Community Plan, General Plan, or Zoning) and, as a separate and independent basis, exempt pursuant to CEQA Guidelines Section 15061(b)(3) (Common Sense Exemption); waive the reading beyond the title; and adopt Ordinance No. 38.863 amending the Milpitas Municipal Code Title XIII, Chapters B.6, B.8, C.10, and E.4 relating to the regulation of tobacco retailers (P-ZA26-0001).

C13. Authorize the City Manager, or Designee, to Negotiate and Execute an Amendment to the Professional Services Agreement with TDG Engineering, Inc. for the Milpitas Gateway-Main Street Sense of Place Plan (Staff Contact: Luz Cofresí-Howe, Finance Director, 408-586-3111; and Jay Lee, Planning Director, 408-586-3077)

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Recommendation: Authorize the City Manager, or designee, to negotiate and execute Amendment No. 3 to the Professional Services Agreement with TDG Engineering, Inc. to add scope of work, increase the not-to-exceed amount by $100,000 for a revised maximum compensation of $593,578 (to be fully funded by the grant), and extend the term of the Agreement through December 31, 2027, subject to execution of an amendment to the Master Funding Agreement Supplement with the granting agency, Metropolitan Transportation Commission.

C14. Authorize the City Manager, or Designee, to Execute a Purchase Order for One Specialty DUI Enforcement Patrol Vehicle Funded by the FY2026-27 California Highway Patrol Cannabis Tax Fund Grant Program (Staff Contact: Luz Cofresí-Howe, Finance Director, 408-586-3111; and Jared Hernandez, Chief of Police, 408-586-2406)
Recommendation: Authorize the City Manager, or designee, to execute a purchase order for one specialty DUI enforcement patrol vehicle, including outfitting and decals, in an amount not to exceed $98,660, with the vendor determined by the Purchasing Agent in accordance with Milpitas Municipal Code Section I-2-3.06, superseding the vendor-specific purchase order authorization approved by the City Council on August 11, 2026.

C15. Approve and Authorize the City Manager, or Designee, to Execute a Stormwater Management Facilities Operation and Maintenance Agreement with KLA Corporation for 1 Technology Drive (Staff Contact: Christian Di Renzo, Public Works Director, 408-586-2602; and Michael Silveira, City Engineer, 408-586-3303)
Recommendation: Approve and authorize the City Manager, or designee, to execute a Stormwater Management Facilities Operation and Maintenance Agreement between the City of Milpitas and KLA Corporation for 1 and 3 Technology Drive.

C16. Adopt a Resolution to Accept the Improvements and Authorize the City Engineer to File a Notice of Completion and Issue a Notice of Final Acceptance after the One-Year Warranty for Curtis Recycled Water Line Repair Project – Phase 1 (Staff Contact: Christian Di Renzo, Public Works Director, 408-586-2602; and Michael Silveira, City Engineer, 408-586-3303) Recommendation: Adopt a resolution to accept the improvements for the Curtis Recycled Water Line Repair Project – Phase 1, and authorize the City Engineer to file a Notice of Completion and issue a Notice of Final Acceptance after the one-year warranty.

C17. Adopt Ordinance No. 232.2 Amending Chapter 3, Backflow Prevention and Cross-Connection Control, of Title VIII of the Milpitas Municipal Code (Staff Contact: Christian Di Renzo, Public Works Director, 408-586-2602; and Michael Silveira, City Engineer, 408-586-3303) Recommendation: Waive the second reading and adopt Ordinance No. 232.2 amending Chapter 3, Backflow Prevention and Cross-Connection Control, of Title VIII of the Milpitas Municipal Code to align and comply with the Cross-Connection Policy Handbook, adopted by the California State Water Resources Control Board.

C18. Adopt Ordinance No. 240.8 Amending Sections of Chapter 6 of Title VIII of the Milpitas Municipal Code Relating to the Water Shortage Contingency Plan and Permanent Water Waste Restrictions (Staff Contract: Christian Di Renzo, Public Works Director, 408-586-2602) Recommendation: Waive the second reading and adopt Ordinance No. 240.8 Amending Sections of Chapter 6 of Title VIII of the Milpitas Municipal Code relating to the Water Shortage Contingency Plan and Permanent Water Waste Restrictions including a ban on watering nonfunctional turf.

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September 1, 2026 Milpitas City Council Agenda Page 6

C19. Authorize the Purchasing Agent, or Designee, to Dispose of Surplus Vehicles and Equipment Each Valued at Over $5,000 and Authorize the City Manager, or Designee, to Negotiate and Execute an Agreement with J.J. Kane Associates, Inc. for Auction Services (Staff Contact: Luz Cofresí-Howe, Finance Director, 408-586-3111; and Christian Di Renzo, Public Works Director, 408-586-2602)
Recommendation: Authorize the Purchasing Agent, or designee, to dispose of the 19 surplus vehicles and three pieces of surplus equipment listed in this report, each with an estimated current market value of more than $5,000, and authorize the City Manager, or designee, to negotiate and execute an agreement with J.J. Kane Associates, Inc. for auction services for the sale of surplus property, for an initial term beginning on the date of contract execution and ending on January 27, 2029, coterminous with Sourcewell Contract No. 111424-JJK, with up to three additional one-year options to extend the agreement through January 27, 2032, to be exercised at the City's sole discretion and contingent on a valid cooperative or other competitively procured contract remaining in effect.

C20. Consider Fee Waiver Request from Knights of Columbus St. John Council and St. Elizabeth Catholic Church (Staff Contact: Renée Lorentzen, Recreation and Community Services Director, 408-586-3409)
Recommendation: Approve a fee waiver request of $342 for the annual Knights of Columbus St. John Council Family Picnic Event on August 15, 2026, and a fee waiver of $1,115 for the St. Elizabeth Catholic Church Annual Festival on September 26, 2026.

C21. Approve Milpitas Arts and Culture Grant Requests for a Cultural Menorah Lighting Event and Uganda Culture and Sustainability Event (Staff Contact: Renée Lorentzen, Recreation and Community Services Director, 408-586-3409)
Recommendation: Approve Milpitas Arts and Culture in-kind grant requests from Dina and Marvin Serber for a Cultural Menorah Lighting Event on December 12, 2026; and from CompassPoint Mentorship for a Uganda Culture and Sustainability Event on September 13, 2026, as unanimously recommended for approval by the Arts Commission on May 18, 2026.

C22. Authorize Travel Request by Vice Mayor Barbadillo to Attend the League of California Cities 2026 Annual Conference and Expo in Anaheim, CA (Staff Contact: Julie Minot, Senior City Manager Analyst, 408-586-3054)
Recommendation: Authorize travel by Vice Mayor Barbadillo to attend the League of California Cities 2026 Annual Conference and Expo in Anaheim, CA from September 23-25, 2026, for an estimated total amount of $2,800, budgeted under the FY2026-27 Individual Elected Official allocation for Conferences/Meetings/Trainings.

PUBLIC HEARINGS
Members of the public may be allotted up to three (3) minutes or less at the Mayor’s discretion, to comment on any public hearing item. Applicants/Appellants and their representatives may be allotted up to a total of ten (10) minutes for opening statements and up to a total of five (5) minutes maximum for closing statements. Items requested/recommended for continuance are subject to Council’s consent at the meeting.

23. Adopt a Resolution Amending the Schedule of User and Regulatory Fees Adopted by Resolution No. 9516 to Update 161 Fees and Establish Six New Fees, Effective November 2, 2026 (Staff Contact: Luz Cofresí-Howe, Finance Director, 408-586-3111) Recommendation: Adopt a resolution amending the Schedule of User and Regulatory Fees adopted by Resolution No. 9516 to update 161 fees and establish six new fees, effective November 2, 2026.

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September 1, 2026 Milpitas City Council Agenda Page 7

ANNOUNCEMENTS AND FUTURE AGENDA ITEMS
Members of the City Council or City Manager may make brief announcements at this time. Members of the City Council may also suggest future agenda items. For future agenda items, the City Council shall not debate the topic or engage in discussion but shall simply state a “yes” or “no” as whether to move the item forward. If a majority of the City Council agrees to move the item forward, the City Manager shall place the item on a future agenda.

ADJOURNMENT

KNOW YOUR RIGHTS UNDER THE OPEN GOVERNMENT ORDINANCE
Government’s duty is to serve the public, reaching its decisions in full view of the public. Commissions and other City agencies exist to conduct the people’s business. This ordinance assures that deliberations are conducted before the people and City operations are open to the people’s review. For more information on your rights under the Open Government Ordinance or to report a violation, contact the City Attorney’s office at Milpitas City Hall, 455 E. Calaveras Blvd., Milpitas, CA 95035 e-mail: [email protected] / Phone: 408-586-3040

The Open Government Ordinance is codified in the Milpitas Municipal Code as Title I Chapter 310 and is available online at the City’s website www.milpitas.gov by selecting the Milpitas Municipal Code link.

Materials related to an item on this agenda submitted to the City Council after initial distribution of the agenda packet are available for public inspection at the City Clerk’s office at Milpitas City Hall, 3rd floor 455 E. Calaveras Blvd., Milpitas and on City website. City Council agendas and related materials can be viewed online: www.milpitas.gov/government/council/agenda_minutes.asp (select meeting date)

APPLY TO SERVE ON A CITY COMMISSION
Commission application forms are available online at www.milpitas.gov or at Milpitas City Hall.

Contact the City Clerk’s Office at 408-586-3001 for more information.

If you need assistance, per the Americans with Disabilities Act, for any City of Milpitas public meeting, please call the City Clerk at 408-586-3005 or send an e-mail to [email protected] prior to the meeting. Larger font agendas are available upon request.

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CITY OF MILPITAS

SUCCESSOR AGENCY

AGENDA REPORT
(AR)

Item Title: Adopt a Resolution of the Board of the Successor Agency to the Redevelopment Agency of the City of Milpitas Confirming and Designating Officers of the Successor Agency (Staff Contact: Luz Cofresí-Howe, Finance Director, 408-586-3111)
Category: Consent Calendar-Leadership and Support Services Meeting Date: 8/18/2026
Recommendation: Adopt a resolution confirming and designating City officials to serve as officers of the Successor Agency to the Redevelopment Agency of the City of Milpitas.

BACKGROUND:

Pursuant to Section 34172(a) of the California Health and Safety Code, the Milpitas Redevelopment Agency was dissolved effective February 1, 2012 and no longer exists as a public body, corporate and politic. On January 4, 2012, the City of Milpitas Housing Authority Commission, the City Council of the City of Milpitas, and the Milpitas Redevelopment Agency Board of Directors adopted Resolution No. HA3/8151/RA428, under which the City Council elected and designated the City of Milpitas to serve as the Successor Agency to the former Redevelopment Agency of the City of Milpitas (Successor Agency) pursuant to Health and Safety Code Section 34173, and the Housing Authority Commission designated the Milpitas Housing Authority as the successor entity responsible for performing the housing functions of the former Redevelopment Agency pursuant to Health and Safety Code Section 34176.

The City Council of the City of Milpitas serves as the governing board of the Successor Agency, and the administrative functions of the Successor Agency are carried out by officials and staff of the City.

ANALYSIS:

The Successor Agency continues to administer the enforceable obligations of the former Redevelopment Agency, including outstanding tax allocation bond obligations and the semiannual Recognized Obligation Payment Schedule process. Third parties – including bond counsel, the municipal advisor, the trustee, and the Santa Clara County Auditor-Controller – require a current record of the individuals authorized to act for the Successor Agency and to execute documents on its behalf.

The proposed resolution confirms and designates the following officers:

Successor Agency Officer City Officer
Chair of the Board Mayor
Executive Director City Manager
Assistant Executive Director Assistant City Manager
Chief Financial Officer/Treasurer Finance Director
Secretary City Clerk
General Counsel City Attorney

The designations are positional rather than by name, so the resolution remains effective as the individuals holding these City positions change. Section 2 of the resolution authorizes the named officers to carry out their respective duties for and on behalf of the Successor Agency. The resolution takes effect upon adoption.

POLICY ALTERNATIVE(S):

Alternative 1: Do not adopt the resolution.

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Pros: None identified.

Cons: The Successor Agency would lack a current, formal record of its officers, which may delay execution of financing documents, certificates, and other instruments requiring authorized officer signatures.

Reason for Not Recommending: Confirming the officers is an administrative action necessary to the orderly conduct of Successor Agency business.

Alternative 2: Adopt the resolution with modified position designations.

Pros: Allows assignment of Successor Agency functions to different City positions.

Cons: Departs from the alignment between Successor Agency roles and the City positions that already perform the corresponding functions.

Reason for Not Recommending: The proposed designations match existing practice and the functional responsibilities of each City position.

PROJECT SCHEDULE/KEY MILESTONES

Milestone Target Date
Successor Agency Board adoption of resolution August 18, 2026 Resolution effective Upon adoption

FISCAL IMPACT:

There is no fiscal impact associated with adoption of this resolution. Administrative support for the Successor Agency is provided by existing City staff, and related costs are recovered through the administrative cost allowance included in the Recognized Obligation Payment Schedule.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA):

This item is not a project under the California Environmental Quality Act (CEQA) Guideline 15378(b).

ATTACHMENT(S):
(a) Resolution of the Board of the Successor Agency to the Redevelopment Agency of the City of Milpitas Confirming and Designating Officers of the Successor Agency

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RESOLUTION NO. SA___

A RESOLUTION OF THE BOARD OF THE SUCCESSOR AGENCY TO THE

REDEVELOPMENT AGENCY OF THE CITY OF MILPITAS CONFIRMING AND

DESIGNATING OFFICERS OF THE SUCCESSOR AGENCY

WHEREAS, pursuant to Section 34172(a) of the California Health and Safety Code, the Milpitas Redevelopment Agency was dissolved effective February 1, 2012 and no longer exists as a public body, corporate and politic;

WHEREAS, pursuant to Section 34173 of the California Health and Safety Code and Resolution No.

HA3/8151/RA428, adopted January 4, 2012 by the City of Milpitas Housing Authority Commission, the City Council of the City of Milpitas, and the Milpitas Redevelopment Agency Board of Directors, the City Council of the City of Milpitas elected and designated the City of Milpitas (the “City”) to serve as the Successor Agency to the former Milpitas Redevelopment Agency (the “Successor Agency”);

WHEREAS, the City Council of the City serves as the governing board of the Successor Agency, and the administrative functions of the Successor Agency are carried out by certain officials and staff of the City;

WHEREAS, the governing board of the Successor Agency now wishes to confirm and designate certain City officials as officers of the Successor Agency;

NOW, THEREFORE, BE IT RESOLVED by the Board of the Successor Agency to the Former Milpitas Redevelopment Agency, as follows:

1. Officers of the Successor Agency. The Successor Agency hereby confirms and designates the following officials of the City of Milpitas to serve the needs of the Successor Agency in the capacity of the following officers of the Successor Agency:

2. Authorization. The officers of the Successor Agency named above are authorized to carry out their respective duties for and on behalf of the Successor Agency.

3. Effective Date. This Resolution shall take effect from and after the date of approval and adoption thereof.

PASSED AND ADOPTED this ____ day of __________, 2026, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

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2 Resolution No. XXXX
ATTEST:

Suzanne Guzzetta
Successor Agency Secretary

Carmen Montano
Successor Agency Chair

APPROVED AS TO FORM:

Christian M. Curtis
Successor Agency General Counsel

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SUCCESSOR AGENCY TO THE

REDEVELOPMENT AGENCY

AGENDA REPORT
(AR)

Item Title: Adopt a Resolution for the Sale and Issuance of Refunding Bonds for the Successor Agency to the Redevelopment Agency (Staff Contact: Luz Cofresí- Howe, Chief Financial Officer/Treasurer, 408-586-3111)
Category: Leadership and Support Services
Meeting Date: 9/1/2026
Recommendation: Adopt a resolution of the Successor Agency Board authorizing the issuance and sale of 2026 Tax Allocation Refunding Bonds (Redevelopment Project Area No. 1) in a principal amount not to exceed $40,000,000 to refund the outstanding 2015 Tax Allocation Refunding Bonds; approving the Debt Service Savings Analysis, Indenture of Trust, Bond Purchase Agreement, Irrevocable Refunding Instructions, Continuing Disclosure Certificate, and Preliminary Official Statement; approving an underwriter's discount not to exceed 0.45% and minimum net present value savings of 3.00% of the principal amount of the 2015 Bonds refunded; and authorizing the Executive Director, Assistant Executive Director, or Chief Financial Officer/ Treasurer, or designee, to execute related documents and take other actions necessary to complete the financing.

BACKGROUND:

In 2015, the Successor Agency to the Former Milpitas Redevelopment Agency (the “Successor Agency”) issued its $127,790,000 2015 Tax Allocation Refunding Bonds (Redevelopment Project Area No. 1) (the “2015 Bonds”) to refund tax allocation bonds issued in 2003, to achieve debt service savings. As of September 1, 2026, $37,360,000 of the 2015 Bonds remains outstanding, bearing an average coupon of 5.00%, with a final maturity of September 1, 2032. Principal is front-loaded, with $9,950,000 maturing September 1, 2027. The Successor Agency Board has taken no prior action on this refunding. Given current interest rates, the 2015 Bonds can now be refunded to achieve additional debt service savings.

Section 34177.5(f) of the California Health and Safety Code (the “Code”) provides that the oversight board may direct the Successor Agency to commence proceedings for the issuance of bonds to refund bonds or other indebtedness of its former redevelopment agency as permitted by Section 34177.5(a)(1) of the Code, so long as the Successor Agency is able to recover its related costs in connection with the transaction. Effective July 1, 2018, redevelopment oversight in each county was consolidated into a single Countywide oversight board, and the Redevelopment Dissolution Countywide Oversight Board of Santa Clara County (the “Oversight Board”) now serves that role for the Successor Agency. Following adoption of this Resolution, the refunding will be submitted to the Oversight Board for its approval and direction to proceed.

ANALYSIS:

This analysis section of the report includes discussion of the following items: Plan of Finance/Refunding, Bond Sizing (Sale Parameters), Good Faith Estimates, Bond Financing Documents, Financing Team Participants.

Plan of Finance/Refunding
Staff has determined, in consultation with Fieldman, Rolapp & Associates, Inc., the Successor Agency’s municipal advisor (the “Municipal Advisor”), that current bond market conditions allow for the issuance of refunding bonds to refinance the outstanding 2015 Bonds and achieve debt service savings. The purpose of the financing is to refinance the outstanding 2015 Bonds and achieve debt service savings.

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Based on market conditions as of August 11, 2026, the refunding is estimated to generate net present value savings of approximately $1,352,582, or 3.62% of the $37,360,000 principal amount being refunded, with total debt service savings of approximately $1,473,429 over the remaining life of the bonds. The estimated savings are modestly above the 3.00% minimum threshold; a change in market conditions prior to pricing may cause the refunding to be delayed. These savings are distributed to the City and all other taxing entities as additional property tax revenues.

The estimated savings assume an “AA” underlying rating from S&P Global Ratings and the purchase of a reserve account surety policy. A lower rating or the unavailability of a surety would reduce the estimated savings. The Reserve Requirement will be satisfied by the surety policy rather than cash, and the Successor Agency has no obligation to replace the policy or fund the reserve with cash if the surety provider is downgraded. The estimated savings are preliminary and subject to change based on market conditions at the time of sale.

The Debt Service Savings Analysis as described below provides more detailed analysis on the economics and estimated debt service savings.

The security and source of repayment of the bonds is a pledge of Tax Revenues which is defined in the Indenture as all taxes that were eligible for allocation to the Former Redevelopment Agency with respect to the Project Area and are allocated to the Successor Agency pursuant to State Law. The Tax Revenues are net (paid after) County Administration Fees and AB1290 statutory pass-through payments.

The risk factors related to repayment of the bonds are described in detail in the Preliminary Official Statement and include factors such as the items listed in the table below along with risk mitigation.

Key Risk Factors Related to Repayment of the Bonds*

Risk Factors Discussion
• Failure to timely submit Recognized Obligations
Payment Schedule (ROPS) to County Oversight
Board
• Since commencement of dissolution process, City
staff on behalf of the Successor Agency has
submitted ROPS in a timely manner
• Concentration of Property Ownership • The top two property owners represent 14.7% of incremental value. The Preliminary Official Statement
discloses this concentration as a factor that could
increase the effect of a reduction in taxable value
• Reduction in Taxable Value • Projected Tax Revenues are over 7 times maximum annual debt service on the Bonds, providing
significant coverage to bondholders. Tax Revenues
declined 4.1% in FY 2025-26 due to elevated roll
corrections and appeal refunds, and eight of the ten
largest taxpayers have pending assessment appeals
• Risks to Real Estate Market • Large, diverse 2,230-acre tax base with balanced land uses and low tax base year values
• Loss of Tax-Exemption • Refunding bonds creates low risk since there are no remaining proceeds of the original bond issuance
* Refer to Preliminary Official Statement, RISK FACTORS for more detailed discussion

Bond Sizing (Sale Parameters)
To authorize the sale of the Refunding Bonds, staff must provide the sale parameters in the Resolution. To provide staff with flexibility in determining the optimal size and timing of the Refunding Bonds while protecting the Successor Agency and the affected taxing entities, staff recommends a not-to-exceed principal amount of $40.0 million; a not-to-exceed underwriter’s discount of 0.45%; a maximum true interest cost of 4.25%; and a minimum net present value savings of 3.00% of the principal amount of the refunded 2015 Bonds. The not-to- exceed amounts have been included in the Resolution to create a reasonable amount of flexibility for the Successor Agency, even though the final principal amount and underwriter’s discount are anticipated to be

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less. The minimum net present value savings threshold ensures the Refunding Bonds will be sold only if they achieve the required level of debt service savings.

The Resolution authorizes the sale of the Refunding Bonds in whole or, if the savings parameters cannot be met on the whole, in part. If the Refunding Bonds are initially sold in part, the Resolution authorizes the sale of the remaining parts without returning to the Successor Agency Board or the Oversight Board, provided each such sale independently satisfies the savings parameters. In all events, the issuance of the Refunding Bonds remains subject to the debt service savings requirements of Section 34177.5(a)(1) of the California Health and Safety Code. The Successor Agency adopted debt management policies on October 17, 2017, by Resolution No. SA 10. The Refunding Bonds conform to those policies, and the certification required by California Government Code Section 8855(i) will be included in the report of proposed debt issuance filed with the California Debt and Investment Advisory Commission (CDIAC).

Good Faith Estimates
The following good faith estimates with respect to the Refunding Bonds are provided in accordance with California Government Code Section 5852.1. These good faith estimates have been provided by the Municipal Advisor, in consultation with the Underwriter, and are based on assumptions regarding the estimated principal amount of the Refunding Bonds and market interest rates prevailing on August 11, 2026, the date the estimate was prepared, as follows:
• Principal Amount: The Municipal Advisor has informed the Successor Agency that, based on the Successor Agency’s financing plan and current market conditions, the good faith estimate of the aggregate principal amount of the Refunding Bonds to be sold (the “Estimated Principal Amount”) is $36,455,000.
• True Interest Cost of the Bonds: The Municipal Advisor has informed the Successor Agency that its good faith estimate of the true interest cost of the Refunding Bonds, which is the rate necessary to discount the amounts payable on the respective principal and interest payment dates to the purchase price received for the Refunding Bonds, is 3.15%. • Finance Charge of the Bonds: The Municipal Advisor has informed the Successor Agency that its good faith estimate of the finance charge for the Refunding Bonds, which is the sum of all fees and charges paid to third parties, or costs associated with the Refunding Bonds, is $589,164.32. Such fees and charges include fees for bond and disclosure counsel, municipal advisor, fiscal consultant, trustee, rating agency, reserve surety, printing and underwriting. These fees are all paid for with bond proceeds.
• Amount of Proceeds to be Received: The Municipal Advisor has informed the Successor Agency that its good faith estimate of the amount of proceeds expected to be received for the sale of the Refunding Bonds, less the finance charge of the Refunding Bonds as estimated above and any reserve fund or other amounts funded with proceeds of the Refunding Bonds, is $37,764,733.33. • Total Payment Amount: The Municipal Advisor has informed the Successor Agency that its good faith estimate of the total payment amount, which is the sum of all payments the Successor Agency will make to pay debt service on the Refunding Bonds calculated to the final maturity of the Refunding Bonds, is $41,494,070.83.

The foregoing estimates constitute good faith estimates only. The actual principal amount of the Refunding Bonds issued and sold, the true interest cost, the finance charges, the amount of proceeds received, and the total payment amount may differ from such good faith estimates due to:

1. The actual date of the sale of the Refunding Bonds being different than the date assumed for purposes of such estimates;

2. The actual principal amount of the Refunding Bonds sold being different from the Estimated Principal Amount;

3. The actual amortization of the Refunding Bonds being different than the amortization assumed for purposes of such estimates;

4. The actual market interest rates at the time of sale of the Refunding Bonds being different than those estimated for purposes of such estimates;

5. Other market conditions; or

6. Alterations in the Successor Agency’s financing plan, delays in the financing, additional legal work, or

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a combination of such factors.

The actual date of sale of the Refunding Bonds and the actual principal amount of Refunding Bonds sold will be determined by the Successor Agency based on market conditions, the debt service savings achieved and other factors. The actual interest rates and amortization of the Refunding Bonds will depend on market interest rates at the time of sale. Market interest rates are affected by economic and other factors beyond the control of the Successor Agency. If market conditions change so that the refunding no longer satisfies the applicable savings requirements, the Successor Agency can decline to proceed with the sale of the Refunding Bonds.

Bond Financing Documents
There are several bond financing documents that require Successor Agency Board approval to proceed with the issuance of the Refunding Bonds. Substantially final versions of these documents are attached to the agenda report. Certain pricing-dependent tables in the Preliminary Official Statement, including the sources and uses of funds, the debt service schedule, and the estimated debt service coverage table, remain to be completed following the sale of the Refunding Bonds.

Below is a general description of the documents that require approval. Staff recommends the Successor Agency’s Executive Director (City Manager), Assistant Executive Director (Assistant City Manager), or Chief Financial Officer/Treasurer (Finance Director) (each, an “Authorized Officer”) be authorized to execute the agreements on behalf of the Successor Agency as described below. As modifications may be required prior to the closing, staff also recommends that the Authorized Officers each be authorized to execute the final versions of each of these agreements as may be modified upon consultation with appropriate members of the financing team.

Preliminary Official Statement – The Preliminary Official Statement (“POS”) describes the Refunding Bonds, the security for the Refunding Bonds, and the Successor Agency, and will be distributed by the Underwriter to prospective investors in connection with the marketing and sale of the Refunding Bonds. Pursuant to the Resolution, the Successor Agency approves the Preliminary Official Statement and authorizes an Authorized Officer to deem it final for purposes of Rule 15c2-12 under the Securities Exchange Act of 1934. The Preliminary Official Statement is attached as Attachment B.

The Preliminary Official Statement has been reviewed and approved for transmittal to the Successor Agency Board by the financing team. The distribution of the Preliminary Official Statement by the Successor Agency is subject to federal securities laws, including the Securities Act of 1933 and the Securities Exchange Act of 1934. These laws require the Preliminary Official Statement to include all facts that would be material to an investor in the Bonds. Material information is information that there is a substantial likelihood would have actual significance in the deliberations of the reasonable investor when deciding whether to buy or sell the Bonds. If the Successor Agency Board concludes that the Preliminary Official Statement includes all facts that would be material to an investor in the Bonds, it must adopt a resolution that authorizes staff to execute a certificate to the effect that the Preliminary Official Statement has been “deemed final”.

The Securities and Exchange Commission (the "SEC"), the agency with regulatory authority over the Successor Agency's compliance with the federal securities laws, has issued guidance as to the duties of the Board with respect to its approval of the Preliminary Official Statement. In its "Report of Investigation in the Matter of County of Orange, California as it Relates to the Conduct of the Members of the Board of Supervisors" (Release No. 36761 / January 24, 1996) (the "Release"), the SEC indicated that, if a member of the Board has knowledge of any facts or circumstances that an investor would want to know about prior to investing in the Bonds, whether relating to their repayment, tax-exempt status, undisclosed conflicts of interest with interested parties, or otherwise, they should endeavor to discover whether such facts are adequately disclosed in the Preliminary Official Statement. In the Release, the SEC indicated that the steps that a member of the Board could take include becoming familiar with the Preliminary Official Statement and questioning staff and consultants about the disclosure of such facts.

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The Successor Agency Board’s obligation and steps in reviewing the Preliminary Official Statement are to understand the following elements of the bond issue:
• Purpose of the bond issue
• Documents for Approval
• Security and Sources of repayment of the bonds
• Risks that the sources of repayment may be insufficient to repay the bonds and tax-exempt status of the Bonds
• Discussion of any other facts or events that could affect the deliberations of a reasonable investor

After such review of the documents the following additional elements should be considered:
• Have identified risks, facts and events been brought to the attention of staff, bond counsel and other professionals?
• Have such risks, facts and events been disclosed, and if not, what is the rationale for the non- disclosure?

If any Successor Agency Board member has any personal knowledge that any of the material information in the Official Statements is false or misleading, the Successor Agency Board member must raise these issues prior to approval of the distribution of the Official Statements.

Indenture of Trust – The Indenture of Trust (“Indenture”) is by and between the Successor Agency and U.S.

Bank Trust Company, National Association, as Trustee. The Refunding Bonds shall be issued pursuant to the law governing the dissolution of redevelopment agencies and pursuant to the Indenture. The Indenture describes the terms of the Refunding Bonds and contains provisions relating to payment, defeasance, default, and amendment. The Refunding Bonds are not subject to redemption prior to maturity. Pursuant to the Resolution, the Successor Agency authorizes the delivery and performance by the Successor Agency of the Indenture and approves the covenants set forth in the Indenture. The Indenture is attached as Attachment C.

Bond Purchase Agreement – The Bond Purchase Agreement authorizes the Successor Agency to sell the Refunding Bonds to Stifel, Nicolaus & Company, Incorporated, as underwriter (the “Underwriter”). Underwriting services are professional services under Milpitas Municipal Code Section I-2-1.03. Under Section I-2-3.13, a consultant may be engaged without competitive procurement where the governing body approves the engagement, and approval of the Bond Purchase Agreement constitutes that approval. Stifel was selected based on its established working relationship with the City and the Successor Agency and its experience with California tax allocation refundings. The Refunding Bonds will be sold through a negotiated sale rather than a competitive sale, and the underwriter’s discount is paid from bond proceeds. The Bond Purchase Agreement outlines the conditions under which the Refunding Bonds will be issued and requires the Successor Agency to make a number of covenants and representations. The Underwriter, in turn, will sell the Refunding Bonds to ultimate investors in the market. The Bond Purchase Agreement is attached as Attachment D.

Irrevocable Refunding Instructions – The Irrevocable Refunding Instructions are from the Successor Agency to U.S. Bank Trust Company, National Association, acting as trustee for the 2015 Bonds (the “Prior Trustee”), and specify the terms and conditions to provide for the payment and redemption (prepayment) of the outstanding 2015 Bonds. The Irrevocable Refunding Instructions are attached as Attachment E.

Continuing Disclosure Certificate – To satisfy the requirements of Rule 15c2-12 under the Securities Exchange Act of 1934, the Successor Agency will enter into a Continuing Disclosure Certificate for the benefit of the owners of the Refunding Bonds, under which the Successor Agency will covenant to provide certain annual financial information and operating data and to provide notices of the occurrence of certain enumerated events. The form of the Continuing Disclosure Certificate is Appendix D to the attached Preliminary Official Statement (Attachment B).

Debt Service Savings Analysis – The Debt Service Savings Analysis has been prepared by the Municipal Advisor and demonstrates the debt service savings that will result from the issuance of the Refunding Bonds and confirms compliance with the savings requirements of Section 34177.5(a)(1) of the Code. The Debt Service Savings Analysis is approved by the Resolution, will be provided to the Oversight Board and the California Department of Finance in connection with their review of the refunding, and is attached as Attachment F and attached to the Successor Agency Resolution.

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The Resolution further authorizes the Authorized Officers to execute the closing documents and take other actions necessary to issue the Refunding Bonds.

Financing Team Participants

The financing team consists of:

Successor Agency’s Municipal Advisor Fieldman, Rolapp & Associates, Inc.

Bond Counsel/Disclosure Counsel Jones Hall LLP
Fiscal Consultant Keyser Marston Associates, Inc.

Underwriter Stifel, Nicolaus & Company, Incorporated
Underwriter’s Counsel Stradling Yocca Carlson & Rauth, LLP Trustee U.S. Bank Trust Company, National Association

All costs associated with the refunding will be paid from the proceeds of the bond sale and are taken into account when calculating the debt service savings.

POLICY ALTERNATIVE(S):

Alternative 1: Do not adopt the Resolution
Pros: None identified. The refunding has no cost to the Successor Agency or the City and generates debt service savings distributed to all affected taxing entities.

Cons: The affected taxing entities, including the City, would forgo an estimated $1,473,429 in debt service savings, and the City would forgo an estimated $240,000 in additional property tax revenues through 2032.

Reason for Not Recommending: The refunding produces savings at no cost to the Successor Agency and satisfies the savings requirements of Section 34177.5(a)(1) of the Code.

PROJECT SCHEDULE/KEY MILESTONES
The Successor Agency’s Board adoption of the resolution is the first step in the process to refund the 2015 Bonds. It is anticipated that the refunding will take approximately 3 months to complete. The key milestones to complete the refunding are estimated below:

KEY MILESTONES DATE(S)
• Successor Agency approving resolution authorizing the refunding and the related financing documents, including the Indenture, the Bond Purchase Agreement and the Preliminary Official Statement September 1, 2026
• Oversight Board approval of the Successor Agency’s action September 25, 2026 • Submission of the bond documents to the California Department of Finance for approval
September 28, 2026
• California Department of Finance approval (subject to a review period of up to 60 days) *
October 2026
• Secure underlying credit rating from S&P Global Ratings and reserve fund surety
October 2026
• Negotiated sale (pricing) of the Refunding Bonds October 2026 • Bond closing and redemption (prepayment) of the outstanding 2015 Bonds; if the Department of Finance extends its review, the pricing and closing dates will shift accordingly
November 19, 2026
(estimated)
*Assuming earlier closing date based on DOF responding earlier than the 60-day statutory timeline.

Two filings with the California Debt and Investment Advisory Commission are required and are not shown above. The report of proposed debt issuance must be filed no later than 30 days before the sale date, and the report of final sale must be filed within 21 days after closing. The Refunding Bonds will also be included in the Successor Agency's annual debt transparency report.

Approval of the attached Resolution (Attachment A) will authorize the issuance of the Refunding Bonds to refund the outstanding 2015 Bonds, in accordance with the requirements of Section 34177.5(a)(1) of the Code

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to achieve debt service savings, so long as those requirements are satisfied upon the issuance of the Refunding Bonds.

FISCAL IMPACT:

As shown in the Debt Service Savings Analysis prepared by the Municipal Advisor and attached as Attachment F, the refinancing of the outstanding 2015 Bonds is estimated to generate net present value savings of approximately $1,352,582, or 3.62% of the $37,360,000 principal amount refunded, over the remaining life of the indebtedness. Total debt service savings are estimated at approximately $1,473,429, and the final maturity of the bonds remains September 1, 2032. The term of the Refunding Bonds is the same as the remaining term of the currently outstanding 2015 Bonds and will not be extended. These savings are net of the costs of issuance and Underwriter’s discount.

The costs of issuance cover the fees of the Municipal Advisor, bond and disclosure counsel, fiscal consultant, rating agency, trustee, reserve surety, and other miscellaneous costs. Costs of issuance are payable from bond proceeds and are incurred only if the Refunding Bonds close, except for the fiscal consultant and rating agency fees, which are incurred regardless. If the Refunding Bonds do not close, those fees are eligible for inclusion on a future Recognized Obligation Payment Schedule (“ROPS”) under AB 1484. The estimated savings are preliminary and subject to change based on market conditions at the time of sale.

Additionally, the City will receive $50,000 as an administrative fee to cover staff time associated with facilitating the refunding. Savings are distributed among 15 affected taxing entities in proportion to their shares of the redevelopment property tax trust fund. The City of Milpitas is estimated to receive $40,029 annually, or approximately $240,000 in total, over six annual distributions beginning September 1, 2027. Milpitas Unified School District is the largest beneficiary at an estimated $90,618 annually, or approximately $544,000 in total.

There is no General Fund cost associated with this action; all costs of the refunding are paid from bond proceeds.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA):

This item is not a project under the California Environmental Quality Act (CEQA) Guideline 15378(b).

ATTACHMENT(S):
(a) Resolution of the Successor Agency
(b) Preliminary Official Statement (including the form of Continuing Disclosure Certificate) (c) Indenture
(d) Bond Purchase Agreement
(e) Irrevocable Refunding Instructions
(f) Debt Service Savings Analysis

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RESOLUTION NO. SA___

A RESOLUTION OF THE BOARD OF THE SUCCESSOR AGENCY TO THE

REDEVELOPMENT AGENCY OF THE CITY OF MILPITAS APPROVING THE ISSUANCE AND SALE OF ITS 2026 TAX ALLOCATION REFUNDING BONDS (REDEVELOPMENT PROJECT AREA NO. 1) IN A PRINCIPAL AMOUNT NOT TO EXCEED $40,000,000; APPROVING A DEBT SERVICE SAVINGS ANALYSIS, AN

INDENTURE OF TRUST, IRREVOCABLE REFUNDING INSTRUCTIONS, A BOND PURCHASE AGREEMENT, AND A PRELIMINARY OFFICIAL STATEMENT; AND

PROVIDING FOR OTHER MATTERS PROPERLY RELATING THERETO

WHEREAS, pursuant to Section 34172(a) of the California Health and Safety Code (the Community Redevelopment Law, together with Part 1.85 of Division 24 of the California Health and Safety Code, the “Law”; unless otherwise noted, all Section references hereinafter being to such Code), the Milpitas Redevelopment Agency (the “Former Agency”) has been dissolved and no longer exists as a public body, corporate and politic, and pursuant to Section 34173, the Successor Agency to the Former Milpitas Redevelopment Agency (the “Successor Agency”) has become the successor entity to the Former Agency;

WHEREAS, the Successor Agency has previously issued its $127,790,000 aggregate principal amount of Successor Agency to the Former Milpitas Redevelopment Agency 2015 Tax Allocation Refunding Bonds (Redevelopment Project Area No. 1) (the “2015 Bonds”) to provide funds to refund bonds issued by the Former Agency in 2003;

WHEREAS, Section 34177.5 authorizes the Successor Agency to issue refunding bonds pursuant to Article 11 (commencing with Section 53580) of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code (the “Refunding Law”) for the purpose of achieving debt service savings within the parameters set forth in Section 34177.5(a)(1) (the “Savings Parameters”);

WHEREAS, to determine compliance with the Savings Parameters for purposes of the issuance by the Successor Agency of its Successor Agency to the Former Milpitas Redevelopment Agency 2026 Tax Allocation Refunding Bonds (Redevelopment Project Area No. 1) (the “Refunding Bonds”), the Successor Agency has caused its municipal advisor, Fieldman, Rolapp & Associates, Inc. (the “Municipal Advisor”), to prepare an analysis of the potential savings that will accrue to the Successor Agency and to applicable taxing entities as a result of the use of the proceeds of the Refunding Bonds to refund the 2015 Bonds (the “Debt Service Savings Analysis”);

WHEREAS, the Successor Agency desires at this time to approve the issuance of the Refunding Bonds and to approve the form of and authorize the execution and delivery of the Indenture of Trust, by and between the Successor Agency and U.S. Bank Trust Company, National Association, as trustee, providing for the issuance of the Refunding Bonds (the “Indenture”), the Irrevocable Refunding Instructions to be delivered to U.S. Bank Trust Company, National Association, as trustee of the 2015 Bonds, to be dated as of the date of the issuance and delivery of the Refunding Bonds (the “2015 Refunding Instructions”);

WHEREAS, the Successor Agency has determined to sell the Refunding Bonds, in one or more series, to Stifel, Nicolaus & Company, Incorporated, as underwriter (the “Original Purchaser”), pursuant to the terms of a Bond Purchase Agreement (the “Purchase Agreement”) to be entered into by the Successor Agency and the Original Purchaser;

WHEREAS, pursuant to Section 34179(j), effective July 1, 2018, the Redevelopment Dissolution Countywide Oversight Board of Santa Clara County (the “Oversight Board”) has been established, and will be requested to approve the issuance of the Refunding Bonds hereafter;

WHEREAS, the Successor Agency has, with the assistance of its bond counsel and disclosure counsel, Jones Hall LLP (“Disclosure Counsel”), its Municipal Advisor and its fiscal consultant, Keyser Marston Associates, Inc. (the “Fiscal Consultant”), caused to be prepared a form of Official Statement for the Refunding Bonds

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2 describing the Refunding Bonds and containing material information relating to the Successor Agency and the Refunding Bonds, the preliminary form of which has been submitted to the Successor Agency for approval for distribution by the Original Purchaser, as underwriter of the Refunding Bonds, to persons and institutions interested in purchasing the Refunding Bonds;

NOW, THEREFORE, BE IT RESOLVED by the Board of the Successor Agency to the Redevelopment Agency of the City of Milpitas, as follows:

1. Determination of Savings. The Successor Agency has determined that there are significant potential savings available to the Successor Agency and to affected taxing entities in compliance with the Savings Parameters by the issuance by the Successor Agency of the Refunding Bonds to provide funds to refund and defease the 2015 Bonds, all as evidenced by the Debt Service Savings Analysis on file with the Successor Agency and attached hereto as Exhibit A, which Debt Service Savings Analysis is hereby approved.

2. Approval of Issuance of the Refunding Bonds. The Successor Agency hereby authorizes and approves the issuance of the Refunding Bonds under the Law and the Refunding Law in the aggregate principal amount of not to exceed $40,000,000; provided that the Refunding Bonds are in compliance with the Savings Parameters at the time of sale and delivery and that the true interest cost of the Refunding Bonds does not exceed

4.25%.

3. Approval of Indenture. The Successor Agency hereby approves the Indenture prescribing the terms and provisions of the Refunding Bonds and the application of the proceeds of the Refunding Bonds. Each of the Executive Director, Assistant Executive Director or the Chief Financial Officer/Treasurer of the Successor Agency (each, an “Authorized Officer”), is hereby authorized and directed to execute and deliver, and the Successor Agency Secretary is hereby authorized and directed to attest to, the Indenture for and in the name and on behalf of the Successor Agency, in substantially the form on file with the Successor Agency, with such changes therein, deletions therefrom and additions thereto as the Authorized Officer executing the same shall approve, such approval to be conclusively evidenced by the execution and delivery of the Indenture. The Successor Agency hereby authorizes the delivery and performance of the Indenture.

4. Approval of Refunding Instructions. The form of the 2015 Refunding Instructions on file with the Successor Agency are hereby approved and the Authorized Officers are, each acting alone, hereby authorized and directed, for and in the name and on behalf of the Successor Agency, to execute and deliver the 2015 Refunding Instructions. The Successor Agency hereby authorizes the delivery and performance of its obligations under the 2015 Refunding Instructions.

5. Filing of Debt Service Savings Analysis and Resolution. The Successor Agency is hereby directed to provide a final copy of this Resolution and the Debt Service Savings Analysis to the Oversight Board. The Successor Agency is hereby further authorized and directed to file the Debt Service Savings Analysis, together with a certified copy of this Resolution, as provided in Section 34180(j), with the Santa Clara County Administrative Officer, the Santa Clara County Auditor-Controller and the California Department of Finance.

6. Sale of Refunding Bonds. The Successor Agency hereby approves the Bond Purchase Agreement to be entered into with the Original Purchaser providing the following requirements are met: the aggregate principal amount of the Refunding Bonds shall not be in excess of $40,000,000, the underwriter’s discount shall not be in excess of 0.45%, the true interest cost shall not be in excess of 4.25%, and the net present value savings shall be at least 3.00% of the aggregate principal amount of the 2015 Bonds refunded. The Authorized Officers, each acting alone, are hereby authorized and directed to execute and deliver the Bond Purchase Agreement for and in the name and on behalf of the Successor Agency, in substantially the form on file with the Successor Agency, with such changes therein, deletions therefrom and additions thereto as the Authorized Officer executing the same shall approve, such approval to be conclusively evidenced by the execution and delivery of the Bond Purchase Agreement.

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3 7. Issuance of Refunding Bonds in Whole or in Part. It is the intent of the Successor Agency to sell and deliver the Refunding Bonds in whole, provided that there is compliance with the Savings Parameters.

However, the Successor Agency will initially authorize the sale and delivery of the Refunding Bonds in whole or, if such Savings Parameters cannot be met with respect to the whole, then in part; provided that the Refunding Bonds so sold and delivered in part are in compliance with the Savings Parameters. The sale and delivery of the Refunding Bonds in part will in each instance provide sufficient funds only for the refunding of that portion of the 2015 Bonds that meet the Savings Parameters. In the event the Refunding Bonds are initially sold in part, the Successor Agency intends to sell and deliver additional parts of the Refunding Bonds without the further approval of the Successor Agency or the Oversight Board, provided that in each such instance the Refunding Bonds so sold and delivered in part are in compliance with the Savings Parameters.

8. Municipal Bond Insurance and Surety Bonds. The Authorized Officers, each acting alone, are hereby authorized and directed to take all actions necessary to obtain a municipal bond insurance policy for the Refunding Bonds and/or reserve account surety bond for the Refunding Bonds from a municipal bond insurance company if it is determined, upon consultation with the Municipal Advisor and the Original Purchaser, that such municipal bond insurance policy and/or surety bond will reduce the true interest cost with respect to the Refunding Bonds.

9. Approval of Official Statement. The Successor Agency hereby approves the preliminary Official Statement in substantially the form on file with the Successor Agency. Distribution of the preliminary Official Statement by the Successor Agency and the Original Purchaser is hereby approved, and, prior to the distribution of the preliminary Official Statement, an Authorized Officer, acting alone, is authorized and directed, on behalf of the Successor Agency, to deem the preliminary Official Statement “final” pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934 (the “Rule”). The execution of the final Official Statement, which shall include such changes and additions thereto deemed advisable by any Authorized Officer executing the same, and such information permitted to be excluded from the preliminary Official Statement pursuant to the Rule, is hereby approved for delivery to the purchasers of the Refunding Bonds, and the Authorized Officers, each acting alone, are authorized and directed to execute and deliver the final Official Statement for and on behalf of the Successor Agency, to deliver to the Original Purchaser a certificate with respect to the information set forth therein and to execute and deliver the Continuing Disclosure Certificate, the form of which is appended to the Preliminary Official Statement and is hereby approved.

10. Official Actions. The Authorized Officers and any and all other officers of the Successor Agency are hereby authorized and directed, for and in the name and on behalf of the Successor Agency, to do any and all things and take any and all actions, which they, or any of them, may deem necessary or advisable in obtaining the requested approval by the California Department of Finance, and in the issuance, sale and delivery of the Refunding Bonds. Whenever in this Resolution any officer of the Successor Agency is directed to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer is absent or unavailable.

11. Effective Date. This Resolution shall take effect from and after the date of approval and adoption thereof.

PASSED AND ADOPTED this ____ day of __________, 2026, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

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4 ATTEST:

Suzanne Guzzetta
Successor Agency Secretary

Carmen Montano
Successor Agency Chair

APPROVED AS TO FORM:

Christian M. Curtis
City Attorney/General Counsel

Exhibit A – Debt Service Savings Analysis

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Exhibit A

Debt Service Savings Analysis

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Jones Hall Draft of August 24, 2026 PRELIMINARY OFFICIAL STATEMENT DATED ____________, 2026 NEW ISSUE—BOOK-ENTRY RATING (S&P): “___” See “RATING” In the opinion of Jones Hall LLP, as Bond Counsel, subject, however to certain qualifications described in this Official Statement, under existing law, the interest on the Bonds is excluded from gross income for federal income tax purposes and such interest is not an item of tax preference for purposes of the federal alternative minimum tax. In the further opinion of Bond Counsel, such interest on the Bonds is exempt from California personal income taxes. See “TAX MATTERS.” $_________________* SUCCESSOR AGENCY TO THE FORMER MILPITAS REDEVELOPMENT AGENCY 2026 TAX ALLOCATION REFUNDING BONDS (REDEVELOPMENT PROJECT AREA NO. 1) Dated: Delivery Date Due: September 1, as shown on the inside front cover Purpose of the Bonds. The above captioned bonds (the “Bonds”) are being issued by the Successor Agency to the Former Milpitas Redevelopment Agency (the “Successor Agency”) to (i) refund bonds issued by the Successor Agency in 2015, and (ii) pay the costs of issuing the Bonds, including the premium for a debt service reserve insurance policy. Book-Entry. The Bonds will be delivered as fully registered bonds, registered in the name of Cede & Co. as nominee of The Depository Trust Company (“DTC”), and will be available to ultimate purchasers (“Beneficial Owners”) in the denomination of $5,000 or any integral multiple thereof, under the book-entry system maintained by DTC. Beneficial Owners will not be entitled to receive delivery of bonds representing their ownership interest in the Bonds. Payments. Annual principal of, premium if any, and semiannual interest on the Bonds due March 1 and September 1 of each year, commencing March 1, 2027, will be payable by U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), to DTC for subsequent disbursement to DTC participants, so long as DTC or its nominee remains the registered owner of the Bonds. See “THE BONDS.” No Redemption. The Bonds are not subject to redemption prior to maturity. See “THE BONDS – No Redemption.” Security for the Bonds; Reserve Policy. The Bonds are payable from and secured primarily by a pledge of Tax Revenues (as described herein) allocable to the Successor Agency from the Project Area (described herein), as well as moneys in certain funds and accounts established under the Indenture of Trust, dated as of _________ 1, 2026 (the “Indenture”), including a debt service reserve account. See “SECURITY FOR THE BONDS.” Limited Obligations. The Bonds are special obligations of the Successor Agency and are secured by an irrevocable pledge of, and are payable as to principal, interest and premium, if any, from Tax Revenues and other funds described in this Official Statement. The Bonds, interest and premium, if any, thereon are not a debt of the City of Milpitas (the “City”), the County of Santa Clara (the “County”), the State of California (the “State”) or any of their political subdivisions except the Successor Agency, and none of the City, the County, the State or any of their political subdivisions except the Successor Agency is liable thereon. The Bonds, interest thereon and premium, if any, are not payable out of any funds or properties other than those set forth in the Indenture. None of the members of the Successor Agency, the Oversight Board, the County Board of Supervisors or any persons executing the Bonds are liable personally on the Bonds. This cover page of the Official Statement contains information for quick reference only. It is not a complete summary of the Bonds. Investors must read the entire Official Statement to obtain information essential to the making of an informed investment decision. Attention is hereby directed to certain risk factors more fully described in this Official Statement. See “RISK FACTORS.” The Bonds are offered, when, as and if issued, subject to the approval of Jones Hall LLP, San Mateo, as Bond Counsel to the Successor Agency. Jones Hall LLP is also serving as Disclosure Counsel to the Successor Agency. In addition, certain legal matters will be passed upon for the Successor Agency by the City Attorney of the City, as Successor Agency general counsel. Certain legal matters will be passed on for the Underwriter by Stradling Yocca Carlson & Rauth LLP, as Underwriter’s Counsel. It is anticipated that the Bonds will be available for delivery through the facilities of DTC on or about ____________, 2026. The date of this Official Statement is ______________, 2026. * Preliminary; subject to change.

This Preliminary Official Statement and the information contained herein are subject to completion or amendment. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction .

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MATURITY SCHEDULE $____________ SUCCESSOR AGENCY TO THE FORMER MILPITAS REDEVELOPMENT AGENCY 2026 TAX ALLOCATION REFUNDING BONDS (REDEVELOPMENT PROJECT AREA NO. 1) Maturity Date (September 1) Principal Amount* Interest Rate Yield Price CUSIP† (Base _____) † Copyright 2026, CUSIP Global Services, and a registered trademark of the American Bankers Association. CUSIP data is provided by CUSIP Global Services, which is managed on behalf of American Bankers Association by S&P Capital IQ. Neither the Successor Agency nor the Underwriter assume any responsibility for the accuracy of the CUSIP data.

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SUCCESSOR AGENCY TO THE FORMER MILPITAS REDEVELOPMENT AGENCY (SANTA CLARA COUNTY, CALIFORNIA) CITY COUNCIL/SUCCESSOR AGENCY BOARD Mayor Carmen Montano, Mayor Garry Barbadillo, Esq., Vice-Mayor Evelyn Chua, Council Member Hon Lien, Council Member William Lam, Council Member CITY/SUCCESSOR AGENCY STAFF Willie Hopkins, City Manager Luz Cofresí-Howe, Finance Director Suzanne Guzzetta, City Clerk Christian M. Curtis, City Attorney SPECIAL SERVICES Municipal Advisor Fieldman, Rolapp & Associates, Inc. Irvine, California Bond and Disclosure Counsel Jones Hall LLP San Mateo, California Fiscal Consultant Keyser Marston Associates, Inc. Berkeley, California Trustee U.S. Bank Trust Company, National Association San Francisco, California

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TABLE OF CONTENTS Page Page INTRODUCTION .................................................... 1 REFUNDING PLAN ............................................... 5 General .............................................................. 5 Estimated Sources and Uses of Funds .............. 5 Debt Service Schedule ....................................... 6 THE BONDS .......................................................... 7 Authority for Issuance ........................................ 7 Description of the Bonds .................................... 7 No Redemption .................................................. 7 THE DISSOLUTION ACT ...................................... 8 SECURITY FOR THE BONDS ............................ 10 Pledge of Tax Revenues .................................. 10 Flow of Funds Under the Indenture .................. 10 Reserve Account; Reserve Policy .................... 12 Limited Obligation ............................................ 12 Recognized Obligation Payment Schedules .... 12 No Negotiated Pass-Through Agreements ...... 15 Statutory Pass-Through Payments .................. 15 Other Obligations ............................................. 16 PROPERTY TAXATION IN CALIFORNIA ........... 17 Property Tax Collection Procedures ................ 17 Rate of Collections ........................................... 18 Unitary Property ............................................... 19 Article XIIIA of the State Constitution ............... 19 Appropriations Limitation – Article XIIIB ........... 20 Proposition 87 .................................................. 21 Appeals of Assessed Values ............................ 21 Proposition 8 .................................................... 22 Propositions 218 and 26 .................................. 22 Future Initiatives ............................................... 22 THE PROJECT AREA ......................................... 23 Project Description ........................................... 23 Land Use .......................................................... 23 The Redevelopment Plan ................................. 24 Historical and Estimated Assessed Values and Tax Revenues ....................................... 26 Unitary Property ............................................... 28 Major Taxable Property Owners ...................... 28 Tax Rates ........................................................ 31 Teeter Plan ...................................................... 31 Appeals of Assessed Values; Proposition 8 Reductions .................................................. 31 Projected Tax Revenues and Estimated Debt Service Coverage ........................................ 33 RISK FACTORS .................................................. 37 Recognized Obligation Payment Schedule ..... 37 Concentration of Property Ownership ............. 38 Reduction in Taxable Value ............................. 38 Risks to Real Estate Market ............................ 39 Reduction in Inflationary Rate ......................... 39 Levy and Collection of Taxes .......................... 39 Bankruptcy and Foreclosure ............................ 40 Estimated Revenues ....................................... 40 Hazardous Substances ................................... 40 Natural Disasters ............................................. 40 Pandemic Diseases ......................................... 42 Cybersecurity ................................................... 42 Changes in the Law ......................................... 42 Loss of Tax-Exemption .................................... 42 Secondary Market ........................................... 43 TAX MATTERS .................................................... 44 MUNICIPAL ADVISOR ........................................ 45 UNDERWRITING ................................................ 45 RATING ............................................................... 45 CONTINUING DISCLOSURE .............................. 45 CONCLUDING INFORMATION .......................... 46 Legal Matters ................................................... 46 No Litigation ..................................................... 46 Audited Financial Statements .......................... 46 Execution ......................................................... 47 APPENDIX A – FISCAL CONSULTANT’S REPORT APPENDIX B – GENERAL INFORMATION ABOUT THE CITY OF MILPITAS AND THE COUNTY OF SANTA CLARA APPENDIX C – FORM OF BOND COUNSEL OPINION APPENDIX D – FORM OF SUCCESSOR AGENCY CONTINUING DISCLOSURE CERTIFICATE APPENDIX E – AUDITED FINANCIAL STATEMENTS OF THE CITY FISCAL YEAR 2024-25 APPENDIX F – SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE APPENDIX G – BOOK-ENTRY ONLY SYSTEM

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GENERAL INFORMATION ABOUT THIS OFFICIAL STATEMENT No Offering May Be Made Except by this Official Statement. No dealer, broker, salesperson or other person has been authorized to give any information or to make any representations with respect to the Bonds other than as contained in this Official Statement, and if given or made, such other information or representation must not be relied upon as having been authorized. No Unlawful Offers or Solicitations. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy in any state in which such offer or solicitation is not authorized or in which the person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or solicitation. Effective Date. This Official Statement speaks only as of its date, and the information and expressions of opinion contained in this Official Statement are subject to change without notice. Neither the delivery of this Official Statement nor any sale of the Bonds will, under any circumstances, create any implication that there has been no change in the affairs of the Successor Agency or the Project Area since the date of this Official Statement. Use of this Official Statement. This Official Statement is submitted in connection with the sale of the Bonds referred to in this Official Statement and may not be reproduced or used, in whole or in part, for any other purpose. This Official Statement is not a contract with the purchasers of the Bonds. Preparation of this Official Statement. The information contained in this Official Statement has been obtained from sources that are believed to be reliable, but this information is not guaranteed as to accuracy or completeness. The Underwriter has provided the following sentence for inclusion in this Official Statement: The Underwriter has reviewed the information in this Official Statement in accordance with, and as part of, its responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriter does not guarantee the accuracy or completeness of such information. Document References and Summaries. All references to and summaries of the Indenture or other documents contained in this Official Statement are subject to the provisions of those documents and do not purport to be complete statements of those documents. Bonds are Exempt from Securities Laws Registration. The issuance and sale of the Bonds have not been registered under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, in reliance upon exemptions for the issuance and sale of municipal securities provided under Section 3(a)(2) of the Securities Act of 1933 and Section 3(a)(12) of the Securities Exchange Act of 1934. Estimates and Projections. Certain statements included or incorporated by reference in this Official Statement constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended. Such statements are generally identifiable by the terminology used such as “plan,” “expect,” “estimate,” “budget” or other similar words. THE ACHIEVEMENT OF CERTAIN RESULTS OR OTHER EXPECTATIONS CONTAINED IN SUCH FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS WHICH MAY CAUSE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS DESCRIBED TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. THE SUCCESSOR AGENCY DOES NOT PLAN TO ISSUE ANY UPDATES OR REVISIONS TO THOSE FORWARD-LOOKING STATEMENTS IF OR WHEN ITS EXPECTATIONS, OR EVENTS, CONDITIONS OR CIRCUMSTANCES ON WHICH SUCH STATEMENTS ARE BASED OCCUR. Website. The City maintains an Internet website, but the information on the website is not incorporated in this Official Statement.

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OFFICIAL STATEMENT $_____________* SUCCESSOR AGENCY TO THE FORMER MILPITAS REDEVELOPMENT AGENCY 2026 TAX ALLOCATION REFUNDING BONDS (REDEVELOPMENT PROJECT AREA NO. 1) This Official Statement, including the cover page and appendices attached hereto, is provided to furnish information in connection with the sale by the Successor Agency to the Former Milpitas Redevelopment Agency (the “Successor Agency”) of the captioned bonds (the “Bonds”). INTRODUCTION This introduction is not a summary of this Official Statement. It is only a brief description and guide to, and is qualified by, the more complete and detailed information contained in the entire Official Statement including the cover page and the appendices, and the documents summarized or described herein. A full review should be made of the entire Official Statement. The offering of the Bonds to potential investors is made only by means of the entire Official Statement. Authority and Use of Proceeds The Successor Agency is issuing the Bonds pursuant to authority granted by Part 1 (commencing with Section 33000) and Part 1.85 of Division 24 (commencing with Section 34170) of the California Health and Safety Code (the “Law”), Article 11 (commencing with Section 53580) of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California, and an Indenture of Trust dated as of _________ 1, 2026 (the “Indenture”) by and between the Successor Agency and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). See “THE BONDS – Authority for Issuance.” The Successor Agency is issuing the Bonds to refund, in full, its outstanding Successor Agency to the Former Milpitas Redevelopment Agency 2015 Tax Allocation Refunding Bonds (Redevelopment Project Area No. 1) (the “Prior Bonds”). Proceeds of the Bonds will also be used to pay the costs of issuing the Bonds, including the premium for a debt service reserve insurance policy, as described below. The Successor Agency, the City and the County The Successor Agency. The Successor Agency is the successor entity to the former Milpitas Redevelopment Agency (“Former Agency”), which was dissolved under the Dissolution Act (defined herein). Pursuant to Section 34173 of the Law, the City acts as the Successor * Preliminary; subject to change.

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Agency to the Former Agency. The City Council of the City (the “City Council”) was the legislative body of the Former Agency and is the governing board of the Successor Agency. The City and the County. The City of Milpitas (the “City”) is located in the County of Santa Clara (the “County”). The City covers 13.63 square miles and is located 45 miles south of San Francisco, and is adjacent to the City of San José in the northern part of the County. The City’s estimated population at January 1, 2026 was approximately 82,107. The City was incorporated in 1954 as a general law city. It is administered by a Council-Manager form of government. For additional demographic and statistical information regarding the City and the County, see “APPENDIX B – GENERAL INFORMATION ABOUT THE CITY OF MILPITAS AND THE COUNTY OF SANTA CLARA.” The Redevelopment Plan and the Project Area Redevelopment Plan. The City Council established Project Area No. 1 (the “Original Area”) and approved the Preliminary Plan for Project Area No. 1 (the “Original Redevelopment Plan”) pursuant to Ordinance No. 192, adopted on September 21, 1976. Since its adoption, the Original Redevelopment Plan has been amended several times, including, in 2003, when it was amended and restated by the Amended and Restated Redevelopment Plan for the Milpitas Redevelopment Project Area No. 1 (the “Amended and Restated Redevelopment Plan”) approved by the City Council on June 17, 2003 pursuant to Ordinance No. 192.14. The Amended and Restated Redevelopment Plan has been amended several times since its adoption and, as so amended, is referred to in this Official Statement as the “Redevelopment Plan”). In 1993, the City Council established the Former Agency’s second redevelopment project area, the Great Mall Redevelopment Project (the “Great Mall Project Area”) and approved the Redevelopment Plan for the Great Mall Redevelopment Project (as amended from time to time, the “Great Mall Redevelopment Plan”) pursuant to Ordinance No. 192.8, adopted on November 3, 1993. The Great Mall Redevelopment Plan does not provide for the use of tax increment revenues to finance redevelopment activities within the Great Mall Project Area and therefore does not generate any tax increment revenues. In 2006, the Amended and Restated Redevelopment Plan was amended to merge the Project Area (as defined below) with the Great Mall Project Area to permit tax increment revenues from the Project Area to be used for redevelopment activities in the Great Mall Project Area. The Project Area and the Great Mall Project Area retained separate redevelopment plans after the merger. As discussed more fully in the sections of this Official Statement entitled, “SECURITY FOR THE BONDS,” because the Great Mall Project Area does not generate tax increment revenue, the discussion in this Official Statement regarding the Former Agency’s project areas and related redevelopment plans is limited to the Project Area. Project Area. The Original Area of the Project Area is composed of approximately 577 acres of land. In 1979, the Original Area was amended to add approximately 483 acres (the “First Amendment Area”). In 1982, the Original Area was further amended to add approximately 479 acres (the “Second Amendment Area”). In 2003, the Original Area was further amended to add approximately 691 acres (the “Midtown Area” and together with the Original Area, the First Amendment Area and the Second Amendment Area, the “Project Area”) thereby resulting in a total of approximately 2,230 acres within the Project Area. The Project Area includes low-density and medium-density residential, industrial, commercial and public land uses and encompasses the City’s downtown core. The Project Area also includes 245

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acres out of 437 acres within the City designated for medium to high-density development pursuant to the City’s Transit Area Specific Plan, which was adopted in 2008. The City's Milpitas Metro Specific Plan was adopted in 2023 as an update to the Transit Area Specific Plan, to continue the transformation of the area into a vibrant, connected, transit-oriented neighborhood and to provide additional housing and amenities such as parks, retail stores and restaurants to the City's residents. Development is anticipated to occur in areas adjacent to the Milpitas BART train station, which opened in 2020, and two Santa Clara Valley Transportation Authority (“VTA”) light rail stations. Tax Allocation Financing Prior to the Dissolution Act, the Law authorized the financing of redevelopment projects through the use of tax increment revenues, and the Santa Clara County Auditor-Controller (the “County Auditor-Controller”) apportioned tax increment revenue to all redevelopment agencies. Such incremental tax revenues allocated to a redevelopment agency were authorized to be pledged to the payment of redevelopment agency obligations. The Dissolution Act authorizes each successor agency to issue refunding bonds secured by a pledge of, and lien on, the revenues that were pledged to the bond or other indebtedness being refunded as well as moneys deposited from time to time in the Redevelopment Property Tax Trust Fund (defined below) established by the county auditor-controller for the successor agency by the Dissolution Act. Under the Dissolution Act, property tax revenues are allocated to the Successor Agency on a semi-annual basis (on January 2 and June 1) based on a Recognized Obligation Payment Schedule submitted by the Successor Agency to an oversight board established for the County (the “Oversight Board”) and the State Department of Finance (the “DOF”). The County Auditor-Controller distributes funds from the Redevelopment Property Tax Trust Fund for each six-month period in the order specified in the Dissolution Act. See “SECURITY FOR THE BONDS – Recognized Obligation Payment Schedules.” Successor agencies have no power to levy property taxes and must rely on the allocation of taxes as described above. See “RISK FACTORS.” Security for the Bonds The Bonds are secured by, and payable from, the Tax Revenues, moneys in certain funds and accounts held by the Trustee under the Indenture and any other moneys deposited from time to time in the Redevelopment Property Tax Trust Fund (as defined below) pursuant to the pledge and lien created with respect to the Bonds by Section 34177.5(g) of the Law. The term “Tax Revenues” is defined under the Indenture as all taxes that were eligible for allocation to the Former Agency with respect to the Project Area and are allocated to the Successor Agency pursuant to Article 6 of Chapter 6 (commencing with Section 33670) of the Law and Section 16 of Article XVI of the Constitution of the State, or pursuant to other applicable State laws, and that are deposited in the Redevelopment Property Tax Trust Fund for transfer to the Successor Agency for deposit into the Redevelopment Obligation Retirement Fund, excluding therefrom the administration charge of the County and all amounts required to be paid to taxing entities pursuant to Sections 33607.5 and 33607.7 of the Law unless such payments are subordinated to payments on the Bonds. The Successor Agency has not subordinated any pass-through payment obligations and therefore such amounts are excluded from Tax Revenues pledged to the Bonds.

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The Dissolution Act requires the County Auditor-Controller to annually determine the amount of property taxes that would have been allocated to the Former Agency from the Project Area had the Former Agency not been dissolved pursuant to the operation of the Dissolution Act, using current assessed values on the last equalized roll, and to deposit that amount in the Redevelopment Property Tax Trust Fund for the Successor Agency established and held by the County Auditor-Controller (the “Redevelopment Property Tax Trust Fund”) pursuant to the Dissolution Act. Reserve Policy The Indenture requires that the Trustee deposit into the “Reserve Account” of the Debt Service Fund, the Reserve Requirement (defined herein) for the Bonds, which shall be satisfied by the delivery of a reserve fund insurance policy (the “Reserve Policy”) by ______ (the “Reserve Insurer”) on the Closing Date. The Successor Agency will have no obligation to replace the Reserve Policy or to fund the Reserve Account with cash if, at any time that the Bonds are Outstanding, any rating assigned to the Reserve Insurer is downgraded, suspended or withdrawn or amounts are not available under the Reserve Policy, other than in connection with a draw on the Reserve Policy. Limited Obligation The Bonds are special limited obligations of the Successor Agency secured by, and are payable from, the Tax Revenues and the other amounts described in the Indenture. The Bonds are not a debt of the City, the County, the State or any of their political subdivisions except the Successor Agency, and none of the City, the County, the State nor any of their political subdivisions (except the Successor Agency) are liable thereon. The Bonds are not payable out of any funds or properties other than those set forth in the Indenture. No member, officer, agent, or employee of the City, the Successor Agency, the Oversight Board, the County Board of Supervisors or any person executing the Bonds is liable personally on the Bonds by reason of their issuance. Further Information Brief descriptions of the Law, the Bonds, the Indenture, the Successor Agency, the Former Agency, the Project Area and the City are included in this Official Statement. Such descriptions and information do not purport to be comprehensive or definitive, and are qualified in their entirety by reference to such documents and laws. References in this Official Statement to the Bonds are qualified in their entirety by the form included in the Indenture and by the provisions of the Indenture. Capitalized terms used in this Official Statement and not otherwise defined shall have the meanings given to such terms as set forth in the Indenture. During the period of the initial offering of the Bonds, copies of the draft forms of all documents are available from the Underwriter or from the City Clerk, City of Milpitas, 455 East Calaveras Boulevard, Milpitas, California 95035.

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REFUNDING PLAN General The Bonds are being issued to refund, in full, the Prior Bonds. The Prior Bonds were originally issued in the principal amount of $127,790,000 and remain outstanding in the amount of $37,360,000. The proceeds of the Prior Bonds were used to refinance a prior series of bonds issued by the Former Agency in 2003. Pursuant to the Irrevocable Refunding Instructions (the “Refunding Instructions”), by and between the Successor Agency and U.S. Bank Trust Company, National Association, as trustee of the Prior Bonds (in such capacity, the “Prior Bonds Trustee”), the Successor Agency will deliver a portion of the proceeds of the Bonds, along with other available amounts, to the Prior Bonds Trustee for deposit in a refunding account established under the Refunding Instructions (the “Refunding Fund”). From the moneys on deposit in the Refunding Fund, the Prior Bonds Trustee will pay, on or about the date the Bonds are issued, the outstanding principal amount of the Prior Bonds and the accrued interest on the Prior Bonds to the redemption date, without premium. The amounts held by the Prior Bonds Trustee for redemption of the Prior Bonds are irrevocably pledged solely to the amounts needed to redeem the Prior Bonds. Neither the amount deposited nor interest on the deposited funds, if any, will be available for the payment of debt service on the Bonds. Estimated Sources and Uses of Funds The estimated sources and uses of funds are summarized below. Amount Sources: Principal Amount of Bonds Plus/Less: [Net] Original Issue Premium/Discount Plus: Prior Bonds – Available Funds Total Sources Uses: Redemption of Prior Bonds Costs of Issuance(1) Total Uses _______________ (1) Costs of Issuance include fees and expenses for Bond Counsel, Disclosure Counsel, Municipal Advisor, Fiscal Consultant, Trustee, Underwriter’s discount, premium for the Reserve Policy, printing expenses, rating fee, and other costs related to the issuance of the Bonds.

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Debt Service Schedule The following table shows the annual debt service schedule for the Bonds. Bond Year Ending September 1 Principal Interest Total Debt Service 2027 2028 2029 2030 2031 2032 Total (a) T __________ Source: Underwriter.

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THE BONDS Authority for Issuance The issuance of the Bonds and the execution and delivery of the Indenture were authorized by the Successor Agency pursuant to a resolution adopted on [September 1], 2026 (the “Resolution”), and approved by the Oversight Board pursuant to a resolution adopted on [September 25], 2026 (the “Oversight Board Resolution”). Pursuant to the Dissolution Act, written notice of the Oversight Board Resolution was provided to the DOF. On __________, 2026, the DOF provided a letter to the Successor Agency stating that based on the DOF’s review and application of the law, the Oversight Board Resolution approving the Bonds is approved by the DOF. Section 34177.5(f) of the Law provides that when, as here, a successor agency issues refunding bonds with the approval of the oversight board and the DOF, the oversight board may not unilaterally approve any amendments to or early termination of the bonds, and the scheduled payments on the bonds shall be listed in the Recognized Obligation Payment Schedule and are not subject to further review and approval by the DOF or the California State Controller. Description of the Bonds The Bonds will be issued and delivered in fully-registered form without coupons in the denomination of $5,000 or any integral multiple thereof for each maturity, initially in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”), as registered owner of all Bonds. The initially executed and delivered Bonds will be dated the date of delivery (the “Closing Date”) and mature on September 1 in the years and in the amounts shown on the inside cover page of this Official Statement. Interest on the Bonds will be calculated on the basis of a 360-day year of twelve 30-day months at the rates shown on the inside cover page of this Official Statement, payable semiannually on March 1 and September 1 in each year, commencing on March 1, 2027 (each, an “Interest Payment Date”), by check mailed to the registered owners thereof or upon the request of the Owners of $1,000,000 or more in principal amount of Bonds, by wire transfer to an account in the United States which shall be designated in written instructions by such Owner to the Trustee on or before the Record Date preceding the Interest Payment Date. “Record Date” as defined in the Indenture means, with respect to any Interest Payment Date, the close of business on the 15th calendar day of the month preceding such Interest Payment Date, whether or not such 15th calendar day is a Business Day. One fully-registered bond will be issued for each maturity of the Bonds, each in the aggregate principal amount of such maturity, and will be deposited with DTC. See “APPENDIX G – BOOK-ENTRY ONLY SYSTEM.” No Redemption The Bonds are not subject to redemption prior to maturity.

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THE DISSOLUTION ACT On June 29, 2011, Assembly Bill No. 26 (“AB 1X 26”) was enacted together with a companion bill, Assembly Bill No. 27 (“AB 1X 27”). The provisions of AB 1X 26 provided for the dissolution of all redevelopment agencies statewide as of February 1, 2012. The provisions of AB 1X 27 permitted redevelopment agencies to avoid such dissolution by the payment of certain amounts. A lawsuit was brought in the California Supreme Court, California Redevelopment Association, et al., v. Matosantos, et al., 53 Cal. 4th 231 (Cal. Dec. 29, 2011), challenging the constitutionality of AB 1X 26 and AB 1X 27. The California Supreme Court largely upheld AB 1X 26, invalidated AB 1X 27, and held that AB 1X 26 may be severed from AB 1X 27 and enforced independently. As a result of AB 1X 26 and the decision of the California Supreme Court in the California Redevelopment Association case, as of February 1, 2012, all redevelopment agencies in the State were dissolved, including the Former Agency, and successor agencies were designated as successor entities to the former redevelopment agencies to expeditiously wind down the affairs of the former redevelopment agencies. The primary provisions enacted by AB 1X 26 relating to the dissolution and wind down of former redevelopment agency affairs are found in Parts 1.8 (commencing with Section 34161) and 1.85 (commencing with Section 34170) of Division 24 of the Health and Safety Code of the State, as amended on June 27, 2012 by Assembly Bill No. 1484 (“AB 1484”), enacted as Chapter 26, Statutes of 2012, and as further amended on September 22, 2015 by Senate Bill No. 107 (“SB 107”), enacted as Chapter 325, Statutes of 2015 (as amended from time to time, the “Dissolution Act”). The Dissolution Act requires the County Auditor-Controller to determine the amount of property taxes that would have been allocated to the Former Agency (pursuant to subdivision (b) of Section 16 of Article XVI of the State Constitution) had the Former Agency not been dissolved pursuant to the operation of the Dissolution Act, using current assessed values on the last equalized roll on August 20, and to deposit that amount in the Redevelopment Property Tax Trust Fund for the Successor Agency established and held by the County Auditor-Controller pursuant to the Dissolution Act. The Dissolution Act provides that any bonds authorized thereunder to be issued by the Successor Agency will be considered indebtedness incurred by the Former Agency, with the same lien priority and legal effect as if the bonds had been issued prior to the effective date of the Dissolution Act, in full conformity with the applicable provisions of the Law that existed prior to that date, and will be included in the Successor Agency’s Recognized Obligation Payment Schedule (see “SECURITY FOR THE BONDS – Recognized Obligation Payment Schedules”). The Dissolution Act further provides that bonds authorized by the Dissolution Act to be issued by the Successor Agency will be secured by a pledge of, and lien on, and will be repaid from moneys deposited from time to time in the Redevelopment Property Tax Trust Fund, and that property tax revenues pledged to any bonds authorized to be issued by the Successor Agency under the Dissolution Act, including the Bonds, are taxes allocated to the Successor Agency pursuant to subdivision (b) of Section 33670 of the Law and Section 16 of Article XVI of the State Constitution. Pursuant to subdivision (b) of Section 33670 of the Law and Section 16 of Article XVI of the State Constitution and as provided in the Redevelopment Plan for the project area, taxes levied upon taxable property in the Project Area each year by or for the benefit of the State, any city, county, city and county, district, or other public corporation (herein sometimes collectively

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called “taxing agencies”) after the effective date of the ordinance approving the applicable Redevelopment Plan, or the respective effective dates of ordinances approving amendments to the applicable Redevelopment Plan that added territory to the Project Area, as applicable, are to be divided as follows: (a) To Taxing Agencies: That portion of the taxes which would be produced by the rate upon which the tax is levied each year by or for each of the taxing agencies upon the total sum of the assessed value of the taxable property in the Project Area as shown upon the assessment roll used in connection with the taxation of such property by such taxing agency last equalized prior to the effective date of the ordinance adopting the applicable Redevelopment Plan, or the respective effective dates of ordinances approving amendments to the applicable Redevelopment Plan that added territory to the Project Area, as applicable (each, a “base year valuation”), will be allocated to, and when collected will be paid into, the funds of the respective taxing agencies as taxes by or for the taxing agencies on all other property are paid; and (b) To the Former Agency/Successor Agency: Except for that portion of the taxes in excess of the amount identified in (a) above which are attributable to a tax rate levied by a taxing agency for the purpose of producing revenues in an amount sufficient to make annual repayments of the principal of, and the interest on, any bonded indebtedness approved by the voters of the taxing agency on or after January 1, 1989 for the acquisition or improvement of real property, which portion shall be allocated to, and when collected shall be paid into, the fund of that taxing agency, that portion of the levied taxes each year in excess of such amount, annually allocated within limitations established by the applicable Redevelopment Plan, following the date of issuance of the Bonds, when collected will be paid into a special fund of the Successor Agency. Section 34172 of the Dissolution Act provides that, for purposes of Section 16 of Article XVI of the State Constitution, the Redevelopment Property Tax Trust Fund shall be deemed to be a special fund of the Successor Agency to pay the debt service on indebtedness incurred by the Former Agency or the Successor Agency to finance or refinance the redevelopment projects of the Former Agency. That portion of the levied taxes described in paragraph (b) above, less amounts deducted pursuant to Section 34183(a) of the Dissolution Act for permitted administrative costs of the County Auditor-Controller, constitute the amounts required under the Dissolution Act to be deposited by the County Auditor-Controller into the Redevelopment Property Tax Trust Fund. In addition, Section 34183 of the Dissolution Act effectively eliminates the January 1, 1989 date from paragraph (b) above. Before it was amended by the Dissolution Act, the Law required the Redevelopment Agency to set aside not less than 20% of all tax increment generated in the Project Area into a low and moderate income housing fund to be used for the purpose of increasing, improving and/or preserving the supply of low and moderate income housing. These tax increment revenues were commonly referred to as “Housing Set-Aside.” The Dissolution Act eliminates the characterization of certain tax increment revenues as Housing Set-Aside.

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SECURITY FOR THE BONDS Pledge of Tax Revenues The County Auditor-Controller will deposit property tax revenues into the Redevelopment Property Tax Trust Fund pursuant to the requirements of the Dissolution Act. The Bonds are payable from and secured by Tax Revenues, moneys in certain funds and accounts held by the Trustee under the Indenture and any other moneys deposited with respect to the Project Area from time to time in the Redevelopment Property Tax Trust Fund pursuant to the pledge and lien created with respect to the Bonds by Section 34177.5(g) of the Law. Except as described in “– Redevelopment Obligation Retirement Fund” below and as required to compensate or indemnify the Trustee, the Bonds are secured by a pledge of, security interest in and lien on all of the Tax Revenues including all of the Tax Revenues in the Redevelopment Obligation Retirement Fund and by a first and exclusive pledge of, security interest in and lien upon all of the moneys in the Debt Service Fund, including the Reserve Account, without preference or priority for series, issue, number, dated date, sale date, date of execution or date of delivery. The Bonds are also equally secured by the pledge and lien created with respect to the Bonds by Section 34177.5(g) of the Law on moneys deposited from time to time in the Redevelopment Property Tax Trust Fund. Except for the Tax Revenues and such moneys, no funds or properties of the Successor Agency are pledged to, or otherwise liable for, the payment of principal of or interest on the Bonds. “Tax Revenues” is defined in the Indenture to mean all taxes that were eligible for allocation to the Former Agency with respect to the Project Area and are allocated to the Successor Agency pursuant to Article 6 of Chapter 6 (commencing with Section 33670) of the Law and Section 16 of Article XVI of the Constitution of the State, or pursuant to other applicable State laws, and that are deposited in the Redevelopment Property Tax Trust Fund for transfer to the Successor Agency for deposit into the Redevelopment Obligation Retirement Fund, excluding therefrom all amounts required to be paid to taxing entities pursuant to Sections 33607.5 and 33607.7 of the Law unless such payments are subordinated to payments on the Bonds. Flow of Funds Under the Indenture General. The Successor Agency previously established the Redevelopment Obligation Retirement Fund pursuant to Section 34170.5(a) of the Dissolution Act and agrees to hold and maintain the Redevelopment Obligation Retirement Fund as long as any of the Bonds are Outstanding. Deposit in Redevelopment Obligation Retirement Fund; Transfer to Debt Service Fund. The Indenture provides that the Successor Agency will deposit all of the Tax Revenues received with respect to each six-month period beginning on January 1 of any calendar year and ending on June 30 of such calendar year, and each six-month period beginning on July 1 of any calendar year and ending on December 31 of such calendar year into the Redevelopment Obligation Retirement Fund promptly upon receipt thereof by the Successor Agency. See “– Recognized Obligation Payment Schedules – Relevant Covenant of the Successor Agency” herein. All Tax Revenues received by the Successor Agency in excess of the amount required to make the semi-annual deposits required under the Indenture in order to pay debt service on the Bonds as deposited under the caption “– Deposit of Amounts by Trustee” and to make any other payments due under the Indenture, will be released from the pledge and lien hereunder

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and will be applied in accordance with the Law. Prior to making the deposits required by the Indenture for the payment of and interest on the Bonds and the payment in full of all other amounts payable under the Indenture, the Successor Agency shall not have any beneficial right or interest in the moneys on deposit in the Redevelopment Obligation Retirement Fund, except as may be provided in the Indenture. Deposit of Amounts by Trustee. A trust fund to be known as the Debt Service Fund, will be held in trust by the Trustee under the Indenture. Moneys in the Redevelopment Obligation Retirement Fund shall be transferred by the Successor Agency to the Trustee in the following amounts, at the following times, and deposited by the Trustee in the following respective special accounts, which are established in the Debt Service Fund, and in the following order of priority: Interest Account. On or before the 4th Business Day preceding each Interest Payment Date, the Successor Agency will withdraw from the Redevelopment Obligation Retirement Fund and transfer to the Trustee for deposit in the Interest Account an amount which when added to the amount contained in the Interest Account on that date, will be equal to the aggregate amount of the interest becoming due and payable on the Outstanding Bonds on such Interest Payment Date. No such deposit need be made to the Interest Account if the amount contained therein is at least equal to the interest to become due on the next succeeding Interest Payment Date upon all of the Outstanding Bonds. All moneys in the Interest Account will be used and withdrawn by the Trustee solely for the purpose of paying the interest on the Bonds as it becomes due and payable. Principal Account. On or before the 4th Business Day prior to the September 1 on which the principal of the Bonds becomes due and payable, and at maturity, in each year beginning on the first date on which principal payments are due, the Successor Agency will withdraw from the Redevelopment Obligation Retirement Fund and transfer to the Trustee for deposit in the Principal Account an amount which, when added to the amount then on deposit in the Principal Account, will be equal to the amount of principal coming due and payable on the Bonds. No such deposit need be made to the Principal Account if the amount contained therein is at least equal to the principal to become due on the next September 1 on all of the outstanding Bonds. All moneys in the Principal Account will be used and withdrawn by the Trustee solely for the purpose of paying the principal of the Bonds as it becomes due and payable. Reserve Account. Within the Debt Service Fund there will be established a separate account known as the “Reserve Account” solely as security for payments payable by the Successor Agency pursuant to the Indenture, which will be held by the Trustee in trust for the benefit of the Owners of the Bonds. The Reserve Requirement for the Bonds will be satisfied by the delivery of the Reserve Policy by the Reserve Insurer on the Closing Date with respect to the Bonds. The Successor Agency will have no obligation to replace the Reserve Policy or to fund the Reserve Account with cash if, at any time that the Bonds are Outstanding, amounts are not available under the Reserve Policy other than in connection with a draw on the Reserve Policy. Except as provided in the preceding paragraph and as may be provided in a Supplemental Indenture, in the event that the amount on deposit in the Reserve Account at any time becomes less than the Reserve Requirement, the Trustee will promptly notify the Successor Agency of such fact. Upon receipt of any such notice and as promptly as

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is permitted by the Law, the Successor Agency will transfer to the Trustee an amount sufficient to maintain the Reserve Requirement on deposit in the Reserve Account. Reserve Account; Reserve Policy The Indenture requires that the Trustee deposit into the Reserve Account, the Reserve Requirement for the Bonds, which shall be satisfied by the delivery of Reserve Policy by the Reserve Insurer on the Closing Date. The Successor Agency will have no obligation to replace the Reserve Policy or to fund the Reserve Account with cash if, at any time that the Bonds are Outstanding, any rating assigned to the Reserve Insurer is downgraded, suspended or withdrawn or amounts are not available under a Reserve Policy, other than in connection with a draw on a Reserve Policy. The amount available under the Reserve Policy shall be used and withdrawn by the Trustee solely for the purpose of making transfers to the Interest Account and the Principal Account in such order of priority, in the event of any deficiency at any time in any of such accounts with respect to the payment of debt service on the respective series of Bonds. The Indenture defines “Reserve Requirement” to mean $__________, which has been calculated as the lesser of (i) 125% of the average Annual Debt Service with respect to the Bonds, (ii) Maximum Annual Debt Service with respect to the Bonds or (iii) 10% of the amount (within the meaning of Section 148 of the Code) of the Bonds. Limited Obligation The Bonds are not a debt of the City, the County, the State or any of their political subdivisions except the Successor Agency, and none of the City, the County, the State or any of their political subdivisions except the Successor Agency are liable therefor. The Bonds do not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction. No member of the Successor Agency, the Oversight Board or the Board of Supervisors of the County shall be individually or personally liable for the payment of the principal of or interest on the Bonds; but nothing contained in the Indenture relieves any such member, officer, agent or employee from the performance of any official duty provided by law. Recognized Obligation Payment Schedules Submission of Recognized Obligation Payment Schedule. Following the adoption of SB 107 in 2015, the Dissolution Act requires that, prior to each February 1, successor agencies prepare, and submit to the successor agency’s oversight board and the DOF for approval, a Recognized Obligation Payment Schedule (the “Recognized Obligation Payment Schedule or “ROPS”) pursuant to which enforceable obligations (as defined in the Dissolution Act) of the successor agency are listed, together with the source of funds to be used to pay for each enforceable obligation. SB 107 also allows, subject to meeting certain conditions, an optional “Last and Final Recognized Obligation Payment Schedule,” under which the Successor Agency would no longer submit a periodic ROPS. Under that procedure, the county auditor-controller remits the authorized funds to the successor agency in accordance with the approved Last and Final Recognized Obligation Payment Schedule until each remaining enforceable obligation has been fully paid. SB 107 provides that a Last and Final Recognized Obligation Payment Schedule can only be amended twice, and only with DOF and county auditor-controller approval. The City currently has no plans to submit a Last and Final Recognized Obligation Payment Schedule.

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Payment of Amounts Listed on the Recognized Obligation Payment Schedule. As defined in the Dissolution Act, “enforceable obligation” includes bonds, including the required debt service, reserve set-asides, and any other payments required under the indenture or similar documents governing the issuance of the outstanding bonds of the former redevelopment agency or the successor agency, as well as other obligations such as loans, judgments or settlements against the former redevelopment agency or the successor agency, any legally binding and enforceable agreement that is not otherwise void as violating the debt limit or public policy, contracts necessary for the administration or operation of the successor agency, and, under certain circumstances, amounts borrowed from the successor agency’s low and moderate income housing fund. A reserve may be included on the Recognized Obligation Payment Schedule and held by the successor agency when required by a bond indenture or when the next property tax allocation will be insufficient to pay all obligations due under the provisions of the bonds for the next payment due in the following half of the calendar year. Sources of Payments for Enforceable Obligations. Under the Dissolution Act, the categories of sources of payments for enforceable obligations listed on a Recognized Obligation Payment Schedule are the following: (i) the low and moderate income housing fund, (ii) bond proceeds, (iii) reserve balances, (iv) administrative cost allowance (successor agencies are entitled to receive not less than $250,000, unless that amount is reduced by the oversight board), (v) the Redevelopment Property Tax Trust Fund (but only to the extent no other funding source is available or when payment from property tax revenues is required by an enforceable obligation or otherwise required under the Dissolution Act), or (vi) other revenue sources (including rents, concessions, asset sale proceeds, interest earnings, and any other revenues derived from the redevelopment agency, as approved by the oversight board). The Dissolution Act provides that only those payments listed in the Recognized Obligation Payment Schedule may be made by a successor agency and only from the funds specified in the Recognized Obligation Payment Schedule. Order of Priority of Distributions from Redevelopment Property Tax Trust Fund. Typically, under the Redevelopment Property Tax Trust Fund distribution provisions of the Dissolution Act, a county auditor-controller is to distribute funds for each six-month period in the following order specified in Section 34183 of the Dissolution Act: (i) first, subject to certain adjustments for subordinations to the extent permitted under the Dissolution Act (if any, as described below under “SECURITY FOR THE BONDS - Statutory Pass-Through Payments”) and no later than each January 2 and June 1, to each local successor agency and school entity, to the extent applicable, amounts required for pass-through payments such entity would have received under provisions of the Law, as those provisions read on January 1, 2011, including negotiated pass-through agreements and statutory pass-through obligations; (ii) second, on each January 2 and June 1, to the successor agency for payments listed in its Recognized Obligation Payment Schedule, with debt service payments scheduled to be made for tax allocation bonds having the highest priority over payments scheduled for other debts and obligations listed on the Recognized Obligation Payment Schedule;

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(iii) third, on each January 2 and June 1, to the successor agency for the administrative cost allowance, as defined in the Dissolution Act; and (iv) fourth, on each January 2 and June 1, to taxing entities any moneys remaining in the Redevelopment Property Tax Trust Fund after the payments and transfers authorized by clauses (i) through (iii), in an amount proportionate to such taxing entity’s share of property tax revenues in the tax rate area in that fiscal year (without giving effect to any pass-through obligations that were established under the Law). Failure to Submit a Recognized Obligation Payment Schedule. The ROPS must be approved by the oversight board and must be submitted by a successor agency to the county administrative office, the county auditor-controller, the DOF, and the State Controller by February 1 of each year. If the successor agency does not submit a ROPS by the applicable deadline, the city or county that established the former redevelopment agency will be subject to a civil penalty equal to $10,000 per day for every day the schedule is not submitted to the DOF. For additional information regarding procedures under the Dissolution Act relating to late ROPS and implications thereof on the Bonds, see “RISK FACTORS – Recognized Obligation Payment Schedule.” Relevant Covenant by the Successor Agency. The Successor Agency covenants in the Indenture that it will comply with all of the requirements of the Law. Pursuant to Section 34177 of the Dissolution Act, prior to each February 1 (or such other date specified in the Law as amended after the date of this Official Statement), the Successor Agency will submit to the Oversight Board and the DOF, a Recognized Obligation Payment Schedule. The Successor Agency further covenants to take all actions required under the Law and the Dissolution Act to include in the Recognized Obligation Payment Schedule for each Semiannual Period (i) debt service on the Bonds, which may include reserve amounts for a subsequent Semiannual Period, and (ii) all amounts due and owing to the Reserve Insurer under the Indenture or under the 2026 Reserve Insurance Agreement (as defined in the Indenture), so as to enable the County Auditor-Controller to distribute from the Redevelopment Property Tax Trust Fund for deposit in the Redevelopment Obligation Retirement Fund on each January 2 and June 1, as applicable, or such other date specified in the Law as amended after the date of this Official Statement, amounts required to enable the Successor Agency to pay principal of, and interest on, the Bonds on a timely basis, as such amounts of debt service are set forth in the Recognized Obligation Payment Schedule attached as an exhibit to the Indenture, or as such Schedule may be hereafter amended, as well as all amounts due and owing to the Reserve Insurer hereunder or under the 2026 Reserve Insurance Agreement. The Successor Agency further covenants that in the event the provisions set forth in the Dissolution Act as of the date of issuance of the Bonds that relate to the filing of Recognized Obligation Payment Schedules are amended or modified in any manner, the Successor Agency will take all such actions as are necessary to comply with such amended or modified provisions so as to ensure the timely payment of debt service on the Bonds and, if the timing of distributions of the Redevelopment Property Tax Trust Fund is changed, the receipt of (i) not less than one half of debt service due during each Bond Year on all Outstanding Bonds prior to March 1 of such Bond Year, and (ii) the remainder of debt service due during such Bond Year on all Outstanding Bonds prior to the next succeeding September 1.

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The Successor Agency has no power to levy and collect taxes, and various factors beyond its control could affect the amount of Tax Revenues available in any six-month period to pay the principal of and interest on the Bonds. See “RISK FACTORS.” No Negotiated Pass-Through Agreements The Former Agency did not enter into any negotiated pass-through agreements. Statutory Pass-Through Payments General. In certain circumstances, Sections 33607.5 and 33607.7 of the Law require redevelopment agencies and successor agencies to make statutory pass-through payments to taxing agencies whose territory is located within a redevelopment project area, to alleviate the financial burden or detriment caused by the redevelopment project. Generally speaking, the County Auditor-Controller is required to deduct from the Successor Agency’s Redevelopment Property Tax Trust Fund to pay to the affected taxing agencies percentages of tax increment generated in a Project Area as follows: Tier 1: throughout the period that the Successor Agency is eligible to receive property tax revenues from a project area, 25% of revenues in excess of revenues generated in the Project Area as of the initial redevelopment plan amendment that triggered the pass-through requirement, (computed based on revenue after deduction of the 20% attributable to former low and moderate income housing set-aside, as if it were still in effect); plus, Tier 2: for the 11th year of the receipt of tax increment and thereafter, 21% of revenues in excess of revenues based on assessed values in the project area for the 10th year (computed based on revenue after deduction of the 20% attributable to former low and moderate income housing set-aside, as if it were still in effect); plus, Tier 3: for the 31st year of the receipt of tax increment and thereafter, 14% of revenues in excess of revenues based on assessed values in the project area for the 30th year (computed based on revenue after deduction of the 20% attributable to former low and moderate income housing set-aside, as if it were still in effect). Statutory Pass-Through Obligations in the Project Area. In 1993, the California Legislature enacted Assembly Bill 1290 (“AB 1290”), which contained several significant changes in the Law. Among the changes made by AB 1290 was a provision that limits the period of time for incurring and repaying loans, advances and indebtedness payable from tax increment revenues. Under AB 1290, redevelopment agencies were required to commence making pass-through payments under Section 33607.7 of the Law to certain taxing entities with respect to project areas formed on or before 1993, upon amendment of the related redevelopment plans to extend the time during which the redevelopment agency could incur debt, extend the last day the redevelopment agency could incur debt with respect to such project areas, to extend the life of the redevelopment plan or to increase the tax increment limit. Under AB 1290, statutory pass-through payments were required to commence in the first year following the year in which the first of the revised limits would otherwise have gone into effect. With respect to project areas formed or territory added to existing project areas after 1993, AB 1290 required redevelopment agencies to commence making pass-through payments under 33607.7 of the Law upon formation of such project areas.

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In 1996, the Original Redevelopment Plan was amended to revise certain time and financial limits contained in Original Redevelopment Plan. The amendments to time and financial limitations in the Redevelopment Plan triggered statutory pass-through payments under Section 33607.7 of the Law with respect to the Original Area, the First Amendment Area and the Second Amendment Area (i.e. the subareas of the Project Area formed or added to the Project Area on or before 1993). Such payments are based on tax increment revenues above the levels that were received in fiscal year 2000-01. Because the Midtown Area was added to the Project Area in 2003, the Former Agency was required to commence making statutory pass-through payments under Section 33607.7 of the Law in 2003. See “APPENDIX A – FISCAL CONSULTANT’S REPORT” for further information regarding statutory pass-through obligations in the Project Areas. No Subordination of Statutory Pass-Through Payments. Statutory pass-through payments are payable on a senior basis to debt service on bonds under the Dissolution Act, unless the pass-through payments have been subordinated. The Law, as amended by the Dissolution Act, allows statutory pass-through payments to be subordinated to debt service on the Successor Agency’s bonds. However, the Successor Agency did not seek or obtain the consent from any taxing entities to subordinate their right to receive statutory payments to the payment of debt service on the Bonds. Pursuant to the Indenture, “Tax Revenues” pledged to the Bonds excludes amounts required for statutory pass-through payments. Other Obligations In 2003, the County and the Former Agency entered into a land purchase agreement (the “Land Purchase Agreement”) pursuant to which the Former Agency purchased approximately 35.6 acres of land adjacent to the Elmwood Rehabilitation Facility. As payment for such land, the Land Purchase Agreement required that the proceeds of any subsequent sale of approximately 33.8 acres of such land by the Former Agency be paid to the County. The Land Purchase Agreement also required the Former Agency to make payments to the County payable from tax increment revenues of the Former Agency, bond proceeds or other moneys available to the Former Agency for an estimated period of 30 years. Subsequently, 33.8 acres were sold by the Former Agency to KB Homes Southbay, Inc. for construction of single-family homes. The remaining 1.08 acres were retained by the Former Agency and used as a community park until such acres were transferred to the City in 2013. Amounts payable by the Successor Agency to the County pursuant to the Land Purchase Agreement are not secured by a lien on or pledge of Tax Revenues and therefore, the projection of Tax Revenues prepared by the Fiscal Consultant and set forth in the section of this Official Statement entitled “THE PROJECT AREA – Projected Tax Revenues and Estimated Debt Service Coverage,” excludes such payments in determining Tax Revenues available to pay debt service on the Bonds.

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PROPERTY TAXATION IN CALIFORNIA Property Tax Collection Procedures Classification. In the State, property which is subject to ad valorem taxes is classified as “secured” or “unsecured.” Secured and unsecured property are entered on separate parts of the assessment roll maintained by the County assessor. The secured classification includes property on which any property tax levied by a county becomes a lien on that property. A tax levied on unsecured property does not become a lien against the taxed unsecured property, but may become a lien on certain other property owned by the taxpayer. Every tax which becomes a lien on secured property has priority over all other liens on the secured property arising pursuant to State law, regardless of the time of the creation of other liens. Generally, ad valorem taxes are collected by a county (the “Taxing Authority”) for the benefit of the various entities (e.g., cities, schools and special districts) that share in the ad valorem tax (each a taxing entity) and successor agencies eligible to receive distributions from the respective Redevelopment Property Tax Trust Funds. Collections. Secured and unsecured property are entered separately on the assessment roll maintained by the county assessor. The method of collecting delinquent taxes is substantially different for the two classifications of property. The taxing authority has four ways of collecting unsecured personal property taxes: (i) initiating a civil action against the taxpayer, (ii) filing a certificate in the office of the county clerk specifying certain facts in order to obtain a judgment lien on certain property of the taxpayer, (iii) filing a certificate of delinquency for record in the county recorder’s office to obtain a lien on certain property of the taxpayer, and (iv) seizing and selling personal property, improvements or possessory interests belonging or assessed to the assessee. The exclusive means of enforcing the payment of delinquent taxes with respect to property on the secured roll is the sale of the property securing the taxes to the State for the amount of taxes which are delinquent. Penalty. A 10% penalty is added to delinquent taxes which have been levied with respect to property on the secured roll. In addition, property on the secured roll on which taxes are delinquent is declared in default by operation of law and declaration of the tax collector on or about June 30 of each fiscal year. Such property may thereafter be redeemed by payment of the delinquent taxes and a delinquency penalty, plus a redemption penalty of 1.5% per month to the time of redemption. If taxes are unpaid for a period of five years or more, the property is deeded to the State and then is subject to sale by the county tax collector. A 10% penalty also applies to delinquent taxes with respect to property on the unsecured roll, and further, an additional penalty of 1.5% per month accrues with respect to such taxes beginning on varying dates related to the tax bill mailing date. Delinquencies. The valuation of property is determined as of the January 1 lien date as equalized in August of each year and equal installments of taxes levied upon secured property become delinquent on the following December 10 and April 10. Taxes on unsecured property are due January 1 and become delinquent August 31. Supplemental Assessments. California Revenue and Taxation Code Section 75.70 (Chapter 498 of the Statutes of 1983) provides for the reassessment and taxation of property as of the occurrence of a change of ownership or completion of new construction. Such reassessment is referred to as the Supplemental Assessment and is determined by applying the current year’s tax rate to the amount of increase or decrease in a property’s value and prorating

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the resulting property taxes to reflect the portion of the tax year remaining as determined by the date of the change in ownership or completion of new construction. Supplemental Assessments become a lien against real property, or in the event of a decrease in assessed value, result in a refund to the property owner. Since fiscal year 1984-85, revenues and refunds derived from Supplemental Assessments have been allocated to redevelopment agencies and taxing entities in the same manner as regularly collected property taxes. Prior to the enactment of this law, the assessment of such changes was permitted only as of the next tax lien date following the change, and this delayed the realization of increased property taxes from the new assessments for up to 14 months. This statute provides increased revenue to the Redevelopment Property Tax Trust Fund to the extent that Supplemental Assessments of new construction or changes of ownership occur within the boundaries of redevelopment projects subsequent to the January 1 lien date. To the extent such Supplemental Assessments occur within the Project Area, Tax Revenues may increase. Property Tax Administrative Costs. In 1990, the California Legislature enacted SB 2557 (Chapter 466, Statutes of 1990) which allows counties to recover charges for the cost of assessing, collecting and allocating property tax revenues to local government jurisdictions in proportion to the tax-derived revenues allocated to each, in an amount equal to the fiscal year 1989-90 property tax administration costs, as adjusted annually. SB 1559 (Chapter 697, Statutes of 1992) explicitly includes redevelopment agencies among the jurisdictions which are subject to such charges. The portions of the reimbursement amount that are allocated to each taxing entity within the County are based on the percentage of the total assessed value in the County that each taxing entity’s assessed value represents. Based on the County SB 2557 charge to the Successor Agency for fiscal year 2025-26 for the Project Area, the Fiscal Consultant estimates that the SB 2557 charge for fiscal year 2026-27 will be 1.02% of gross tax increment revenues for the Project Area. In addition, Sections 34182(e) and 34183(a) of the Dissolution Act allow administrative costs of the County Auditor-Controller for the cost of administering the provisions of the Dissolution Act, as well as the foregoing SB 2557/SB 1559 amounts, to be deducted from property tax revenues before monies are deposited into the Redevelopment Property Tax Trust Fund. The County’s administrative charge relating to the dissolution of the Redevelopment Agency was approximately $1,034,000 for fiscal year 2025-26. These administrative charges are excluded from the definition of “Tax Revenues” and are paid prior to debt service on the Bonds. Rate of Collections The County has adopted the Alternative Method of Distribution of Tax Levies and Collections and of Tax Sale Proceeds (the “Teeter Plan”), which allows each entity levying property taxes in the County to draw on the amount of property taxes levied rather than the amount actually collected. The allocation to redevelopment agencies differs from the County’s normal allocation to other taxing entities under the Teeter Plan. Under the Teeter Plan, taxing entities receive 100% of the secured tax levy without regard to the impact of delinquent property taxes, but unsecured taxes are allocated based on actual collections. However, under the Teeter Plan as applied to the Successor Agency, tax increment generated from both the secured and unsecured tax rolls is allocated based on 100% of the County calculated levy. The Successor Agency is therefore shielded from the impact of delinquent property taxes on both the secured and unsecured roll. The County could elect to terminate this policy and, in such

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event, the amount of the levy of property tax revenue that could be allocated to the Successor Agency would depend upon the actual collections of secured and unsecured taxes within the Project Area. Substantial delinquencies in the payment of property taxes could impair the timely receipt by the Successor Agency of Tax Revenues. Unitary Property Legislation enacted in 1986 and 1987 provided for a modification of the distribution of tax revenues derived from utility property assessed by the State Board of Equalization (“SBE”), other than railroads. Prior to fiscal year 1988-89, property assessed by the SBE was assessed statewide and was allocated according to the location of individual components of a utility in a tax rate area. Assembly Bill (“AB”) 2890 (Statutes of 1986, Chapter 1457) provides that, commencing with fiscal year 1988-89, assessed value derived from State-assessed unitary property (consisting mostly of operational property owned by utility companies) is to be allocated county-wide as follows: (i) each taxing entity will receive the same amount as in the previous year plus an increase for inflation of up to 2%; (ii) if utility tax revenues are insufficient to provide the same amount as in the previous year, each taxing entity’s share would be reduced pro rata county wide; and (iii) any increase in revenue above 2% would be allocated in the same proportion as the taxing entity’s local secured taxable values are to the local secured taxable values of the county. Additionally, the lien date on State-assessed property is changed from March 1 to January 1. AB 454 (Statutes of 1987, Chapter 921) further modified Chapter 1457 regarding the distribution of tax revenues derived from property assessed by the SBE. Chapter 921 provides for the consolidation of all State-assessed property, except for regulated railroad property, into a single tax rate area in each county. Chapter 921 further provides for a new method of establishing tax rates on State-assessed property and distribution of property tax revenue derived from State-assessed property to taxing jurisdictions within each county in accordance with a new formula. Railroads will continue to be assessed and revenues allocated to all tax rate areas where railroad property is sited. To administer the allocation of unitary tax revenues to redevelopment agencies, the County no longer includes the taxable value of utilities as part of the reported taxable values of a project area; therefore, the base year value of the Project Area has been reduced by the amount of utility value that existed originally in the base year. Article XIIIA of the State Constitution Article XIIIA limits the amount of ad valorem taxes on real property to 1% of “full cash value” of such property, as determined by the county assessor. Article XIIIA defines “full cash value” to mean “the County Assessor’s valuation of real property as shown on the 1975-76 tax bill under ‘full cash value,’ or, thereafter, the appraised value of real property when purchased, newly constructed, or a change in ownership has occurred after the 1975 assessment.” Furthermore, the “full cash value” of all real property may be increased to reflect the rate of inflation, as shown by the consumer price index, not to exceed 2% per year, or may be reduced. Article XIIIA has subsequently been amended to permit reduction of the “full cash value” base in the event of declining property values caused by substantial damage, destruction or other factors, and to provide that there would be no increase in the “full cash value” base in the

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event of reconstruction of property damaged or destroyed in a disaster and in other special circumstances. Article XIIIA (i) exempts from the 1% tax limitation taxes to pay debt service on (a) indebtedness approved by the voters prior to July 1, 1978 or (b) bonded indebtedness for the acquisition or improvement of real property approved on or after July 1, 1978, by two-thirds of the votes cast by the voters voting on the proposition; (ii) requires a vote of two-thirds of the qualified electorate to impose special taxes, or certain additional ad valorem taxes; and (iii) requires the approval of two-thirds of all members of the State Legislature to change any State tax laws resulting in increased tax revenues. The validity of Article XIIIA has been upheld by both the California Supreme Court and the United States Supreme Court. In the general election held November 4, 1986, voters of the State approved two measures, Propositions 58 and 60, which further amended Article XIIIA. Proposition 58 amended Article XIIIA to provide that the terms “purchase” and “change of ownership,” for the purposes of determining full cash value of property under Article XIIIA, do not include the purchase or transfer of (1) real property between spouses and (2) the principal residence and the first $1,000,000 of other property between parents and children. This amendment to Article XIIIA may reduce the rate of growth of local property tax revenues. Proposition 60 amended Article XIIIA to permit the California Legislature to allow persons over the age of 55 who sell their residence and buy or build another of equal or lesser value within two years in the same county, to transfer the old residence assessed value to the new residence. As a result of the California Legislature’s action, the growth of property tax revenues may decline. Legislation enacted by the California Legislature to implement Article XIIIA provides that all taxable property is shown at full assessed value as described above. In conformity with this procedure, all taxable property value included in this Official Statement is shown at 100% of assessed value and all general tax rates reflect the $1 per $100 of taxable value (except as noted). Tax rates for voter-approved bonded indebtedness and pension liabilities are also applied to 100% of assessed value. Each year the SBE announces the applicable adjustment factor. Since the adoption of Proposition 13, inflation has, in most years, exceeded 2% and the announced factor has reflected the 2% cap. The changes in the California Consumer Price Index from October of one year and October of the next year are used to determine the adjustment factor for the January assessment date. Through fiscal year 2010-11 there were six occasions when the inflation factor was less than 2%. Until fiscal year 2010-11 the annual adjustment never resulted in a reduction to the base year values of individual parcels; however, the factor that was applied to real property assessed values for the January 1, 2010 assessment date was -0.237% and this resulted in a reductions to the adjusted base year value of parcels. In the last ten fiscal years, the inflation adjustment factor was less than 2% only in fiscal year 2021-22, when it was 1.036%. Appropriations Limitation – Article XIIIB Article XIIIB limits the annual appropriations of the State and its political subdivisions to the level of appropriations for the prior fiscal year, as adjusted for changes in the cost of living,

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population and services rendered by the government entity. The “base year” for establishing such appropriations limit is the 1978/79 fiscal year, and the limit is to be adjusted annually to reflect changes in population, consumer prices and certain increases in the cost of services provided by these public agencies. Section 33678 of the Law provides that the allocation of taxes to a redevelopment agency for the purpose of paying principal of, or interest on, loans, advances, or indebtedness shall not be deemed the receipt by a redevelopment agency of proceeds of taxes levied by or on behalf of a redevelopment agency within the meaning of Article XIIIB, nor shall such portion of taxes be deemed receipt of proceeds of taxes by, or an appropriation subject to the limitation of, any other public body within the meaning or for the purpose of the Constitution and laws of the State, including Section 33678 of the Law. The constitutionality of Section 33678 has been upheld in two California appellate court decisions. On the basis of these decisions, the Successor Agency has not adopted an appropriations limit. Proposition 87 On November 8, 1988, the voters of the State approved Proposition 87, which amended Article XVI, Section 16 of the State Constitution to provide that property tax revenue attributable to the imposition of taxes on property within a redevelopment project area for the purpose of paying debt service on certain bonded indebtedness issued by a taxing entity and approved by the voters of the taxing entity after January 1, 1989 will be allocated solely to the payment of such indebtedness and not to redevelopment agencies. Appeals of Assessed Values Pursuant to California law, a property owner may apply for a reduction of the property tax assessment for such owner’s property by filing a written application, in a form prescribed by the SBE, with the appropriate county board of equalization or assessment appeals board. In the County, a property owner desiring to reduce the assessed value of such owner’s property in any one year must submit an application to the County Assessment Appeals Board (the “Appeals Board”). Applications for any tax year must be submitted by September 15 of such tax year. Following a review of each application by the staff of the County Assessor’s Office, the staff makes a recommendation to the Appeals Board on each application which has not been rejected for incompleteness or untimeliness or withdrawn. The Appeals Board holds a hearing and either reduces the assessment or confirms the assessment. The Appeals Board generally is required to determine the outcome of appeals within two years of each appeal’s filing date. Any reduction in the assessment ultimately granted applies only to the year for which application is made and during which the written application is filed. The assessed value increases to its pre-reduction level for fiscal years following the year for which the reduction application is filed. However, if the taxpayer establishes through proof of comparable values that the property continues to be overvalued (known as “ongoing hardship”), the Assessor has the power to grant a reduction not only for the year for which application was originally made, but also for the then current year as well. Appeals for reduction in the “base year” value of an assessment, which generally must be made within four years of the date of change in ownership or completion of new construction that determined the base year, if successful, reduce the assessment for the year in which the appeal is taken and prospectively thereafter. Moreover, in the case of any reduction in any one year of assessed value granted for “ongoing hardship” in the then current year, and also in any cases involving stipulated appeals for prior years relating to base year and personal property assessments, the property tax revenues from which Tax

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Revenues are derived attributable to such properties will be reduced in the then current year. In practice, such a reduced assessment may remain in effect beyond the year in which it is granted. See “THE PROJECT AREA – Appeals of Assessed Values” for information regarding historical and pending appeals of assessed valuations by property owners in the Project Area. Proposition 8 Proposition 8, approved in 1978 (California Revenue and Taxation Code Section 51(b)), provides for the assessment of real property at the lesser of its originally determined (base year) full cash value compounded annually by the inflation factor, or its full cash value as of the lien date, taking into account reductions in value due to damage, destruction, obsolescence or other factors causing a decline in market value. Reductions under this code section may be initiated by the County Assessor or requested by the property owner. After a roll reduction is granted under this code section, the property is reviewed on an annual basis to determine its full cash value and the valuation is adjusted accordingly. This may result in further reductions or in value increases. Such increases must be in accordance with the full cash value of the property and may exceed the maximum annual inflationary growth rate allowed on other properties under Article XIIIA of the State Constitution. Once the property has regained its prior value, adjusted for inflation, it once again is subject to the annual inflationary factor growth rate allowed under Article XIIIA. See “THE PROJECT AREA – Appeals of Assessed Values” for additional information. Propositions 218 and 26 On November 5, 1996, California voters approved Proposition 218—Voter Approval for Local Government Taxes—Limitation on Fees, Assessments, and Charges—Initiative Constitutional Amendment. Proposition 218 added Articles XIIIC and XIIID to the State Constitution, imposing certain vote requirements and other limitations on the imposition of new or increased taxes, assessments and property-related fees and charges. On November 2, 2010, California voters approved Proposition 26, the “Supermajority Vote to Pass New Taxes and Fees Act.” Proposition 26 amended Article XIIIC of the California Constitution by adding an expansive definition for the term “tax,” which previously was not defined under the California Constitution. Tax Revenues securing the Bonds are derived from property taxes that are outside the scope of taxes, assessments and property-related fees and charges which are limited by Proposition 218 and Proposition 26. Future Initiatives Article XIIIA, Article XIIIB, Article XIIIC and Article XIIID and certain other propositions affecting property tax levies were each adopted as measures which qualified for the ballot pursuant to California’s initiative process. From time-to-time, other initiative measures could be adopted that could potentially impact the Tax Revenues pledged to the Bonds.

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THE PROJECT AREA Project Description The Project Area consists of approximately 2,230 acres and includes low-density and medium-density residential, industrial, commercial and public land uses. The Project Area is composed of four subareas: the Original Area, the First Amendment Area, the Second Amendment Area, and the Midtown Area. Original Area. The Original Area consists of approximately 577 acres of land largely developed for commercial, residential and public land uses. First Amendment Area. The First Amendment Area consists of approximately 483 acres of land largely developed for commercial, industrial and residential use. Second Amendment Area. The Second Amendment Area consists of approximately 479 acres of land largely developed for commercial use. Midtown Area. The Midtown Area consists of approximately 691 acres of land largely developed for commercial and residential use. Land Use The following table summarizes the current land use in the Project Area in the aggregate, by the number of parcels and by taxable assessed land value for fiscal year 2026-27. As shown, the majority of land within the Project Area (approximately 56.5% in terms of assessed valuation) is currently used for residential purposes. The assessed values shown do not include non-homeowner exemptions. These land use categories are based on land use designations placed on individual parcels by the County Assessor’s Office and may not, in every case, coincide with the actual uses found on the parcels.

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TABLE 1 SUCCESSOR AGENCY TO THE FORMER MILPITAS REDEVELOPMENT AGENCY Project Area No. 1 Land Use by Taxable Value Fiscal Year 2026-27 % of Land Use Type No. of Parcels(1) Taxable Value Total Fiscal Year 2026-27 Assessed Value Residential Condo and Townhouse 3,310 $3,068,526,527 26.0% Single Family 2,159 1,907,870,045 16.2 Multifamily 28 1,699,438,376 14.4 Sub-Total 5,497 $6,675,834,948 56.5% Industrial Research and Development 30 2,103,345,577 17.8 Warehouse 15 129,404,242 1.1 Other Industrial Uses 113 778,508,916 6.6 Sub-Total 158 $3,011,258,735 25.5% Commercial Retail 110 329,484,915 2.8 Hotel 14 285,633,376 2.4 Office 66 126,632,004 1.1 Mixed Use 3 56,310,139 0.5 Other Commercial 6 7,025,843 0.1 Sub-Total 199 $805,086,277 6.8% Vacant Land 185 206,721,685 1.8 Other Secured 161 172,067,476 1.5 Unsecured 2,673 938,829,364 7.9 Grand Total 8,873 $11,809,798,485 100.0% (1) Includes 6,200 secured parcels and 2,673 unsecured assessments (8,873 total). SBE value is included within Other Secured with no parcel count attributed. Source: Keyser Marston Associates, Inc. The Redevelopment Plan The Original Redevelopment Plan was adopted and approved as the redevelopment plan for the Original Area by Ordinance No. 192, adopted by the City Council of the City on September 21, 1976. Since adoption, the Original Redevelopment Plan has been amended several times, including by the amendments described below. First Amendment. The Original Redevelopment Plan was first amended by Ordinance No. 192.1, adopted by the City Council of the City on September 4, 1979 (the “First Amendment”) to add the First Amendment Area to the Project Area. Second Amendment. The Original Redevelopment Plan was amended a second time by Ordinance No. 192.2, adopted by the City Council of the City on May 4, 1982 (the “Second Amendment”) to add the Second Amendment Area to the Project Area and, with respect to the First Amendment Area and the Second Amendment Area only, established a cumulative limit on

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the amount of tax increment that could be collected, limit on bonded indebtedness and time limit on incurrence of such indebtedness. SB 690; SB 690 Amendment. In 1985, the California Legislature enacted State Bill 690 (“SB 690”), which amended the Law to require that redevelopment plans for all project areas adopted prior to October 1, 1976, such as the Original Area, be amended to, among other things, add a cumulative limit on the amount of tax increment that could be collected in such project areas. On December 9, 1986, the City Council of the City adopted Ordinance No. 192.4, which adopted various plan limits, including a cumulative limit on the amount of tax increment that could be collected in the Original Area in accordance with SB 690. AB 1290; AB 1290 Amendments. On December 9, 1994, the City Council of the City adopted Ordinance No. 192.9, which adopted a series of plan limits related to the Original Redevelopment Plan to comply with AB 1290. On October 15, 1996, the City Council of the City adopted Ordinance No. 192.11, pursuant to which the limit on the number of dollars of tax increment that could be allocated to the Former Agency was increased thereby triggering the Former Agency’s obligation to make statutory pass-through payments in accordance with 33607.7 of the Law with respect to tax increment revenues from the Original Area, the First Amendment Area and the Second Amendment Area pursuant to AB 1290. See “SECURITY FOR THE BONDS - Statutory Pass-Through Payments” above for further discussion regarding the Successor Agency’s statutory pass-through payment obligations. Amendment and Restatement. The Original Redevelopment Plan was amended and restated by Ordinance No. 192.14 adopted by the City Council of the City on June 17, 2003, approving the Amended and Restated Redevelopment Plan, adding the Midtown Area to the Project Area, establishing certain plan limits with respect to the Midtown Area and amending and restating the plan limits then existing with respect to the Original Area, the First Amendment Area and the Second Amendment Area. SB 1045; SB 1096; SB 1045 and SB 1096 Amendments. Pursuant to Senate Bill 104 (“SB 1045”) in connection with the adoption of statutes requiring an Educational Revenue Augmentation Fund (“ERAF”) shift for fiscal year 2003-04, the State Legislature authorized a number of redevelopment plan changes. Pursuant to SB 1045, the Amended and Restated Redevelopment Plan was amended pursuant to Ordinance No. 192.15, adopted by the City Council of the City on October 7, 2003, to extend (i) the time limit of the effectiveness of the Amended and Restated Redevelopment Plan with respect to the Original Area, the First Amendment Area and the Second Amendment Area to September 21, 2017, September 4, 2020 and May 4, 2023, respectively, and with respect to the Midtown Area to June 17, 2034, and (ii) the time limit to repay indebtedness and receive tax increment from the Original Area, the First Amendment Area and the Second Amendment Area to September 21, 2027, September 4, 2030 and May 4, 2033, respectively, and with respect to the Midtown Area to June 17, 2049. Pursuant to SB 1045, the Amended and Restated Redevelopment Plan was amended pursuant to Ordinance No. 192.16, adopted by the City Council of the City on September 19, 2006, to extend (i) the time limit of the effectiveness of the Amended and Restated Redevelopment Plan with respect to the Original Area, the First Amendment Area and the Second Amendment Area to September 21, 2019, September 4, 2022 and May 4, 2025, respectively, and (ii) the time limit to repay indebtedness and receive tax increment from the

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Original Area, the First Amendment Area and the Second Amendment Area to September 21, 2029, September 4, 2032 and May 4, 2035, respectively. Merger Amendment. The Amended and Restated Redevelopment Plan was amended pursuant to Ordinance No. 192.19 adopted by the City Council of the City on November 29, 2006, pursuant to which the Project Area was merged with Great Mall Project Area to permit tax increment revenues from the Project Area to be used for redevelopment activities in the Great Mall Project Area. The Project Area and the Great Mall Project Area retained separate redevelopment plans after the merger. The Great Mall Project Area does not generate tax increment revenues and no monies from the Great Mall Project Area are pledged to secure the payment of debt service on the Bonds. Historical and Estimated Assessed Values and Tax Revenues The table below shows the historical secured, unsecured and state-assessed values for fiscal years 2017-18 to fiscal year 2026-27 based upon the County Auditor-Controller’s equalized rolls. Assessed values of the Project Area increased at an annualized rate of 4.9% over the 10-year period from fiscal year 2017-18 to fiscal year 2026-27 and by 2.6% from fiscal year 2025-26 to fiscal year 2026-27. TABLE 2 SUCCESSOR AGENCY TO THE FORMER MILPITAS REDEVELOPMENT AGENCY Project Area No. 1 Historical Assessed Values Fiscal Year 2017-18 – Fiscal Year 2026-27 Fiscal Year Assessed Value ($ Thousands) % Change 2017-18 $7,683,435 -- 2018-19 7,979,045 3.8% 2019-20 8,804,547 10.3 2020-21 9,412,669 6.9 2021-22 9,812,441 4.2 2022-23 10,701,854 9.1 2023-24 11,034,952 3.1 2024-25 11,414,160 3.4 2025-26 11,508,621 0.8 2026-27 11,809,798 2.6 10-Year Annualized 4.9% Source: County Assessor; Keyser Marston Associates, Inc.

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The table below shows the historical assessed valuations for the prior five fiscal years, based upon the County Auditor-Controller’s equalized rolls, and then calculates available Tax Revenues in the Project Area for those years. As shown in the table, from fiscal year 2021-22 to fiscal year 2025-26, Tax Revenues increased from approximately $70.4 million to $76.6 million, an 8.8% overall increase. Tax Revenues experienced a 4.1% year-over-year decline from fiscal year 2024-25 to fiscal year 2025-26 driven by an increase in roll corrections. See “APPENDIX A – FISCAL CONSULTANT’S REPORT” for further discussion regarding historical assessed values and calculated Tax Revenues within the Project Area. TABLE 3 SUCCESSOR AGENCY TO THE FORMER MILPITAS REDEVELOPMENT AGENCY Project Area No. 1 Historical Tax Revenues Fiscal Year 2021-22 – Fiscal Year 2025-26 ($ Thousands) 2021-22 2022-23 2023-24 2024-25 2025-26 Assessed Value $9,812,441 $10,701,854 $11,034,952 $11,414,160 $11,508,621 Base Year Assessed Value 799,727 799,727 799,727 799,727 799,727 Assessed Value Increment $9,012,714 $9,902,127 $10,235,225 $10,614,434 $10,708,894 Calculated Gross Tax Increment @1% (1) $90,127 $99,021 $102,352 $106,144 $107,089 Actual Gross Tax Increment Collected (1) Secured / Unsecured Taxes 90,127 99,021 102,352 106,144 107,089 Unitary 450 496 558 635 717 Roll Corrections / Refunds (168) (1,663) (5,401) (1,372) (8,133) Supplemental, Other 1,996 2,693 3,397 2,180 1,903 Total Gross Tax Increment Collected $92,405 $100,547 $100,906 $107,587 $101,575 average Actual as a percentage of calculated 99.8% 102.5% 101.5% 98.6% 101.4% 94.9% Less: County Admin Expenses (798) (890) (831) (918) (1,034) Less: Pass-Through Payments (21,240) (23,791) (23,872) (26,840) (23,951) Tax Revenues $70,367 $75,866 $76,204 $79,829 $76,590 Percent Change -- 7.8% 0.4% 4.8% (4.1%) (1) Calculated gross tax increment is based on incremental assessed value multiplied by the 1% tax rate. Calculated gross tax increment does not consider unitary, supplemental assessments, roll corrections, escape assessments, or appeal refunds. Actual gross tax increment collections take all such revenues into account Source: Keyser Marston Associates, Inc.

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Unitary Property As the result of the enactment of Assembly Bill 2890 (Chapter 1457, Statutes of 1986) and Assembly Bill 454 (Chapter 921, Statutes of 1987), a portion of the County-wide unitary values assigned to public utilities is allocated to the Project Area. Any substantial reduction in the values of public utility properties, either because of deregulation of a utility industry or for any other reason, will have an adverse impact on the amount of tax increment revenues. However, any such impact with respect to utility properties within the Project Area will be lessened because the impact will be spread on a County-wide basis. The amount of unitary revenues to be allocated to the Successor Agency from the Project Area for fiscal year 2025-26 was $716,754. The Fiscal Consultant assumes that allocations of unitary revenues will remain constant for purposes of projecting tax increment available to pay debt service on the Bonds. Major Taxable Property Owners The following table lists the 10 largest taxable property owners within the Project Area in the aggregate for fiscal year 2026-27. The ten largest taxpayers for fiscal year 2026-27 represent 28.2% of total assessed value and 30.3% of incremental assessed value for the Project Area. Multiple legal entities affiliated with a single ownership are aggregated; for example, Cisco Systems Inc includes four separate entities listed on the roll: Cisco Systems Capital Corp, Cisco Systems Inc, Cisco Systems Workplace Resources SF Water, and Cisco Technology Inc., which are aggregated for the analysis of top taxpayers. The footnotes to Table 4 identify the included legal entities where multiple entities are aggregated.

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TABLE 4 SUCCESSOR AGENCY TO THE FORMER MILPITAS REDEVELOPMENT AGENCY Project Area No. 1 Ten Largest Taxable Property Owners Fiscal Year 2026-27 No. of Parcels and Unsecured Assessments 2026-27 Assessed Value % Assessed Value (1) Taxpayer Land Use(s) or Description Secured Unsecured Total % Total % Incr. 1. Cisco Systems Inc (2)(3) R&D / Light Industrial, Unsecured 25 $532,167,435 $288,558,287 $820,725,722 6.9% 7.5% 2. KLA Corporation (2)(4) R&D / Light Industrial 4 793,214,481 190,058 793,404,539 6.7 7.2 3. The Fields (Lyon Living) (2)(5) Multifamily, Vacant Land 7 474,958,437 - 474,958,437 4.0 4.3 4. WDMICA001 LP R&D / Light Industrial 6 203,468,579 - 203,468,579 1.7 1.8 5. WH Silicon Valley VI LP(2) R&D / Light Industrial 11 199,232,136 - 199,232,136 1.7 1.8 6. LMC Milpitas Holdings I LLC(2) Multifamily 1 191,475,079 - 191,475,079 1.6 1.7 7. Essex Portfolio LP(2) Multifamily 1 184,635,642 - 184,635,642 1.6 1.7 8. 501 Murphy Ranch LP(2) Multifamily 1 163,119,346 - 163,119,346 1.4 1.5 9. MG Eleanor Apartments LLC et al.(2) Multifamily, Retail 1 159,468,703 - 159,468,703 1.4 1.4 10. Timber SOMA MC LP(2) R&D / Light Industrial 3 145,017,461 - 145,017,461 1.2 1.3 Total Top 10 Taxpayers 60 $3,046,757,299 $288,748,345 $3,335,505,644 28.2% 30.3% (1) Based upon fiscal year 2026-27 assessed value of $11,809,798,485 and incremental assessed value of $11,010,071,646. (2) Taxpayer has pending appeals of assessed valuation. (3) Includes Cisco Systems Capital Corp, Cisco Systems Inc, Cisco Systems Workplace Resources SF Water, Cisco Technology Inc. (4) Includes KLA Corp, KLA Tencor Corp. (5) Includes Fields CH Owner LLC, Milpitas District 1 Owner LLC, Milpitas District 2 Assc LLC, Milpitas District 4 Owner LLC. Source: County Assessor; Keyser Marston Associates, Inc. Cisco Systems Inc. The top property taxpayer in the Project Area is Cisco Systems Inc., a global networking, cybersecurity, and data center provider that owns a five-building research and development campus in the Project Area near the SR-237 and I-880 interchange, encompassing approximately 1.1 million square feet of research and development space across 70 acres. KLA Corporation. The second largest property taxpayer in the Project Area is KLA Corporation, which designs, manufactures, and sells semiconductor process-control and yield-management equipment, owns its global headquarters and principal research and development campus on Technology Drive in the Project Area. The 39-acre campus includes six buildings totaling approximately 770,000 square feet. The Fields (Lyon Living). The third largest property taxpayer is the Fields, which encompasses three multifamily rental properties with 791 total units built between 2018 and 2022: Gideon at the Fields, Graham at the Fields, and Turing at the Fields, ground floor retail including a Trader Joe's, and sites planned for future development.

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For information on the other top ten property taxpayers, see APPENDIX A – Fiscal Consultant’s Report.

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Tax Rates Tax rates will vary from area to area within the State, as well as within a community and a redevelopment project area. The tax rate for any particular parcel is based upon the jurisdictions levying the tax rate for the area where the parcel is located. The tax rate consists of the general levy rate of $1.00 per $100 of taxable value and any over-ride tax rate. The over-ride rate is that portion of the tax rate that exceeds the general levy tax rate and is levied to pay voter approved indebtedness or contractual obligations that existed prior to the enactment of Proposition XIII. Section 34183(a)(1) of the Dissolution Act requires the County Auditor-Controller to allocate all revenues attributable to tax rates levied to make annual repayments of the principal of and interest on any bonded indebtedness for the acquisition or improvement of real property to the taxing entity levying the tax rate. As a result, the tax increment revenues being deposited into the Redevelopment Property Tax Trust Fund include only revenues derived from the general 1% levy and includes no revenues derived from over-ride tax rates that had been included in tax increment revenues prior to the dissolution of redevelopment agencies. The Fiscal Consultant’s projections of tax increment available to pay debt service on the Bonds are based only on revenue derived from the general levy tax rate. Teeter Plan As previously indicated, the County has adopted the Teeter Plan. See “PROPERTY TAXATION IN CALIFORNIA – Rate of Collections” for a discussion of the Teeter Plan as adopted and applied by the County. Table 3 above provides data regarding actual Redevelopment Property Tax Trust Fund allocations for regular secured and unsecured taxes for the Project Area for fiscal years 2021-22 through 2025-26, which equaled 100% of the calculated amount of increment before consideration of unitary, roll corrections, and supplemental taxes. See also “APPENDIX A – Fiscal Consultant’s Report.” Appeals of Assessed Values; Proposition 8 Reductions Pursuant to California law, property owners may apply for a reduction of their property tax assessment by filing a written application, in form prescribed by the SBE, with the appropriate county board of equalization or assessment appeals board. After the applicant and the assessor have presented their arguments, the Appeals Board makes a final decision on the proper assessed value. The Appeals Board may rule in the assessor’s favor, in the applicant’s favor, or the Board may set their own opinion of the proper assessed value, which may be more or less than either the assessor’s opinion or the applicant’s opinion. Any reduction in the assessment ultimately granted applies to the year for which the application is made and may also affect the values in subsequent years. Refunds for taxpayer overpayment of property taxes may include refunds for overpayment of taxes in years after that which was appealed. Current year values may also be adjusted as a result of a successful appeal of prior year values. Any taxpayer payment of property taxes that is based on a value that is subsequently adjusted downward will require a refund for overpayment. Appeals for reduction in the “base year” value of an assessment, if successful, reduce the assessment for the year in which the appeal is taken and prospectively thereafter. The base year is determined by the completion date of new construction or the date of change of

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ownership. Any base year appeal must be made within four years of the change of ownership or new construction date. Appeals may also be filed under Section 51 of the Revenue and Taxation Code, which requires that for each lien date the value of real property shall be the lesser of its base year value annually adjusted by the inflation factor pursuant to Article XIIIA of the State Constitution or its full cash value, taking into account reductions in value due to damage, destruction, depreciation, obsolescence, removal of property or other factors causing a decline in value. Significant reductions have taken place in some counties due to declining real estate values. Reductions made under this code section may be initiated by the County Assessor or requested by the property owner. After a roll reduction is granted under this section, the property is reviewed on an annual basis to determine its full cash value and the valuation is adjusted accordingly. This may result in further reductions or in value increases. Such increases must be in accordance with the full cash value of the property and it may exceed the maximum annual inflationary growth rate allowed on other properties under Article XIIIA of the State Constitution. Once the property has regained its prior value, adjusted for inflation, it once again is subject to the annual inflationary factor growth rate allowed under Article XIIIA. See “PROPERTY TAXATION IN CALIFORNIA” above. History of Assessed Value Appeals; Projection of Future Impact of Pending Appeals. The Fiscal Consultant reviewed assessment appeals data from the County for fiscal years 2020-21 through 2025-26, to determine the potential impact that pending appeals may have on the projected Tax Revenues. According to the Fiscal Consultant, a total of 746 appeals were filed during such period. Of those 746 appeals, 547 appeals were resolved and 199 appeals remained outstanding as of July 20, 2026. Of the 547 appeals that were resolved during such period, 84 appeals or 15.4% of resolved appeals resulted in reductions in assessed value totaling approximately $313 million; representing an average reduction of 2.49% from the Assessor’s value. As of July 20, 2026, there were appeals pending with respect to property within the Project Area with a total assessed value of approximately $10.56 billion. The Fiscal Consultant notes that, assuming a 2.49% reduction in assessed value (based on actual reductions of assessed value during fiscal years 2020-21 through 2025-26), the Successor Agency can expect to experience a further reduction in assessed value of approximately $90 million based on projected resolutions of fiscal year 2025-26 appeals. Any successful appeals will also result in refunds of property taxes previously paid by property owners, which in some cases could include refunds for multiple fiscal years. The Fiscal Consultant projected a reduction in gross tax increment of approximately $2.63 million based on the same 2.49% reduction factor applied to fiscal year 2020-21 through fiscal year 2025-26 appeals. The projections of Tax Revenues prepared by the Fiscal Consultant and set forth in the section of this Official Statement entitled “THE PROJECT AREA – Projected Tax Revenues and Estimated Debt Service Coverage” take into account reductions in assessed value and tax refunds related to pending appeals assuming a 2.49% reduction in assessed value and that such assessed value reductions would be reflected in fiscal year 2026-27 and tax refunds would be reflected in equal amounts over the next three fiscal years beginning in fiscal year 2026-27. See “APPENDIX A – FISCAL CONSULTANT’S REPORT” for further information regarding pending assessment appeals. Table 8 of the Fiscal Consultant’s Report summarizes pending assessment appeal filings in the Project Area. As noted therein, there are 199 pending appeals, of which 95 are to contest Fiscal Year 2025-26 assessed values. The aggregate Assessor value for Fiscal Year

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2025-26 pending appeals is approximately $3.6 billion and a $1.46 billion net reduction in assessed value is requested. Projected Tax Revenues and Estimated Debt Service Coverage The Fiscal Consultant prepared projections of Tax Revenues for the Project Area and they are shown in Table 5 and Table 6 below. The projections in Table 5 assume 0% assessed value growth in fiscal year 2027-28 and each fiscal year thereafter. In Table 6, the Fiscal Consultant has also prepared projections of Tax Revenues for the Project Area that assume 2% annual real property assessed value growth beginning in fiscal year 2027-28. Other assumptions made by the Fiscal Consultant in calculating the projected Tax Revenues are described in the Fiscal Consultant’s Report. See “APPENDIX A – FISCAL CONSULTANT’S REPORT.”

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TABLE 5 SUCCESSOR AGENCY TO THE FORMER MILPITAS REDEVELOPMENT AGENCY Project Area No. 1 Projection of Incremental Value and Tax Revenues (000’s Omitted) – No Growth Assessed Value (1) Gross Tax Increment Deductions Fiscal Year Real Property Personal Property Total Assessed Value Increment Over $799,727 Base Year AV Gross TI at 1% of AV Increment Unitary Revenue (2) Appeal Refund (3) Total Gross TI Prop Tax Admin Charge(4) at 1.02% Statutory Pass Through Tax Revenues 2026-27 $10,378,391 $1,341,440 $11,719,831 $10,920,105 $109,201 $717 ($876) $109,042 ($1,112) ($27,202) $80,727 2027-28 10,378,391 1,341,440 11,719,831 10,920,105 109,201 717 (876) 109,042 (1,112) (27,202) 80,727 2028-29 10,378,391 1,341,440 11,719,831 10,920,105 109,201 717 (876) 109,042 (1,112) (27,202) 80,727 2029-30 10,378,391 1,341,440 11,719,831 10,920,105 109,201 717 0 109,918 (1,121) (27,525) 81,272 2030-31 10,378,391 1,341,440 11,719,831 10,920,105 109,201 717 0 109,918 (1,121) (27,525) 81,272 2031-32 10,378,391 1,341,440 11,719,831 10,920,105 109,201 717 0 109,918 (1,121) (27,525) 81,272 (1) Reflects Assessor-reported fiscal year 2026-27 assessed values, less the estimated $90.0 million impact resulting from pending fiscal year 2025-26 assessment appeals and assumes 0% real property assessed value growth in subsequent fiscal years. (2) Unitary revenues are projected based on actual fiscal year 2025-26 revenues. (3) Projected tax refund to property owners resulting from resolution of pending appeals, estimated in Section 4.2 of the Fiscal Consultant’s Report, is assumed to be allocated one-third each to fiscal year 2026-27, fiscal year 2027-28, and fiscal year 2028-29 based on the timing of historic appeal resolutions in the Project Area. (4) Property tax administrative expenses are projected based on the percentage that fiscal year 2025-26 expenses represent of gross fiscal year 2025-26 tax increment revenues (1.02%). Source: Keyser Marston Associates, Inc.

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TABLE 6 SUCCESSOR AGENCY TO THE FORMER MILPITAS REDEVELOPMENT AGENCY Project Area No. 1 Projection of Incremental Value and Tax Revenues (000’s Omitted) – 2% Growth Assessed Value(1) Gross Tax Increment Deductions Fiscal Year Real Property Personal Property Total Assessed Value Increment Over $799,727 Base Year AV Gross TI at 1% of AV Increment Unitary Revenue (2) Appeal Refund (3) Total Gross TI Prop Tax Admin Charge(4) at 1.02% Statutory Pass Through Tax Revenues 2026-27 $10,378,391 $1,341,440 $11,719,831 $10,920,105 $109,201 $717 ($876) $109,042 ($1,112) ($27,202) $80,727 2027-28 10,585,959 1,341,440 11,927,399 11,127,672 111,277 717 (876) 111,117 (1,133) (27,966) 82,018 2028-29 10,797,678 1,341,440 12,139,118 11,339,392 113,394 717 (876) 113,234 (1,155) (28,745) 83,334 2029-30 11,013,632 1,341,440 12,355,072 11,555,345 115,553 717 0 116,270 (1,186) (29,862) 85,222 2030-31 11,233,905 1,341,440 12,575,345 11,775,618 117,756 717 0 118,473 (1,208) (30,673) 86,591 2031-32 11,458,583 1,341,440 12,800,023 12,000,296 120,003 717 0 120,720 (1,231) (31,649) 87,839 (1) Reflects Assessor-reported fiscal year 2026-27 assessed values, less the estimated $90.0 million impact resulting from pending fiscal year 2025-26 assessment appeals and assumes 2% real property assessed value growth in subsequent fiscal years. (2) Unitary revenues are projected based on actual fiscal year 2025-26 revenues. (3) Projected tax refund to property owners resulting from resolution of pending appeals, estimated in Section 4.2 of the Fiscal Consultant’s Report, is assumed to be allocated one-third each to fiscal year 2026-27, fiscal year 2027-28, and fiscal year 2028-29 based on the timing of historic appeal resolutions in the Project Area. (4) Property tax administrative expenses are projected based on the percentage that fiscal year 2025-26 expenses represent of gross fiscal year 2025-26 tax increment revenues (1.02%). Source: Keyser Marston Associates, Inc.

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TABLE 7 SUCCESSOR AGENCY TO THE FORMER MILPITAS REDEVELOPMENT AGENCY Project Area No. 1 Estimated Debt Service Coverage (000’s Omitted) Fiscal Year Tax Revenues Debt Service Bonds(1)* Debt Service Coverage on Bonds* 2026-27 2027-28 2028-29 2029-30 2030-31 2031-32 Total * Preliminary; subject to change. (1) Represents bond year debt service. Source: Keyser Marston Associates, Inc.; Underwriter.

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RISK FACTORS The following information should be considered by prospective investors in evaluating the Bonds. However, the following does not purport to be an exhaustive listing of risks and other considerations which may be relevant to investing in the Bonds. In addition, the order in which the following information is presented is not intended to reflect the relative importance of any such risks. The various legal opinions to be delivered concurrently with the issuance of the Bonds will be qualified as to the enforceability of the various legal instruments by limitations imposed by State and federal laws, rulings and decisions affecting remedies, and by bankruptcy, reorganization or other laws of general application affecting the enforcement of creditors’ rights, including equitable principles. Recognized Obligation Payment Schedule The Dissolution Act provides that only those payments listed in a ROPS may be made by a successor agency from the funds specified in the ROPS. Pursuant to Section 34177 of the Health and Safety Code, by the February 1st prior to each July 1st of each year, the Successor Agency shall submit to the Oversight Board and the DOF, a ROPS. For each annual period, the Dissolution Act requires each successor agency to prepare and approve, and submit to the successor agency’s oversight board and the DOF for approval, a ROPS pursuant to which enforceable obligations (as defined in the Dissolution Act) of the successor agency are listed, together with the source of funds to be used to pay for each enforceable obligation. Consequently, tax revenues will not be withdrawn from the Redevelopment Property Tax Trust Fund by the county auditor-controller and remitted to the Successor Agency without a duly approved and effective ROPS to pay debt service on the Bonds and to pay other enforceable obligations. In the event the Successor Agency were to fail to file a ROPS, the availability of tax revenues to the Successor Agency could be adversely affected for such period. See “SECURITY FOR THE BONDS - Recognized Obligation Payment Schedules.” For a description of the covenants made by the Successor Agency in the Indenture relating to the obligation to submit ROPS on a timely basis, and the Successor Agency’s history of submissions of ROPS, see “SECURITY FOR THE BONDS – Recognized Obligation Payment Schedules.” AB 1484 also added provisions to the Dissolution Act implementing certain penalties in the event a successor agency does not timely submit a ROPS. Specifically, a ROPS must be submitted by the successor agency to the oversight board, to the county administrative officer, the county auditor-controller, the DOF, and the State Controller no later than the mandated deadlines. If a successor agency does not submit a ROPS by such deadlines, the city or county that established the redevelopment agency will be subject to a civil penalty equal to $10,000 per day for every day the schedule is not submitted to the DOF. Additionally, a successor agency’s maximum administrative cost allowance is reduced by 25% if the successor agency does not submit an oversight board-approved ROPS within 10 days of the deadline.

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Concentration of Property Ownership Based on fiscal year 2026-27 locally assessed taxable valuations, the following property owners represent significant ownership concentrations: Property Owner Percent of Total Value % of Incremental Value Cisco Systems Inc 6.9% 7.5% KLA Corporation 6.7 7.2 The Fields (Lyon Living) 4.0 4.3 Each of these property owners has pending assessed value appeals with respect to their property in the Project Area. The bankruptcy, termination of operations or departure from the Project Area by one of the largest property owners from the Project Area could adversely impact the availability of Tax Revenues to pay debt service on the Bonds. Reduction in Taxable Value Tax increment revenue available to pay principal of and interest on the Bonds are determined by the amount of incremental taxable value in the Project Area and the current rate or rates at which property in the Project Area is taxed. The reduction of taxable values of property in the Project Area caused by economic factors beyond the Successor Agency’s control, such as relocation out of the Project Area by one or more major property owners, sale of property to a non-profit corporation exempt from property taxation, or the complete or partial destruction of such property caused by, among other eventualities, earthquake or other natural disaster, could cause a reduction in the tax increment available to pay debt service on the Bonds. Such reduction of tax increment available to pay debt service on the Bonds could have an adverse effect on the Successor Agency’s ability to make timely payments of principal of and interest on the Bonds; this risk could be increased by the significant concentration of property ownership in the Project Area. The County calculates tax increment to redevelopment project areas by applying a one percent rate to the secured and unsecured incremental taxable values. The County also allocates unitary revenue on the basis of the total unitary revenue in a project area, without reductions for base year revenues. The allocation of unitary revenue is based on revenues received in 1987-88, adjusted by the actual growth or decline in unitary revenues on a countywide basis. As described in greater detail under the heading “PROPERTY TAXATION IN CALIFORNIA – Article XIIIA of the State Constitution,” Article XIIIA provides that the full cash value base of real property used in determining taxable value may be adjusted from year to year to reflect the inflation rate, not to exceed a two percent increase for any given year, or may be reduced to reflect a reduction in the consumer price index, comparable local data or any reduction in the event of declining property value caused by damage, destruction or other factors (as described above). Such measure is computed on a calendar year basis. Any resulting reduction in the full cash value base over the term of the Bonds could reduce tax increment available to pay debt service on the Bonds. In addition to the other limitations on, and required application under the Dissolution Act of Tax Revenues on deposit in the Redevelopment Property Tax Trust Fund, the State electorate or Legislature could adopt a constitutional or legislative property tax reduction with

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the effect of reducing Tax Revenues allocated to the Redevelopment Property Tax Trust Fund and available to the Successor Agency. Although the federal and State Constitutions include clauses generally prohibiting the California Legislature’s impairment of contracts, there are also recognized exceptions to these prohibitions. There is no assurance that the State electorate or Legislature will not at some future time approve additional limitations that could reduce the tax increment available to pay debt service on the Bonds and adversely affect the source of repayment and security of the Bonds. Risks to Real Estate Market The Successor Agency’s ability to make payments on the Bonds will be dependent upon the economic strength of the Project Area. The general economy of the Project Area will be subject to all of the risks generally associated with urban real estate markets. Real estate prices and development may be adversely affected by changes in general economic conditions, fluctuations in the real estate market and interest rates, unexpected increases in development costs and by other similar factors. Further, real estate development within the Project Area could be adversely affected by limitations of infrastructure or future governmental policies, including governmental policies to restrict or control development. In addition, if there is a significant decline in the general economy of the Project Area, the owners of property within the Project Area may be less able or less willing to make timely payments of property taxes or may petition for reduced assessed valuation causing a delay or interruption in the receipt of Tax Revenues by the Successor Agency from the Project Area. See “THE PROJECT AREA – Projected Tax Revenues and Estimated Debt Service Coverage” for a description of the debt service coverage on the Bonds. Reduction in Inflationary Rate As described in greater detail below, Article XIIIA of the State Constitution provides that the full cash value of real property used in determining taxable value may be adjusted from year to year to reflect the inflationary rate, not to exceed a 2% increase for any given year, or may be reduced to reflect a reduction in the consumer price index or comparable local data. Such measure is computed on a calendar year basis. Because Article XIIIA limits inflationary assessed value adjustments to the lesser of the actual inflationary rate or 2%, there have been years in which the assessed values were adjusted by actual inflationary rates, which were less than 2%. The Successor Agency is unable to predict if any further adjustments to the full cash value base of real property within the Project Area, whether an increase or a reduction, will be realized in the future. Levy and Collection of Taxes The Successor Agency has no independent power to levy or collect property taxes. Any reduction in the tax rate or the implementation of any constitutional or legislative property tax decrease could reduce the tax increment available to pay debt service on the Bonds. Although delinquencies in the payment of property taxes by the owners of land in the Project Area, and the impact of bankruptcy proceedings on the ability of taxing agencies to collect property taxes, could have an adverse effect on the Successor Agency’s ability to make timely payments on the Bonds, the Successor Agency believes any such adverse impact is unlikely in light of the debt service coverage provided by net tax increment. See “THE PROJECT AREA - Projected Tax Revenues and Estimated Debt Service Coverage” for a description of the debt service coverage on the Bonds.

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Bankruptcy and Foreclosure The payment of the property taxes from which Tax Revenues are derived and the ability of the County to foreclose the lien of a delinquent unpaid tax may be limited by bankruptcy, insolvency, or other laws generally affecting creditors’ rights or by the laws of the State relating to judicial foreclosure. The various legal opinions to be delivered concurrently with the delivery of the Bonds (including Bond Counsel’s approving legal opinion) will be qualified as to the enforceability of the various legal instruments by bankruptcy, insolvency, reorganization, moratorium, or other similar laws affecting creditors’ rights, by the application of equitable principles and by the exercise of judicial discretion in appropriate cases. Although bankruptcy proceedings would not cause the liens to become extinguished, bankruptcy of a property owner could result in a delay in prosecuting superior court foreclosure proceedings. Although such delay would increase the possibility of delinquent tax installments not being paid in full and thereby increase the likelihood of a delay or default in payment of the principal of and interest on the Bonds, the Successor Agency believes any such adverse impact is unlikely in light of the debt service coverage provided by fiscal year 2026-27 net tax increment. See “THE PROJECT AREA – Projected Tax Revenues and Estimated Debt Service Coverage” for a description of the debt service coverage on the Bonds. Estimated Revenues In estimating that net tax increment will be sufficient to pay debt service on the Bonds, the Successor Agency and Fiscal Consultant have made certain assumptions with regard to present and future assessed valuation in the Project Area, future tax rates and percentage of taxes collected. The Successor Agency believes these assumptions to be reasonable, but there is no assurance these assumptions will be realized and to the extent that the assessed valuation and the tax rates are less than expected, the net tax increment available to pay debt service on the Bonds will be less than those projected and such reduced net tax increment may be insufficient to provide for the payment of principal of, premium (if any) and interest on the Bonds. Hazardous Substances An additional environmental condition that may result in the reduction in the assessed value of property would be the discovery of a hazardous substance that would limit the beneficial use of taxable property within the Project Area. In general, the owners and operators of property may be required by law to remedy conditions of the property relating to releases or threatened releases of hazardous substances. The owner or operator may be required to remedy a hazardous substance condition of property whether or not the owner or operator has anything to do with creating or handling the hazardous substance. The effect, therefore, should any of the property within the Project Area be affected by a hazardous substance, could be to reduce the marketability and value of the property by the costs of remedying the condition. Natural Disasters The value of the property in the Project Area in the future can be adversely affected by a variety of additional factors, particularly those which may affect infrastructure and other public improvements and private improvements on property and the continued habitability and enjoyment of such private improvements. Such additional factors include, without limitation,

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geologic conditions such as earthquakes, topographic conditions such as earth movements, landslides and floods and climatic conditions such as droughts. In the event that one or more of such conditions occur, such occurrence could cause damages of varying seriousness to the land and improvements and the value of property in the Project Area could be diminished in the aftermath of such events. A substantial reduction of the value of such properties could affect the ability or willingness of the property owners to pay the property taxes. Seismic. The City, like most regions in the State of California, is located in an area of seismic activity and therefore, could be subject to potentially destructive earthquakes. The Hayward fault trends northwest through the western portion of the Milpitas foothills and the Calaveras fault trends northwest through the Calaveras Reservoir, approximately 1 1/2 miles northeast of the City. The San Andreas fault trends northwestward through the Santa Cruz Mountains approximately 13 miles southwest of the City. All of these faults are active and have produced damaging earthquakes in the historic past. Other active and potentially active faults are present in the Bay Area and may produce earthquakes that could affect the City. The occurrence of severe seismic activity in the City could result in substantial damage to property located in the Project Area, and could lead to successful appeals for reduction of assessed values of such property. Such a reduction of assessed valuations could result in a reduction of the Tax Revenues. Structural or Wildland Fires. In recent years, wildfires have caused extensive damage throughout the State, including within the County. Certain of these fires have burned thousands of acres and destroyed hundreds and in some cases thousands of homes. In some instances entire neighborhoods have been destroyed. Several fires in recent years damaged or destroyed property in areas that were not previously considered to be at risk from such events. In 2023, for example, devastating wildfires burned in various communities in the State, causing wide-spread damage. In 2025, communities in Los Angeles County, including Pacific Palisades (Palisades Fire), Malibu and Altadena (Eaton Fire), experienced widespread devastation from wildfires causing losses of life, thousands of burned homes, and billions of dollars in property damage. On January 16, 2025, Governor Gavin Newsom issued Executive Order N-10-25 (the “Governor’s Order”) which canceled penalties, costs and interest on overdue property taxes within certain ZIP codes affected by the Palisades and Eaton Fires during calendar year 2025. In the event of a major fire or other natural disaster affecting the Project Area, a similar order affecting the Project Area could cause a delay in the payment of property taxes by certain property owners in areas affected by legislative or administrative tax relief similar to the Governor’s Order and impact the debt service payments for the Bonds. Fire hazards increase with any drought period, and are highest for structures at the fringe of forested or wildland areas. In addition to the damage caused directly by a foothill fire, further damage may be caused by resulting mudslides during subsequent rains. In the event of damage to real property within the Project Area, the property owner could become unwilling or unable to pay the property taxes when due. Flood. Approximately one-quarter of the City is within areas designated by the Federal Emergency Management Agency (“FEMA”) as Special Flood Hazard Areas. Special Flood Hazard Areas are areas within the 100-year flood boundary as mapped by FEMA. The Special Flood Hazard Areas within the City are generally located near the Calera, Penitencia,

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Berryessa, Los Coches and Tularcitos creeks. Severe flooding in the City could result in substantial damage to property located in the Project Area, and could lead to successful appeals for reduction of assessed value of such property. Such reductions could result in reductions of the Tax Revenues. Pandemic Diseases Although now largely contained, the COVID-19 coronavirus pandemic, and efforts to contain the spread of the virus, for many years impacted governments, businesses and people in a manner that had negative effects on global, national and local economies. In addition, stock markets in the United States and globally saw significant declines and volatility attributed to coronavirus concerns. Future tax increment revenues available to the Successor Agency for payment of debt service on the Bonds could be negatively impacted by pandemics or other similar kinds of events in the future. The initial impact could occur because upcoming property tax installments could be deferred, or some taxpayers may be unable to make their property tax payments. Cybersecurity The Successor Agency, like many other public and private entities, relies on computer and other digital networks and systems to conduct its operations. As a recipient and provider of personal, private or other sensitive electronic information, the Successor Agency is potentially subject to multiple cyber threats, including without limitation hacking, viruses, ransomware, malware and other attacks. The Successor Agency is also reliant on other entities and service providers in connection with the administration of the Bonds, including without limitation the County Tax Collector for the levy and collection of property taxes, the County Auditor-Controller for distribution of the Redevelopment Property Tax Trust Fund, the Trustee, and the dissemination agent. No assurance can be given that the Successor Agency and these other entities will not be affected by cyber threats and attacks in a manner that may affect the Bond owners. Changes in the Law There can be no assurance that the California electorate will not at some future time adopt initiatives or that the California Legislature will not enact legislation that will amend the Dissolution Act, the Law or other laws or the Constitution of the State resulting in a reduction of tax increment available to pay debt service on the Bonds. Loss of Tax-Exemption As discussed under the caption “TAX MATTERS,” interest on the Bonds could become includable in gross income for purposes of federal income taxation retroactive to the date the Bonds were issued, as a result of future acts or omissions of the Successor Agency in violation of its covenants in the Indenture. In addition, current and future legislative proposals, if enacted into law, may cause interest on the Bonds to be subject, directly or indirectly, to federal income taxation by, for example, changing the current exclusion or deduction rules to limit the aggregate amount of interest on state and local government bonds that may be treated as tax exempt by individuals. Should such an event of taxability occur, the Bonds are not subject to special redemption and will remain outstanding until maturity or until redeemed under other provisions set forth in the Indenture.

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Secondary Market There can be no guarantee that there will be a secondary market for the Bonds, or, if a secondary market exists, that the Bonds can be sold for any particular price. Occasionally, because of general market conditions or because of adverse history or economic prospects connected with a particular issue, secondary marketing practices in connection with a particular issue are suspended or terminated. Additionally, prices of issues for which a market is being made will depend upon the then prevailing circumstances.

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TAX MATTERS In the opinion of Jones Hall LLP, as Bond Counsel, subject, however to the qualifications set forth below, under existing law, the interest on the Bonds is excluded from gross income for federal income tax purposes and such interest is not an item of tax preference for purposes of the federal alternative minimum tax The opinions set forth in the preceding paragraph are subject to the condition that the Successor Agency comply with all requirements of the Internal Revenue Code of 1986, as amended (the “Tax Code”) that must be satisfied subsequent to the issuance of the Bonds. The Successor Agency has covenanted to comply with each such requirement. Failure to comply with certain of such requirements may cause the inclusion of such interest in gross income for federal income tax purposes to be retroactive to the date of issuance of the Bonds. If the initial offering price to the public (excluding bond houses and brokers) at which a Bond is sold is less than the amount payable at maturity thereof, then such difference constitutes “original issue discount” for purposes of federal income taxes and State of California personal income taxes. If the initial offering price to the public (excluding bond houses and brokers) at which a Bond is sold is greater than the amount payable at maturity thereof, then such difference constitutes “original issue premium” for purposes of federal income taxes and State of California personal income taxes. De minimis original issue discount and original issue premium is disregarded. Under the Tax Code, original issue discount is treated as interest excluded from federal gross income and exempt from State of California personal income taxes to the extent properly allocable to each owner thereof subject to the limitations described in the first paragraph of this section. The original issue discount accrues over the term to maturity of the Bond on the basis of a constant interest rate compounded on each interest or principal payment date (with straight-line interpolations between compounding dates). The amount of original issue discount accruing during each period is added to the adjusted basis of such Bonds to determine taxable gain upon disposition (including sale, redemption, or payment on maturity) of such Bond. The Tax Code contains certain provisions relating to the accrual of original issue discount in the case of purchasers of the Bonds who purchase the Bonds after the initial offering of a substantial amount of such maturity. Owners of such Bonds should consult their own tax advisors with respect to the tax consequences of ownership of Bonds with original issue discount, including the treatment of purchasers who do not purchase in the original offering, the allowance of a deduction for any loss on a sale or other disposition, and the treatment of accrued original issue discount on such Bonds under federal individual and corporate alternative minimum taxes. Under the Tax Code, original issue premium is amortized on an annual basis over the term of the Bond (said term being the shorter of the Bond’s maturity date or its call date). The amount of original issue premium amortized each year reduces the adjusted basis of the owner of the Bond for purposes of determining taxable gain or loss upon disposition. The amount of original issue premium on a Bond is amortized each year over the term to maturity of the Bond on the basis of a constant interest rate compounded on each interest or principal payment date (with straight-line interpolations between compounding dates). Amortized Bond premium is not deductible for federal income tax purposes. Owners of premium Bonds, including purchasers who do not purchase in the original offering, should consult their own tax advisors with respect to State of California personal income tax and federal income tax consequences of owning such Bonds.

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In the further opinion of Bond Counsel, interest on the Bonds is exempt from California personal income taxes. Owners of the Bonds should also be aware that the ownership or disposition of, or the accrual or receipt of interest on, the Bonds may have federal or state tax consequences other than as described above. Bond Counsel expresses no opinion regarding any federal or state tax consequences arising with respect to the Bonds other than as expressly described above. MUNICIPAL ADVISOR The Successor Agency has retained Fieldman Rolapp & Associates, Inc., as municipal advisor (“Municipal Advisor”) in connection with the authorization, issuance, sale and delivery of the Bonds. The Municipal Advisor is not obligated to undertake, and has not undertaken to make, an independent verification or assume responsibility for the accuracy, completeness or fairness of the information contained in this Official Statement. The Municipal Advisor is an independent registered municipal advisory firm and is not engaged in the business of underwriting, trading or distributing municipal or other public securities. UNDERWRITING The Bonds are being purchased by Stifel, Nicolaus & Company, Incorporated, as underwriter (the “Underwriter”). The Underwriter has agreed to purchase the Bonds at a price of $_________________ (being the principal amount of the Bonds [plus/less] a net original issue [premium/discount] of $__________________ and less an Underwriter’s discount of $__________________). The Underwriter will purchase all of the Bonds if any are purchased. The Underwriter may offer and sell Bonds to certain dealers and others at a price lower than the offering price stated on the inside cover page of this Official Statement. The offering price may be changed from time to time by the Underwriter. RATING S&P Global Ratings (“S&P”) has assigned its rating of “___” to the Bonds. The rating issued reflects only the view of S&P, and any explanation of the significance of such rating should be obtained from S&P. There is no assurance that such rating will be retained for any given period of time or that it will not be revised downward or withdrawn entirely by S&P if, in the judgment of S&P, circumstances so warrant. Any such downward revision or withdrawal of any rating obtained may have an adverse effect on the market price of the Bonds. CONTINUING DISCLOSURE The Successor Agency will covenant for the benefit of owners of the Bonds to provide certain financial information and operating data relating to the Successor Agency by not later than March 31 after the end of each fiscal year of the Successor Agency (currently June 30th), commencing not later than March 31, 2027 with the report for the 2025-26 fiscal year (the “Annual Report”), and to provide notices of the occurrence of certain listed events. This Official Statement constitutes the Annual Report for the 2025-26 fiscal year, however the Successor Agency shall provide its audited financial statements for the 2025-26 fiscal year when available.

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The specific nature of the information to be contained in the Annual Report or the notices of listed events is summarized in “APPENDIX D – FORM OF SUCCESSOR AGENCY CONTINUING DISCLOSURE CERTIFICATE,” attached to this Official Statement. These covenants have been made in order to assist the Underwriter (as defined below) in complying with Securities Exchange Commission Rule 15c2 12(b)(5) (the “Rule”). The City and certain related entities, including the Successor Agency, previously entered into certain disclosure undertakings under the Rule in connection with the issuance of long-term obligations. During the past five years, the City and such related entities have, in some instances, failed to comply with their undertakings as follows: _______________. CONCLUDING INFORMATION Legal Matters The final approving opinion of Jones Hall LLP, as Bond Counsel, will be furnished to the purchaser at the time of delivery of the Bonds. A copy of the proposed form of Bond Counsel’s final approving opinion with respect to the Bonds is attached hereto as APPENDIX C. Certain legal matters will be passed on by Jones Hall LLP, as Disclosure Counsel and Stradling Yocca Carlson & Rauth LLP, as Underwriter’s Counsel. In addition, certain legal matters will be passed upon for the Successor Agency by the City Attorney of the City. Compensation paid to Bond Counsel, Disclosure Counsel and Underwriter’s Counsel is contingent upon the sale and delivery of the Bonds. No Litigation There is no action, suit or proceeding known to the Successor Agency to be pending and notice of which has been served upon and received by the Successor Agency, or threatened, restraining or enjoining the execution or delivery of the Bonds or the Indenture or in any way contesting or affecting the validity of the foregoing or any proceedings of the Successor Agency taken with respect to any of the foregoing or seeking to restrain or enjoin the repayment of the Bonds or which, in any manner, questions the right of the Successor Agency to use the Tax Revenues for repayment of the Bonds or affects in any manner the right or ability of the Successor Agency to collect or pledge the Tax Revenues. Audited Financial Statements The City of Milpitas’s Annual Comprehensive Financial Report for Fiscal Year Ended June 30, 2025 (the “City ACFR”) is attached as APPENDIX E. The City’s ACFR includes the Successor Agency’s audited financial statements for the fiscal year ended June 30, 2025. The Successor Agency’s audited financial statements were audited by Maze & Associates, Accountancy Corporation (the “Auditor”). The Auditor has not been asked to consent to the inclusion of the Successor Agency’s audited financial statements in this Official Statement and has not reviewed this Official Statement. As described in “SECURITY FOR THE BONDS – Limited Obligation,” the Bonds are payable from and secured by a pledge of Tax Revenues and the Bonds are not a debt of the City. The City’s ACFR is attached as Appendix E to this Official Statement only because it includes the Successor Agency’s audited financial statements.

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Execution The execution and delivery of this Official Statement by its Chief Financial Officer/Treasurer has been duly authorized by the Successor Agency. SUCCESSOR AGENCY TO THE FORMER MILPITAS REDEVELOPMENT AGENCY By: Chief Financial Officer/Treasurer

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A-1
APPENDIX A FISCAL CONSULTANT’S REPORT

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FISCAL CONSULTANT REPORT

MILPITAS REDEVELOPMENT
PROJECT AREA NO. 1

Prepared for:

SUCCESSOR AGENCY TO THE

FORMER MILPITAS REDEVELOPMENT AGENCY

Prepared by:

Keyser Marston Associates, Inc.

August 24, 2026

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Table of Contents

1.0 INTRODUCTION 1

1.1 Redevelopment Dissolution in California 1

1.2 Revenues Pledged for Payment of the Bonds 2

1.3 Purpose of this Report 2

2.0 THE PROJECT AREA 3

2.1 Redevelopment Plan Limits 3

2.2 Exclusions from Tax Revenues 3

3.0 ASSESSED VALUES 6

3.1 Current Year Assessed Values 6

3.2 Real and Personal Property 7

3.3 Historic Taxable Values 8

3.4 Values by Property Use 8

3.5 Ten Largest Taxpayers 9

4.0 ASSESSMENT APPEALS 13

4.1 Historic Appeals Filing Outcomes: FY 2020-21 to FY 2025-26 13

4.2 Estimated Value Reductions from Pending Assessment Appeals 14

4.3 Pending FY 2025-26 Appeal Filings by Top Ten Taxpayers 16

5.0 TAX ALLOCATION AND DISBURSEMENT 18

5.1 Tax Rates 18

5.2 Allocation of Taxes 18

5.3 Unitary Tax Revenues 19

5.4 Historical Tax Revenues 19

6.0 REVENUE PROJECTION 21

7.0 CAVEATS AND LIMITATIONS 25

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List of Tables
Table 1. Redevelopment Plan Adoption Dates and Plan Limits ..................................................................................... 3 Table 2. FY 2026-27 Assessed Values, Milpitas Redevelopment Project Area No. 1 ................................................... 6 Table 3. Prop 13 Inflation Factors, Ten-Year History ..................................................................................................... 7 Table 4. Assessed Value History ($Thousands) ............................................................................................................ 8 Table 5. Taxable Assessed Values by Land Use, FY 2026-27 ...................................................................................... 9 Table 6. Ten Largest Taxpayers, FY 2026-27 .................................................................................... ......................... 10 Table 7. Assessment Appeal Filing Outcomes: FY 2020-21 to FY 2025-26 ................................................................ 14 Table 8. Pending Assessment Appeals ........................................................................................... ............................ 15 Table 9. Projected Assessed Value Reduction from Pending Appeals (All Appeal Years) .......................................... 15 Table 10. Number of Pending Appeals by the Ten Largest Taxpayers by Fiscal Year ................................................ 16 Table 11. Projected Assessed Value Reduction from FY 2025-26 Pending Appeals by the Ten Largest Taxpayers .. 17 Table 12. Historical Tax Revenues ($Thousands) ....................................................................................................... 20 Table 13. FY 2026-27 Assessed Values After Adjustments ($Thousands).................................................................. 21 Table 14. Projected Tax Revenues, FY 2026-27 ($Thousands) .................................................................................. 21 Table 15. Tax Revenue Projection ($Thousands), 0% Growth Projection ................................................................... 23 Table 16. Tax Revenue Projection ($Thousands), 2% Growth Projection ................................................................... 24

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1.0 INTRODUCTION

This Fiscal Consultant Report provides a review of assessed values and a projection of Tax Revenues of the Successor Agency to the Former Milpitas Redevelopment Agency (“Successor Agency”). The Successor Agency is proposing issuance of its 2026 Tax Allocation Refunding Bonds (Redevelopment Project Area No. 1) (the “Bonds”).

The Bonds are secured by property tax revenues allocated to the Redevelopment Property Tax Trust Fund (“RPTTF”) of the Successor Agency and generated by its Redevelopment Project Area No. 1 (the “Project Area”). Proceeds of the Bonds will be used to refund the Successor Agency’s outstanding 2015 Tax Allocation Refunding Bonds (Redevelopment Project Area No. 1).

1.1 Redevelopment Dissolution in California

Redevelopment agencies in California were dissolved under Assembly Bill (“AB”)x1 26 enacted June 2011 and amended by AB 1484 enacted June 2012 and Senate Bill (“SB”) 107 enacted September 2015 (“Dissolution Statutes”). ABx1 26 became effective following the December 29, 2011, California Supreme Court decision upholding ABx1 26 while finding companion bill ABx1 27, which would have provided for continued existence of redevelopment agencies agreeing to make specified payments, to be unconstitutional. Successor agencies were established to wind down the affairs of former redevelopment agencies and administer their financial obligations.

Prior to the passage of ABx1 26, the California Community Redevelopment Law (“CRL”) and Article XVI, Section 16 of the California Constitution authorized former redevelopment agencies to receive that portion of property tax revenue generated from the increase of taxable values over the base year taxable values that existed at the time of adoption of a redevelopment project. This portion of property tax revenue was referred to as tax increment. Tax increment could be pledged by a redevelopment agency for the repayment of bonded indebtedness.

Under the Dissolution Statutes, the allocation of tax increment revenues was modified to require county auditor-controllers to deposit former tax increment revenues into the RPTTF for each successor agency. Property taxes in the RPTTF are allocated twice yearly for the payment of (1) certain county administrative costs; (2) pass through payments required by statute or contractual agreement to local government agencies whose tax bases overlap the project area boundaries of the former redevelopment agency; (3) Enforceable Obligations (as defined in the Dissolution Statutes) of the successor agency, as identified by dollar amounts on a Recognized Obligation Payment Schedule (“ROPS”) approved by a countywide oversight board and the State Department of Finance; and (4) administrative costs of the successor agency. The distributions are paid twice a year on January 2
nd and June 1st. Upon paying for these
obligations, ABx1 26 requires county auditor-controllers to distribute any remaining RPTTF revenues as property taxes to local government agencies whose tax bases overlap the

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Successor Agency’s project areas. The Dissolution Statutes eliminated the previous requirement to set aside 20% of the former tax increment revenues for affordable housing in a separate housing fund. Successor agencies are precluded from incurring new financial obligations with limited exceptions, including the issuance of refunding bonds under the conditions specified in the California Health and Safety Code (“H&S”) Section 34177.5(a)(1).

1.2 Revenues Pledged for Payment of the Bonds

The revenues pledged for payment of the Bonds (“Tax Revenues”) are defined in the Indenture of Trust for the Bonds and include all property tax revenues deposited into the RPTTF for the Successor Agency, excluding amounts required to be paid for:

(1) County administrative costs pursuant to H&S Section 34183(a); and

(2) Pass through payments to affected taxing agencies pursuant to H&S Section 33607.5 and 33607.7, unless such payments are subordinated (the Successor Agency has not requested subordination of pass throughs).

Section 2.2 describes the county administrative costs and pass through payment obligations of the Successor Agency.

1.3 Purpose of this Report

This report provides a projection of Tax Revenues available for allocation to the Successor Agency for payment of the Bonds based upon reported FY 2026-27 assessed values and the property tax apportionment and pass through calculation procedures of the County of Santa Clara (“County”) Controller-Treasurer. This report also provides information regarding the applicable redevelopment plan limits, historic assessed value trends, assessed values by land use, top ten property taxpayers, potential valuation impacts from pending assessment appeals, and a history of Tax Revenues.

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2.0 THE PROJECT AREA

The Project Area encompasses approximately 2,230 acres of territory, including the “Original Area” adopted in 1976 and three separate expansions: the First Amendment Area (483 acres added in 1979), the Second Amendment Area (479 acres added in 1982), and the Midtown Area (691 acres added in 2003). The Project Area encompasses a mix of residential, light industrial / research and development (R&D), and commercial uses. The Project Area includes the City’s downtown and Bay Area Rapid Transit (BART) station area.

In 2006, the Project Area was merged with the Great Mall Redevelopment Project Area; however, the Great Mall area does not generate tax increment. The assessed value information in this report does not include the Great Mall area since no revenues derive from this area.

2.1 Redevelopment Plan Limits

Table 1 summarizes the applicable redevelopment plan limits for the Project Area. Time and dollar limits on the allocation of revenues contained in the Redevelopment Plan have been eliminated for the purposes of payment of Enforceable Obligations, including the Bonds, pursuant to H&S Section 34189(a).

The Project Area has a bonded indebtedness limit of $498,000,000, which limit remains effective. The Successor Agency will remain in compliance with the bonded indebtedness limit following issuance of the Bonds.

Table 1. Redevelopment Plan Adoption Dates and Plan Limits

Original
First
Amendment
Second
Amendment Midtown Total
Date Adopted Sept. 21, 1976 Sept. 4, 1979 May 4, 1982 June 17, 2003 Land Area 577 acres 483 acres 479 acres 691 acres 2,230 acres Time Limit to Repay Debt Eliminated by H&S Section 34189(a) Cumulative Revenue Limit
Bonded Indebtedness Limit $498,000,000

2.2 Exclusions from Tax Revenues

Following is a description of the Successor Agency’s pass through and County administrative fee obligations that are excluded from Tax Revenues available for debt service on the Bonds.

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a. County Administrative Fees

California Revenue and Taxation Code Section 95.3 provides for recovery of a proportionate share of County property tax administration expenses from all non-school agencies including former redevelopment agencies. H&S Section 34182(a)(3) allows for recovery of County expenses related to dissolution of redevelopment agencies. County administrative charges to the Successor Agency in FY 2025-26 totaled approximately $1,034,000. This equates to approximately 1.02% of gross deposits to the RPTTF. The revenue projections included in this report assume County administrative charges continue to equate to approximately 1.02% of gross deposits to the RPTTF in subsequent fiscal years. Payments are excluded from Tax Revenues available for debt service on the Bonds.

b. AB 1290 Statutory Pass Throughs

Statutory pass through payments under AB 1290 (H&S Sections 33607.5 and 33607.7) apply to all sub-areas of the Project Area and are payable to all taxing agencies. For the Original, First, and Second Amendment Areas, the obligation was triggered by a 1996 amendment to increase the cumulative tax increment limit. Payments to all taxing agencies within those sub-areas commenced in FY 2001-02 and are calculated based on growth over FY 2000-01 assessed values. For the Midtown Area, statutory pass through obligations have applied since adoption.

Payments are calculated based on revenues after deduction of the 20% portion of revenues formerly required to be deposited into a separate Low and Moderate Income Housing Fund.

Three tiers of payments are required, as follows:

 Tier one payments in the Original, First, and Second Amendment Areas commenced in FY 2001-02 and equal 25% of the revenues derived from growth in assessed value over the FY 2000-01 adjusted base year assessed value, multiplied by each taxing agency’s respective share of revenues. In the Midtown Area, tier one payments have applied since adoption of the sub-area and are calculated on 100% of gross tax increment.

 Tier two payments in the Original, First, and Second Amendment Areas commenced in FY 2011-12 and are based on 21% of the revenues derived from growth in assessed value over the FY 2010-11 adjusted base year assessed value, multiplied by each taxing agency’s respective share of revenues. In the Midtown Area, tier two payments commenced in FY 2014-15 and are based on revenues derived from growth in assessed value over the FY 2013-14 adjusted base year assessed value.

 Tier three payments in the Original, First, and Second Amendment Areas commence in FY 2031-32 and are based on 14% of the revenues derived from growth in assessed value over the FY 2030-31 adjusted base year assessed value, multiplied by each taxing agency’s respective share of revenues. In the Midtown Area, tier three payments would

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commence in FY 2034-35; however, the Successor Agency is projected to dissolve prior to that, after making the final payment on its enforceable obligations in FY 2033-34.

All taxing agencies receive their respective percentage share of tier one payments, and taxing agencies other than the City receive their respective share of tier two and tier three payments.

Statutory pass through payments are projected to total $27,202,000 for FY 2026-27, based on the assumptions utilized in the revenue projections presented in Section 6.

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3.0 ASSESSED VALUES

3.1 Current Year Assessed Values

The County Assessor annually prepares the assessment roll identifying the assessed values of each property within the county. Assessed values reflect value as of the January 1st preceding the beginning of the fiscal year. Each property assessment is assigned a unique Assessor Parcel Number (“APN”) that corresponds to assessment maps prepared by the County. Each APN is included within a Tax Rate Area (“TRA”), a geographic subarea with a common distribution of taxes. The Project Area encompasses APNs within TRAs 012-001, -011, -029, - 031, -055, and -056. The FY 2026-27 assessment roll reflects values as of January 1, 2026.

The County Controller-Treasurer is responsible for the aggregation of the assessed values assigned by the Assessor for properties within the boundaries of the Project Area. This results in the reported total current year assessed value for the Project Area.

The incremental assessed value equals the amount by which current year assessed value in the Project Area exceeds the base year assessed value established at the time of adoption of each sub-area. Incremental assessed value becomes the basis for determining the amount of property tax revenue to be deposited into the RPTTF of the Successor Agency.

Table 2 summarizes the total and incremental taxable assessed values for the Project Area as of FY 2026-27. The amounts are net of tax-exempt property. 1 Table 2. FY 2026-27 Assessed Values, Milpitas Redevelopment Project Area No. 1 Assessed Value Percent of Total
Secured $10,870,678,997 92.0%
Unsecured 938,829,364 7.9%
SBE Utility 290,124 0.0%
Total Assessed Value 11,809,798,485 100.0%

Less: Base Year Assessed Value $799,726,839 6.8% Incremental Assessed Value $11,010,071,646 93.2%
Sources: Santa Clara County Assessor and Santa Clara County Controller-Treasurer.

The secured assessment roll includes property for which taxes levied by the County become a lien on that property. The unsecured assessment roll includes other properties such as tenant improvements, trade fixtures, personal property and possessory interests constituting a right to the possession and use of property owned by a governmental agency for a period less than

1 Except for the homeowner’s exemption which is reimbursed to local governments through a State subvention and is included as part of RPTTF revenue.

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perpetuity. Utility assessed value includes non-unitary property owned by utilities and railroads that is assessed by the California State Board of Equalization but is not related to the company’s core business.

3.2 Real and Personal Property

Real property, as referred to in this report, is defined to represent land and improvement assessed values on both the secured and unsecured property tax rolls of the County Assessor.

Annual increases in the assessed value of real property are limited to an annual inflationary increase of up to 2%, as governed by Article XIIIA of the California Constitution and known as the Proposition 13 inflation factor. Real property values may increase or decrease upon a change of ownership or new construction and result in establishment of a new base year value for purposes of the 2% maximum increase. As discussed below, the assessed value of taxable property is subject to reduction under certain conditions.

The Proposition 13 inflation factor is tied to the change in the California Consumer Price Index (“CCPI”) and may be less than 2% if the CCPI increases by less than 2%. The CCPI adjustment is based on the change in the CCPI from October to October of the following year. The Proposition 13 inflation factor for FY 2026-27 is 2%. Table 3 provides a ten-year history of Proposition 13 inflation factors. The annual Proposition 13 factor was less than 2% in FY 2021- 22 (1.036%).

Table 3. Prop 13 Inflation Factors, Ten-Year History
Fiscal Year Inflation Factor
2017-18 2.000%
2018-19 2.000%
2019-20 2.000%
2020-21 2.000%
2021-22 1.036%
2022-23 2.000%
2023-24 2.000%
2024-25 2.000%
2025-26 2.000%
2026-27 2.000%

Assessed value of real property may be adjusted downward if market value declines, either through the assessment appeals process described in Section 4 or through an adjustment by the Assessor. In the event of a decline in market value, values are then subject to restoration over time as market values increase, up to the Proposition 13 base year assessed value established for the property upon completion of construction or transfer of ownership, as such base year assessed value is adjusted for annual inflationary increases under Proposition 13 of up to 2%.

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The assessed value of Personal Property is not subject to the maximum 2% inflationary increase and is subject to annual appraisal, either upward or downward. Properties assessed by the State Board of Equalization (“SBE”), including railroads and utilities, are valued annually and are not subject to the 2% limitation on annual increases.

3.3 Historic Taxable Values

Aggregated taxable assessed values for the Project Area from FY 2017-18 to FY 2026-27 are summarized in Table 4. Assessed values of the Project Area increased at an annualized rate of

4.9% over the 10-year period from FY 2017-18 to FY 2026-27 and by 2.6% from FY 2025-26 to FY 2026-27.

Table 4. Assessed Value History ($Thousands)
Fiscal Year
Assessed Value
($Thousands) % Change
2017-18 $7,683,435
2018-19 7,979,045 3.8%
2019-20 8,804,547 10.3%
2020-21 9,412,669 6.9%
2021-22 9,812,441 4.2%
2022-23 10,701,854 9.1%
2023-24 11,034,952 3.1%
2024-25 11,414,160 3.4%
2025-26 11,508,621 0.8%
2026-27 11,809,798 2.6%
10-Year Annualized 4.9%

3.4 Values by Property Use

Taxable assessed values by land use category for FY 2026-27 are presented in Table 5. The analysis is based upon the Santa Clara County Assessor’s land use classifications applicable to the secured roll. The County Assessor does not assign a land use classification to unsecured property.

As shown in Chart 1 and Table 5,
residential uses comprise 56.5% of FY
2026-27 taxable assessed value in the
Project Area; R&D and industrial uses

25.5%; commercial uses 6.8%; vacant
land 1.8%; other secured property

1.5%; and unsecured property 7.9%.

Chart 1. FY 2026-27 Percent of Taxable Assessed Values
by Land Use for the Project Area

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Table 5. Taxable Assessed Values by Land Use, FY 2026-27 Land Use Type Taxable Value % of Total Parcels (1)
Residential

Condo and Townhouse $3,068,526,527 26.0% 3,310
Single Family 1,907,870,045 16.2% 2,159
Multifamily 1,699,438,376 14.4% 28
$6,675,834,948 56.5% 5,497

Industrial
Research and Development $2,103,345,577 17.8% 30
Warehouse 129,404,242 1.1% 15
Other Industrial Uses 778,508,916 6.6% 113
$3,011,258,735 25.5% 158

Commercial
Retail $329,484,915 2.8% 110
Hotel 285,633,376 2.4% 14
Office 126,632,004 1.1% 66
Mixed Use 56,310,139 0.5% 3
Other Commercial 7,025,843 0.1% 6
$805,086,277 6.8% 199

Vacant Land $206,721,685 1.8% 185
Other Secured $172,067,476 1.5% 161
Unsecured $938,829,364 7.9% 2,673
Total $11,809,798,485 100.0% 8,873
(1) Includes 6,200 secured parcels and 2,673 unsecured assessments (8,873 total). SBE value is included within Other Secured with no parcel count attributed.

Source: Santa Clara County Assessor

3.5 Ten Largest Taxpayers

The ten largest taxpayers for the Project Area for FY 2026-27 are identified in Table 6. The ten largest taxpayers for FY 2026-27 represent 28.2% of total assessed value and 30.3% of incremental assessed value for the Project Area.

Multiple legal entities affiliated with a single ownership are aggregated; for example, Cisco Systems Inc includes four separate entities listed on the roll: Cisco Systems Capital Corp, Cisco Systems Inc, Cisco Systems Workplace Resources SF Water, and Cisco Technology Inc., which are aggregated for the analysis of top taxpayers. The footnotes to Table 6 identify the included legal entities where multiple entities are aggregated.

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Table 6. Ten Largest Taxpayers, FY 2026-27
No. of Parcels
and Unsecured
Assessments
2026-27 Assessed Value % Assessed Value (1)
Taxpayer Land Use(s) or Description Secured Unsecured Total % Total % Incr.

1. Cisco Systems Inc (2) (5) R&D / Light Industrial,
Unsecured
25 $532,167,435 $288,558,287 $820,725,722 6.9% 7.5%

2. KLA Corporation (3) (5) R&D / Light Industrial 4 793,214,481 190,058 793,404,539 6.7% 7.2%

3. The Fields (Lyon Living) (4) (5) Multifamily, Vacant Land 7 47 4,958,437 - 474,958,437 4.0% 4.3%

4. WDMICA001 LP (5) R&D / Light Industrial 6 203,468,579 - 203,468,579 1.7% 1.8%

5. WH Silicon Valley VI LP (5) R&D / Light Industrial 11 199,232,136 - 199,232,136 1.7% 1.8%

6. LMC Milpitas Holdings I LLC (5) Multifamily 1 191,475,079 - 191,475,079 1.6% 1.7%

7. Essex Portfolio LP (5) Multifamily 1 184,635,642 - 184,635,642 1.6% 1.7%

8. 501 Murphy Ranch LP Multifamily 1 163,119,346 - 163,119,346 1.4% 1.5%

9. MG Eleanor Apartments LLC et al. Multifamily, Retail 1 159,468,703 - 159,468,703 1.4% 1.4%

10. Timber SOMA MC LP (5) R&D / Light Industrial 3 145,017,461 - 145,017,461 1.2% 1.3% Total Top 10 Taxpayers 60 $3,046,757,299 $288,748,345 $3,335,505,644 28.2% 30.3% (1) Based upon FY 2026-27 assessed value of $11,809,798,485 and incremental assessed value of $11,010,071,646. (2) Includes Cisco Systems Capital Corp, Cisco Systems Inc, Cisco Systems Workplace Resources SF Water, Cisco Technology Inc. (3) Includes KLA Corp, KLA Tencor Corp.
(4) Includes Fields CH Owner LLC, Milpitas District 1 Owner LLC, Milpitas District 2 Assc LLC, Milpitas District 4 Owner LLC. (5) Property owner has a pending assessment appeal. See Tables 10 and 11 for more information.

Source: Santa Clara County Assessor

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The following provides a brief description of each of the top ten taxpayers for the Project Area.

1. Cisco Systems, Inc. is a global networking, cybersecurity, and data center provider that owns a five-building research and development campus in the Project Area near the SR-237 and I-880 interchange, encompassing approximately 1.1 million square feet of research and development space across 70 acres.

2. KLA Corporation, which designs, manufactures, and sells semiconductor process-control and yield-management equipment, owns its global headquarters and principal research and development campus on Technology Drive in the Project Area. The 39-acre campus includes six buildings totaling approximately 770,000 square feet.

3. The Fields encompasses three multifamily rental properties with 791 total units built between 2018 and 2022: Gideon at the Fields, Graham at the Fields, and Turing at the Fields, ground floor retail including a Trader Joe’s, and sites planned for future development.

4. WDMICA001 LP owns five buildings with approximately 580,000 square feet of research and development space leased to SanDisk Corporation, a global producer of solid-state memory drives, as its headquarters campus.

5. WH Silicon Valley VI LP owns the multi-tenant Tasman Tech campus at McCarthy Boulevard and Tasman Drive encompassing 14 buildings and approximately 609,000 square feet of research and development space.

6. LMC Milpitas Holdings I LLC owns Capitol 650, a multifamily property near the Milpitas BART station with 351 units built in 2018 and 2019.

7. Essex Portfolio LP owns Apex, a 367-unit apartment community proximate to the Great Mall built in 2013 and 2014.

8. 501 Murphy Ranch LP owns Griffis South Bay, a 373-unit apartment community built in 2012.

9. MG Eleanor Apartments LLC owns a multifamily property with 333 units, built in 2021, located on Gates Drive near the Milpitas BART station.

10. Timber SOMA MC LP owns the five-building Murphy Crossing research and development campus along McCarthy Boulevard and Murphy Ranch Road totaling approximately 370,000 square feet.

The above taxpayer descriptions are based on information obtained from publicly available sources including company and property websites, market data provider CoStar with respect to

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multifamily property unit counts and building square feet, year built, and the name being used for marketing of the property, the Santa Clara County Assessor’s interactive map for identification of the location of properties that correspond to each ownership, RealQuest for parcel maps, property acres, year built, and land use, and Google Maps to assist with descriptive information regarding property location and number of buildings.

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4.0 ASSESSMENT APPEALS

Property values determined by the County Assessor may be subject to an appeal by the property owner. Assessment appeals are filed annually with the Santa Clara County Assessment Appeals Board for a hearing and resolution. A property owner can file a regular assessment appeal of current fiscal year assessed values between July 2 and September 15.

Revenue and Taxation Code Section 1604 allows up to two years for an assessment appeal to be decided unless this time limit is waived by the applicant. If the appeal is not decided within the two-year statutory time frame and the time limit is not waived, the assessor is required to apply the applicant’s opinion of value.

Proposition 8 (“Prop 8”) appeals relate to temporary declines in market value. Assessed value reductions from Prop 8 appeals are subject to annual review by the Assessor and potential restoration over time based on future increases in market value. “Base year” appeals contest the Proposition 13 base year value established upon a re-assessable event, such as a change in ownership or new construction. Because the base year value carries forward, a reduction granted on a base year appeal lowers assessed value in the year of the appeal and in each subsequent year, until a new base year value is established by a later change in ownership or new construction.

Resolution of an appeal may result in a reduction to the Assessor’s original taxable value and a tax refund to the property owner. Property tax refunds arising from successful assessment appeals within the Project Area are allocated to the Successor Agency and reduce the funds available in the RPTTF. As a result, pending appeals present two primary risks: a potential reduction in future year assessed values and RPTTF revenue, and a reduction in RPTTF revenue in the year in which tax refunds are issued.

The Assessor may proactively review and reduce assessed values for declines in market values without an assessment appeal filing, pursuant to Proposition 8. In the event of a proactive reduction in assessed value by the Assessor, values are subject to restoration over time as market values increase, as with Proposition 8 appeal reductions.

4.1 Historic Appeals Filing Outcomes: FY 2020-21 to FY 2025-26

Table 7 summarizes assessment appeal filing outcomes within the Project Area for appeals of FY 2020-21 to FY 2025-26 assessed values using data extracted from the County’s Assessment Appeals database

2. The appeals database includes 547 resolved appeal records during this period. Of the 547 resolved appeal records, 15.4% resulted in a reduction in assessed value and 84.6% of appeal filings were denied, deemed incomplete or untimely, or withdrawn by the applicant.

2 Appeals data was provided on July 20, 2026. Data on appeals of FY 2026-27 assessed values was not yet available.

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Resolved appeals in the Project Area during FY 2020-21 to FY 2025-26 had an aggregate Assessor value of $12.6 billion and resulted in an assessed value reduction of $313 million, representing an average reduction of 2.49% from the Assessor’s value.

Some property owners have a practice of filing assessment appeals most years. For example, KLA Corporation, one of the top taxpayers, filed assessment appeals in each of the last six fiscal years.

Table 7. Assessment Appeal Filing Outcomes: FY 2020-21 to FY 2025-26 Number of Resolved Appeals Asses sed Valuation: Resolved Appeals ($Millions) Fiscal
Year
Total
Filings
Open
Filings Total
Denied or
Withdrawn
Assessed
Value
Reduced
Assessor /
Roll Value
Applicant
Opinion
of Value
Resolved
Value
Net
Reduction
in Value
Average
%
Reduction
2020-21 105 1 104 99 5 $1,952 $1,207 $1,945 $7 0.4% 2021-22 125 2 123 93 30 2,037 1,196 2,025 12 0.6% 2022-23 70 2 68 61 7 1,980 1,055 1,949 31 1.5% 2023-24 162 24 138 113 25 2,511 1,417 2,310 201 8.0% 2024-25 162 75 87 72 15 3,820 2,638 3,759 61 1.6% 2025-26 122 95 27 25 2 272 190 271 0 0.1%
Total 746 199 547 463 84 $12,572 $7,704 $12,259 $313 2.49% % Total 100% 84.6% 15.4%
Source: Santa Clara County Assessment Appeals Board database provided July 20, 2026.

The appeal outcomes in Table 7 reflect only those appeals for which the County’s appeals database records a reduced enrolled value. The data does not capture assessed-value reductions granted administratively by the Assessor. Table 12 in Section 5.4 identifies approximately $16.7 million in total property owner refunds for the FY 2021-22 to FY 2025-26 period, covering both appeal-related refunds and other Assessor roll corrections and adjustments. That amount exceeds the approximately $3.1 million estimated impact on gross property tax revenues from the appeal resolutions recorded in the County’s database, as summarized in Table 7.

4.2 Estimated Value Reductions from Pending Assessment Appeals

Table 8 summarizes pending assessment appeal filings in the Project Area. There are 199 pending appeals, of which 95 are to contest FY 2025-26 assessed values. The aggregate Assessor value for FY 2025-26 pending appeals is approximately $3.6 billion and a $1.46 billion net reduction in assessed value is requested.

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Table 8. Pending Assessment Appeals

No. of
Open
Appeals
Contested
Value
Represented
($Millions)
Applicant
Opinion of
Value
($Millions)
Applicant
Requested Net
Reduction in Value
($Millions)
FY 2025-26 Open Appeal Filings 95 $3,613 $2,154 $1,459 Prior Year Filings (FY 2020-21 to FY 2024-25) 104 6,944 3,689 3,255 Total 199 $10,557 $5,843 $4,714
Source: Santa Clara County Assessment Appeals Board database provided July 20, 2026.

An estimate of the assessed value impact of pending appeals is provided in Table 9. The 95 FY 2025-26 pending appeals are estimated to result in a net assessed value reduction of $90.0 million. The estimated reduction in assessed values is based on the 2.49% average reduction applicable to the 547 resolved appeal filings summarized in Table 7.

The $90.0 million estimated reduction in assessed value from pending appeals is incorporated into the revenue projections provided in Section 6 as a reduction to projected FY 2026-27 assessed values.

Table 9. Projected Assessed Value Reduction from Pending Appeals (All Appeal Years)

No. of
Pending
Appeal
Filings
Assessor
Value
($Millions)
Applicant
Opinion of
Value
($Millions)
Projected
Resolved
Value
($Millions)
Projected Net
Reduction in
Value
($Millions) (1)
Impact to Gross
Tax Increment
($Thousands) (1)
FY 2025-26 Open Appeal
Filings 95 $3,613 $2,154 $3,523 ($90.0) ($900)
Prior Year Filings (FY
2020-21 to FY 2024-25) 104 6,944 3,689 6,771 (172.9) (1,729) Total 199 $10,557 $5,843 $10,294 ($262.9) ($2,629)
(1) Projected net reduction reflects the 2.49% average reduction for resolved appeals during the FY 2020-21 to FY 2025-26 period.

Appeals of FY 2024-25 and prior year assessed valuations are not assumed to impact future year assessed values. For properties with pending appeal filings for both FY 2025-26 and previous years, the projected resolution of the FY 2025-26 appeal is assumed to be the most relevant basis for representing the potential future year assessed value reduction. For properties where FY 2025-26 assessed values are not contested, an adjustment to future year assessed values is not assumed to be warranted based on a pending appeal for a preceding year. Although Prop 8 reductions resulting from successful assessment appeal filings may be restored over time as market valuations increase, for purposes of the revenue projections provided in Section 6, assessed value reductions from appeals are assumed to be permanent.

Successful appeals result in a property tax refund to the property owner in the year in which the appeal is resolved. Property tax refunds associated with resolution of FY 2020-21 to FY 2025-

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26 pending appeals in the Project Area are projected to total approximately $2.6 million. For purposes of the revenue projections in Section 6, this $2.6 million projected property tax refund is allocated across FY 2026-27 through FY 2028-29 based on the timing of historic appeal resolutions in the Project Area.

Resolution of appeals is determined by factors unique to the individual assessment, such as vacancy and rental rates, circumstances of hardship, and comparable sales. An appeal may be withdrawn by the applicant, the Appeals Board may deny or modify the appeal at hearing or by stipulation, or the final value may be adjusted to an amount other than the stated opinion of value. Actual reductions in assessed value, if any, may be higher or lower than the estimated reductions identified in Table 9 and incorporated into the revenue projections provided in Section 6.

4.3 Pending FY 2025-26 Appeal Filings by Top Ten Taxpayers

Tables 10 and 11 summarize pending FY 2025-26 appeals by the top taxpayers. Seven of the top ten taxpayers have pending appeal filings for FY 2025-26. Pending appeals by the top taxpayers represent 30 of the 95 total appeals filed within the Project Area for FY 2025-26 and have an aggregate Assessor value of $2.4 billion. The aggregate reduction in assessed value estimated for pending appeals by the top taxpayers is $60.2 million, 67% of the $90.0 million estimated assessed value reduction for all FY 2025-26 pending appeals. The $60.2 million estimated reduction in assessed value for the top ten taxpayers would result in an approximately $374,000 reduction in annual Tax Revenues.

Table 10. Number of Pending Appeals by the Ten Largest Taxpayers by Fiscal Year 2020-21 2021-22 2022-23 2023-24 2024-25 2025-26 Total

1. Cisco Systems Inc 0 0 0 4 5 5 14

2. KLA Corporation 1 1 1 1 6 1 11

3. The Fields (Lyon Living) 0 0 0 0 5 7 12

4. WDMICA001 LP 0 0 0 0 4 0 4

5. WH Silicon Valley VI LP 0 0 0 2 1 11 14

6. LMC Milpitas Holdings I LLC 0 0 0 0 0 1 1

7. Essex Portfolio LP 0 0 0 0 2 2 4

10. Timber SOMA MC LP 0 0 0 0 0 3 3
Total 1 1 1 7 23 30 63
Source: Santa Clara County Assessment Appeals Board database provided July 20, 2026. Reflects appeal filings during the FY 2020-21 to FY 2025-26 period.

Note: 501 Murphy Ranch LP and MG Eleanor Apartments LLC et al. have no pending appeals.

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Table 11. Projected Assessed Value Reduction from FY 2025-26 Pending Appeals by the Ten Largest Taxpayers Top Taxpayers with Pending FY
2025-26 Appeal Filings and rank on
top taxpayers list
No. of
Open
Appeals
Assessor
Value
Represented
($Millions)
Applicant
Opinion
of Value
($Millions)
Applicant
Requested
Net Reduction
in Value
($Millions)
Projected
Resolved
Value
(1)
($Millions)
Projected
Net
Reduction
in Value (1)
($Millions)

1. Cisco Systems Inc 5 $520 $168 $352 $507 ($12.9)

2. KLA Corporation 1 576 422 153 561 ($14.3)

3. The Fields (Lyon Living) 7 467 136 331 456 ($11.6)

5. WH Silicon Valley VI LP 11 196 59 137 191 ($4.9)

6. LMC Milpitas Holdings I LLC 1 153 77 76 149 ($3.8)

7. Essex Portfolio LP 2 362 351 12 353 ($9.0)

10. Timber SOMA MC LP 3 142 55 87 139 ($3.5)
Total 30 $2,416 $1,268 $1,148 $2,356 ($60.2)
(1) Estimate is based on a 2.49% average reduction for resolved appeals during the FY 2020-21 to FY 2025-26 period.

Source: Santa Clara County Assessment Appeals Board database provided July 20, 2026.

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5.0 TAX ALLOCATION AND DISBURSEMENT

5.1 Tax Rates

Property tax rates applied to taxable assessed values consist of two components: the basic levy of a one percent ad valorem tax and override tax rates levied to pay voter-approved indebtedness. The basic levy may not exceed 1% of taxable assessed value pursuant to Article XIIIA of the California Constitution. Allocation of property taxes to the RPTTF reflects the basic one percent property tax levy only. Override levies are not allocated to the RPTTF in accordance with H&S Section 34183(a)(1).
3 5.2 Allocation of Taxes

Secured taxes are due in two equal installments and become delinquent on December 10 and April 10. Taxes on unsecured property are paid in one installment and become delinquent if not paid by August 31. Allocation of property tax revenue to the RPTTF for the Successor Agency is based on application of the basic one percent tax levy to the current year incremental assessed value. Amounts deposited into the RPTTF are distributed by the County Controller-Treasurer twice annually on January 2nd and June 1st in accordance with the Dissolution Statutes, as described in Section 1.1. Tax Revenues are approximately equal between the two distributions, with approximately 50% allocated in January and the remaining 50% of Tax Revenues allocated in June.

The County Controller-Treasurer allocates 100% of the calculated 1% secured and unsecured tax increment to the RPTTF for the Successor Agency without regard to delinquencies. This insulates the Successor Agency from property tax payment risk, but the RPTTF is not allocated any prior-year redemption payments, penalties, or delinquent taxes that are subsequently collected. This County practice of allocating 100% of calculated regular secured and unsecured tax increment to the RPTTF is analogous to, but not technically part of, the County’s Teeter Plan and, unlike the County’s Teeter Plan, applies to both secured and unsecured taxes. Property tax refunds that arise from successful assessment appeals and roll corrections are tracked by tax rate area and reduce the amount of tax increment allocated to the RPTTF in the fiscal year in which the refund occurs.

Supplemental assessments occur due to changes in ownership or new construction after the January 1st lien date for the current year assessment roll. When assessed value increases, it results in a supplemental tax bill to the property owner. If assessed value decreases, it results in a refund to the property owner. Supplemental tax bills and tax refunds are pro-rated when the re-assessable event occurs after the start of the fiscal year. Supplemental taxes and any supplemental tax refunds within the Project Area are allocated to the RPTTF for the Successor

3 Limited exceptions apply, including where levies in excess of the 1% tax rate related to pension programs or the State Water Project are pledged to the payment of indebtedness obligations and are required to make debt service payments.

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Agency and affect the amount of RPTTF available for purposes of the semi-annual distributions of RPTTF funds on January 2nd and June 1st.

5.3 Unitary Tax Revenues

Most public utility properties are included on the unitary roll and assessed by the California State Board of Equalization as a single unit on a countywide basis. Revenues from unitary property tax assessments are distributed in the following manner: (1) each taxing entity receives the same amount of unitary revenue as in the previous year plus an increase for inflation of up to 2%; (2) if unitary tax revenues are not sufficient to provide the same amount of revenue as the previous year, revenues are allocated in proportion to the prior year unitary revenues; (3) if unitary revenues exceed 102% of the prior year’s allocation, the excess is allocated proportionate to each jurisdiction’s secured property tax revenue. The actual amount of unitary revenue deposited to the RPTTF for the Successor Agency in FY 2025-26 was $716,754 (see also the five-year history presented in Section 5.4 below). Unitary revenue is assumed to remain constant for purposes of the revenue projections in Section 6.

5.4 Historical Tax Revenues

A summary of actual Tax Revenues for the period FY 2021-22 through FY 2025-26 is presented in Table 12. From FY 2021-22 to FY 2025-26, Tax Revenues increased from $70.4 million to $76.6 million, an 8.8% overall increase. Tax Revenues experienced a 4.1% year-over-year decline from FY 2024-25 to FY 2025-26 driven by an increase in roll corrections and appeal refunds.

The RPTTF for the Project Area was allocated regular secured and unsecured taxes equal to 100% of the gross tax increment calculated by applying the 1% tax rate to the Project Area’s assessed value increment in each fiscal year from FY 2021-22 through FY 2025-26. Actual gross tax increment collected averaged 99.8% of the calculated 1% gross tax increment, as shown in Table 12, after accounting for additions from unitary taxes and supplemental assessments and reductions from roll corrections and assessment appeal refunds. Actual collections were 94.9% of the calculated tax increment in FY 2025-26, reflecting the elevated roll corrections and appeal refunds described in Note (2) to Table 12.

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Table 12. Historical Tax Revenues ($Thousands)

2021-22 2022-23 2023-24 2024-25 2025-26
Assessed Value

$9,812,441 $10,701,854 $11,034,952 $11,414,160 $11,508,621 Base Year Assessed Value

799,727 799,727 799,727 799,727 799,727
Assessed Value Increment

9,012,714 9,902,127 10,235,225 10,614,434 10,708,894

Calculated Gross Tax Increment @1% (1) 90,127 99,021 102,352 106,144 107,089

Actual Gross Tax Increment Collected (1)

Secured / Unsecured Taxes 90,127 99,021 102,352 106,144 107,089 Unitary 450 496 558 635 717
Roll Corrections / Refunds (2) (168) (1,663) (5,401) (1,372) (8,133) Supplemental, Other 1,996 2,693 3,397 2,180 1,903
Total Gross Tax Increment Collected

92,405 100,547 100,906 107,587 101,575
average
Actual as a percentage of calculated 99.8% 102.5% 101.5% 98.6% 101.4% 94.9%

Less: County Admin Expenses (798) (890) (831) (918) (1,034) Less: Pass Through Payments

(21,240) (23,791) (23,872) (26,840) (23,951)

Tax Revenues $70,367 $75,866 $76,204 $79,829 $76,590
Percent Change 7.8% 0.4% 4.8% (4.1%)
(1) Calculated gross tax increment is based on incremental assessed value multiplied by the 1% tax rate. Calculated gross tax increment does not consider unitary, supplemental assessments, roll corrections, escape assessments, or appeal refunds. Actual gross tax increment collections take all such revenues into account.
(2) Based on KMA review of the parcels and unsecured accounts identified by the Santa Clara County Controller-Treasurer as generating the largest refunds in FY 2023-24 and FY 2025-26, and on discussions with the Assessor, the larger refunds in these years appear to be attributable in part to (a) County acquisition of a former hotel for conversion to permanent supportive housing, which qualified the property for an exemption; (b) appeals and/or business personal property audit adjustments affecting several of the Project Area’s largest taxpayers, including KLA Corporation, WDMICA001 LP, and Cisco Systems, Inc.; and (c) a refund of four fiscal years of taxes for a newly constructed assisted living facility whose final value at completion established by the Assessor was less than the interim construction-in-progress values that were carried on the roll for four fiscal years after completion.

Source: Santa Clara County Assessor and Controller-Treasurer

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6.0 REVENUE PROJECTION

This section provides a projection of Tax Revenues available for payment of debt service on the Bonds.

Table 13 identifies the assessed values utilized in the projection after making a $90.0 million downward adjustment for the projected resolution of pending assessment appeals, as identified in Section 4.

Table 13. FY 2026-27 Assessed Values After Adjustments ($Thousands) Real Property
Personal
Property Total
FY 2026-27 Assessed Value $10,461,993 $1,347,805 $11,809,798 Less: Estimated Assessment Appeal Reduction (1) (83,602) (6,365) (89,967) FY 2026-27 Assessed Value After Appeals 10,378,391 1,341,440 11,719,831 (1) Based on the analysis in Table 9.

Projected Tax Revenue for FY 2026-27 is calculated in Table 14. Projected Tax Revenues represent the projected revenue available from the Project Area for payment of the Bonds. Projected Tax Revenues are equal to the projected gross RPTTF deposits for the Project Area less (a) property tax administrative costs deducted under H&S Section 34183(a) and (b) pass through payments to affected taxing agencies deducted pursuant to H&S Section 34183(a)(1).

Table 14. Projected Tax Revenues, FY 2026-27 ($Thousands) FY 2026-27 Assessed Value after Adjustments (Table 13) $11,719,831 Base Year Value (799,727)
Incremental Assessed Value 10,920,105

Gross RPTTF at 1% of Incremental AV 109,201
Unitary Revenue (1) 717
Projected Appeal Refunds (2) (876)
Projected Gross RPTTF Revenue 109,042

Less: County Admin Expenses (3) (1,112)
Less: Statutory Pass Through (27,202)
Projected Tax Revenues, FY 2026-27 $80,727
(1) Unitary revenues are projected based on actual FY 2025-26 revenues. (2) Projected tax refund to property owners resulting from pending appeal resolutions during FY 2026-27. (3) Property tax administrative expenses are projected based on the percentage that FY 2025-26 expenses represent of gross FY 2025-26 tax increment revenues.

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Tables 15 and 16 provide a projection of Tax Revenues from the Project Area available for payment of debt service on the Bonds for FY 2026-27 through FY 2031-32. Two versions of the projection are presented:

(1) “No Growth Projection” - Table 15, reflects reported FY 2026-27 assessed values, less the projected $90.0 million reduction to assessed values identified in Table 13 and the projected $2.6 million in total property tax refunds from pending assessment appeals, described in Section 4.2.

(2) “2% Growth Projection” - Table 16, reflects reported FY 2026-27 assessed values, less the projected $90.0 million reduction to assessed values identified in Table 13 and the projected $2.6 million in total property tax refunds from pending assessment appeals, described in Section 4.2, and application of the 2% maximum allowable inflationary increase under Proposition 13 in FY 2027-28 and future years.

Allocation of revenues to the Successor Agency occurs semi-annually on January 2nd and June 1st to the extent of the Enforceable Obligations payable from RPTTF funds identified on approved Recognized Obligation Payment Schedules. The projection extends through FY 2031-32 as the final payment on the Bonds is due on September 1, 2032, and will be made from Tax Revenues received in FY 2031-32. Allocation of RPTTF funds to the Successor Agency is expected to continue through the FY 2033-34 final payment of a Successor Agency contractual obligation.

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Table 15. Tax Revenue Projection ($Thousands), 0% Growth Projection Assessed Value (1) Gross Tax Increment Deductions
Fiscal
Year
Real
Property
Personal
Property
Total
Assessed
Value
Increment
Over
$799,727
Base Year
AV
Gross TI at
1% of AV
Increment
Unitary
Revenue (2)
Appeal
Refund (3)
Total
Gross TI
Prop Tax
Admin
Charge (4) at

1.02%
Statutory
Pass
Through
Tax
Revenues
2026-27 $10,378,391 $1,341,440 $11,719,831 $10,920,105 $109,201 $717 ($876) $109,042 ($1,112) ($27,202) $80,727 2027-28 10,378,391 1,341,440 11,719,831 10,920,105 109,201 717 (876) 109,042 (1,112) (27,202) 80,727 2028-29 10,378,391 1,341,440 11,719,831 10,920,105 109,201 717 (876) 109,042 (1,112) (27,202) 80,727 2029-30 10,378,391 1,341,440 11,719,831 10,920,105 109,201 717 0 109,918 (1,121) (27,525) 81,272 2030-31 10,378,391 1,341,440 11,719,831 10,920,105 109,201 717 0 109,918 (1,121) (27,525) 81,272 2031-32 10,378,391 1,341,440 11,719,831 10,920,105 109,201 717 0 109,918 (1,121) (27,525) 81,272

(1) Reflects Assessor-reported FY 2026-27 assessed values, less the estimated $90.0 million impact resulting from pending FY 2025-26 assessment appeals, as shown in Table 13, and assumes 0% real property assessed value growth in subsequent fiscal years. (2) Unitary revenues are projected based on actual FY 2025-26 revenues. (3) Projected tax refund to property owners resulting from resolution of pending appeals, estimated in Section 4.2, is assumed to be allocated one-third each to FY 2026-27, FY 2027-28, and FY 2028-29 based on the timing of historic appeal resolutions in the Project Area. (4) Property tax administrative expenses are projected based on the percentage that FY 2025-26 expenses represent of gross FY 2025-26 tax increment revenues (1.02%).

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Table 16. Tax Revenue Projection ($Thousands), 2% Growth Projection Assessed Value (1) Gross Tax Increment Deductions
Fiscal
Year
Real
Property
Personal
Property
Total
Assessed
Value
Increment
Over
$799,727
Base Year AV
Gross TI
at 1% of
AV
Increment
Unitary
Revenue (2)
Appeal
Refund (3)
Total
Gross TI
Prop Tax
Admin
Charge (4) at

1.02%
Statutory
Pass
Through
Tax
Revenues
2026-27 $10,378,391 $1,341,440 $11,719,831 $10,920,105 $109,201 $717 ($876) $109,042 ($1,112) ($27,202) $80,727 2027-28 10,585,959 1,341,440 11,927,399 11,127,672 111,277 717 (876) 111,117 (1,133) (27,966) 82,018 2028-29 10,797,678 1,341,440 12,139,118 11,339,392 113,394 717 (876) 113,234 (1,155) (28,745) 83,334 2029-30 11,013,632 1,341,440 12,355,072 11,555,345 115,553 717 0 116,270 (1,186) (29,862) 85,222 2030-31 11,233,905 1,341,440 12,575,345 11,775,618 117,756 717 0 118,473 (1,208) (30,673) 86,591 2031-32 11,458,583 1,341,440 12,800,023 12,000,296 120,003 717 0 120,720 (1,231) (31,649) 87,839

(1) Reflects Assessor-reported FY 2026-27 assessed values, less the estimated $90.0 million impact resulting from pending FY 2025-26 assessment appeals, as shown in Table 13, and assumes 2% real property assessed value growth in subsequent fiscal years. (2) Unitary revenues are projected based on actual FY 2025-26 revenues. (3) Projected tax refund to property owners resulting from resolution of pending appeals, estimated in Section 4.2, is assumed to be allocated one-third each to FY 2026-27, FY 2027- 28, and FY 2028-29 based on the timing of historic appeal resolutions in the Project Area. (4) Property tax administrative expenses are projected based on the percentage that FY 2025-26 expenses represent of gross FY 2025-26 tax increment revenues (1.02%).

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7.0 CAVEATS AND LIMITATIONS

The projections reflect assumptions based on KMA’s understanding of the assessment, tax apportionment, and pass through calculation procedures employed by the County. The County procedures are subject to change as a reflection of policy revisions or administrative, regulatory or legislative mandate. While we believe our estimates to be reasonable, taxable values resulting from actual appraisals may vary from the amounts assumed in the projections.

Assumptions have also been made that no changes to State legislation are enacted to change or eliminate the allocation of RPTTF revenues. These assumptions are based on existing State policies and are subject to future regulatory or legislative changes.

No assurances are provided by KMA as to the certainty of the projected Tax Revenues. Actual revenues may be higher or lower than what has been projected and are subject to valuation changes resulting from new developments or transfers of ownership not specifically identified herein, actual resolution of outstanding appeals, future filing of appeals, changes in assessor valuation standards, or the non-payment of taxes due. The accuracy or completeness of assessment appeals identified in this report is based solely upon information provided by the County as of the date of the original review of said data by KMA.

KMA is not advising or recommending any action be taken by the Successor Agency with respect to any prospective new or existing municipal financial products or issuance of municipal securities (including with respect to the structure, timing, terms and other similar matters concerning such financial products or issues). KMA is not acting as a municipal advisor and does not assume any fiduciary duty, including, without limitation, a fiduciary duty pursuant to Section 15B of the Exchange Act. The Successor Agency should discuss any such information and material contained in this report with internal and/or external advisors and experts, including its own municipal advisors, that it deems appropriate before acting on the information.

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B-1
APPENDIX B GENERAL INFORMATION ABOUT THE CITY OF MILPITAS AND THE COUNTY OF SANTA CLARA The following information concerning Santa Clara County (the “County”) and the City of Milpitas (the “City”) is included only for the purpose of supplying general information regarding the Project Area. The Refunding Bonds are not a debt of the County, the City, the State of California (the “State”) or any of its political subdivisions, and neither the County, the City, the State nor any of its political subdivisions is liable therefor. General The City of Milpitas. The City was incorporated in January 1954 and is located 45 miles south of San Francisco in the northern part of Santa Clara County. Once a small agricultural town and later a stop-over point for travelers between Oakland and San Jose, Milpitas has grown into one of the world’s premier computer and semiconductor producers. Located in the northeastern side of the “Silicon Valley,” the City encompasses 13.63 square miles. Milpitas is a general law city, incorporated in 1954. It operates under a Council-Manager form of government. The City’s political and legislative body is the City Council and is empowered by the general laws of the State of California to formulate citywide policy, including a fiscal program, City services and appointment of City Manager and City Attorney. There are four City Council members who are elected at-large for staggered four –year terms, and the Mayor is selected every two years in a separate citywide election. The City provides a full range of municipal services. These include: police, fire, neighborhood services, public improvements, planning, building and public facility inspection, engineering, water and sewer utilities, economic development, and general administrative services. Santa Clara County. The County covers an area of over 1,300 square miles and is located south of the San Francisco Bay in northern California. There are two distinct valleys in the County, which are referred to as North County and South County. South County has more of an agricultural base and is comprised of only two cities, twenty miles apart from each other. As a contrast, North County is densely populated, heavily industrialized and extensively urbanized. This part of the County is comprised of 13 cities, each adjacent to another. Due to its high concentration of high-technology industries, the northwestern portion of North County is commonly referred to as “Silicon Valley.” Several small lakes and reservoirs are scattered across the County and the highest peak can be found in San José at Mount Hamilton with an elevation of 4,213 feet. Several major highways serve the County, including Highway 101 providing access to San Francisco and Los Angeles.

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B-2
Population The following table lists population estimates for the City, the County and the State for the last five years, as of January 1 each year. CITY OF MILPITAS, COUNTY OF SANTA CLARA, STATE OF CALIFORNIA Population Estimates Years 2022 through 2026, as of January 1 Year City of Milpitas Santa Clara County State of California 2022 80,391 1,891,556 39,159,480 2023 81,411 1,906,944 39,167,274 2024 81,865 1,915,448 39,446,835 2025 81,821 1,928,029 39,646,907 2026 82,107 1,932,468 39,592,978 Source: California Department of Finance, Demographic Research Unit.

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B-3
Industry and Employment The City is part of the San Jose-Sunnyvale-Santa Clara Metropolitan Statistical Area (“MSA”), which is comprised of Santa Clara and San Benito Counties. The unemployment rate in the San Jose-Sunnyvale-Santa Clara MSA was 4.0% in June 2026, up from a revised 3.5% in May 2026, and below the year-ago estimate of 4.5%. This compares with an unadjusted unemployment rate of 5.2% for the State and 4.4% for the nation during the same period. The unemployment rate was 5.9% in San Benito County, and 4.0% in the County. The table below provides information about employment rates and employment by industry type for the San Jose-Sunnyvale-Santa Clara MSA for calendar years 2021 through 2025. SAN JOSE-SUNNYVALE-SANTA CLARA MSA (San Benito and Santa Clara Counties) Annual Averages Civilian Labor Force, Employment and Unemployment, Employment by Industry (March 2025 Benchmark) 2021 2022 2023 2024 2025 Civilian Labor Force (1) 1,021,600 1,044,400 1,057,500 1,059,300 1,071,800 Employment 970,300 1,014,600 1,019,200 1,014,600 1,025,300 Unemployment 51,300 29,800 38,200 44,700 46,400 Unemployment Rate 5.0% 2.8% 3.6% 4.2% 4.3% Wage and Salary Employment: (2) Agriculture 5,000 4,800 4,700 4,900 5,000 Mining and Logging 200 200 200 200 200 Construction 51,700 53,800 53,900 53,200 52,500 Manufacturing 125,700 133,200 131,100 126,400 127,500 Wholesale Trade 28,300 28,900 28,900 28,200 28,000 Retail Trade 73,700 73,600 73,700 72,200 72,200 Transportation, Warehousing, Utilities 15,100 16,700 16,900 16,700 16,900 Information 107,100 106,000 97,700 94,800 97,000 Finance and Insurance 23,400 22,500 22,000 21,100 21,100 Real Estate and Rental and Leasing 15,100 15,700 15,800 15,600 15,600 Professional and Business Services 284,100 295,700 290,400 282,800 277,200 Educational and Health Services 178,400 187,000 197,100 208,600 217,400 Leisure and Hospitality 79,000 96,700 101,900 103,100 103,000 Other Services 22,800 25,400 26,500 27,300 28,000 Federal Government 10,500 10,200 10,100 10,100 10,100 State Government 6,900 7,000 7,000 7,000 6,800 Local Government 76,000 78,700 81,100 83,200 84,800 Total, All Industries (3) 1,102,800 1,155,800 1,158,800 1,155,500 1,163,100 (1) Labor force data is by place of residence; includes self-employed individuals, unpaid family workers, household domestic workers, and workers on strike. (2) Industry employment is by place of work; excludes self-employed individuals, unpaid family workers, household domestic workers, and workers on strike. (3) Totals may not add due to rounding. Source: State of California Employment Development Department.

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B-4
Principal Employers The following table lists the principal employers within the City for the fiscal year 2024-25. CITY OF MILPITAS Principal Employers As of June 30, 2025 Employer Name No. of Employees % of City Employment Cisco Systems, Inc. 3,600 8.29% KLA-Tencor Corporation 2,917 6.72 Western Digital Tech (SanDisk Corporation) 1,219 2.81 Flextronics International (aka Vista Point Technologies) 1,160 2.67 Milpitas Unified School District 959 2.21 Headway Technologies Inc. (2 Locations) 792 1.82 City of Milpitas 420 0.97 Amazon-Delivery & Corporate Office 311 0.72 Kaiser Permanente Medical Offices 245 0.56 Nanometrics, Inc. 243 0.56 Source: City of Milpitas Annual Comprehensive Fiscal Report for fiscal year Ended June 30, 2025.

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Major Employers The following table lists the largest manufacturing and non-manufacturing employers within the County as of July 2026. COUNTY OF SANTA CLARA Major Employers As of July 2026 (In Alphabetical Order) Employer Name Location Industry Adobe Inc San Jose Prepackaged Software Advanced Micro Devices Inc Santa Clara Semiconductor Devices (mfrs) Alphabet Inc Mountain View Internet Search Engines Analog Devices Inc San Jose Semiconductor Devices-Wholesale Apple Inc Cupertino Computers-Electronic-Manufacturers Applied Materials Inc Santa Clara Semiconductor Manufacturing Equip (mfrs) Avaya Inc San Jose Telecommunications Services CA Inc San Jose Computer Software Application Svc Prvdrs California’s Great America Santa Clara Amusement & Theme Parks Christopher Ranch LLC Gilroy Garlic (mfrs) Cisco Systems Inc San Jose Computer Peripherals (mfrs) Ebay Inc San Jose Online Retailers & Marketplaces HP Inc Palo Alto Computers-Electronic-Manufacturers Intel Corp Santa Clara Semiconductor Devices (mfrs) Intuitive Surgical Inc Sunnyvale Orthopedic Prosthetic/Srgcl Appl (mfrs) Kaiser Foundation Health Plan Santa Clara Health Services Lockheed Martin Space Systems Sunnyvale Satellite Equipment & Systems-Mfrs NASA Mountain View Federal Government-Space Research & Technolog Netapp Inc San Jose Computer Storage Devices (mfrs) NVIDIA Corp Santa Clara Software/Application/Platform Developers & Pr Palo Alto VA Medical Ctr Palo Alto Hospitals Prime Materials San Jose Semiconductors & Related Devices (mfrs) SAP Center San Jose Stadiums Arenas & Athletic Fields Stanford University Sch-Mdcn Stanford Schools-Medical Super Micro Computer Inc San Jose Computers-Electronic-Manufacturers Source: State of California Employment Development Department, extracted from The America’s Labor Market Information System (ALMIS) Employer Database, 2026 2nd edition.

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Effective Buying Income “Effective Buying Income” is defined as personal income less personal tax and nontax payments, a number often referred to as “disposable” or “after-tax” income. Personal income is the aggregate of wages and salaries, other labor-related income (such as employer contributions to private pension funds), proprietor’s income, rental income (which includes imputed rental income of owner-occupants of non-farm dwellings), dividends paid by corporations, interest income from all sources, and transfer payments (such as pensions and welfare assistance). Deducted from this total are personal taxes (federal, state and local), nontax payments (fines, fees, penalties, etc.) and personal contributions to social insurance. According to U.S. government definitions, the resultant figure is commonly known as “disposable personal income.” The following table summarizes the total effective buying income and median household effective buying income for the City, the County, the State, and the United States for the years 2022 through 2026. CITY OF MILPITAS, SANTA CLARA COUNTY, STATE OF CALIFORNIA AND UNITED STATES EFFECTIVE BUYING INCOME 2022 through 2026 Year Area Total Effective Buying Income (000’s Omitted) Median Household Effective Buying Income 2022 City of Milpitas $3,978,357 $128,634 Santa Clara County 113,347,038 118,652 California 1,452,426,153 77,058 United States 11,208,582,541 64,448 2023 City of Milpitas $4,428,907 $132,850 Santa Clara County 112,532,636 121,559 California 1,461,799,662 77,175 United States 11,454,846,397 65,326 2024 City of Milpitas $4,612,700 $137,831 Santa Clara County 114,948,530 125,048 California 1,510,708,521 80,973 United States 11,987,185,826 67,876 2025 City of Milpitas $4,799,185 $143,025 Santa Clara County 118,437,858 128,178 California 1,557,429,767 82,725 United States 12,525,577,707 69,687 2026 City of Milpitas $5,412,093 $159,550 Santa Clara County 130,688,430 138,593 California 1,730,654,738 90,403 United States 13,932,177,817 75,433 Source: Claritas, LLC.

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Commercial Activity A summary of historic taxable sales within the City and County during the past five years for which data is available are shown in the following tables. Total taxable sales during calendar year 2025 in the City were reported to be $2,547,135,855, an 8.25% increase from the total taxable sales of $2,352,914,935 reported during calendar year 2024. CITY OF MILPITAS Taxable Retail Sales Number of Permits and Valuation of Taxable Transactions (Dollars in Thousands) Retail Stores Total All Outlets Number of Permits Taxable Transactions Number of Permits Taxable Transactions 2021 1,104 $1,211,479 2,099 $2,024,639 2022 1,157 1,385,151 2,129 2,378,625 2023 1,115 1,392,827 2,076 2,283,725 2024 1,152 1,401,979 2,154 2,352,915 2025 1,188 1,405,484 2,209 2,547,136 Source: State Department of Tax and Fee Administration. Total taxable sales during calendar year 2025 in the County were reported to be $57,420,463,053, a 0.19% decrease from the total taxable sales of $57,527,704,042, reported during calendar year 2024. COUNTY OF SANTA CLARA Taxable Retail Sales Number of Permits and Valuation of Taxable Transactions (Dollars in Thousands) Retail Stores Total All Outlets Number of Permits Taxable Transactions Number of Permits Taxable Transactions 2021 28,365 $31,393,299 51,015 $52,994,694 2022 28,214 33,619,773 51,222 57,738,947 2023 27,227 33,369,250 49,698 57,098,298 2024 27,465 33,980,830 50,447 57,527,704 2025 27,527 34,820,938 51,228 57,420,463 Source: State Department of Tax and Fee Administration.

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Construction Activity Construction activity in the City and the County for the past five years for which data is available is shown in the following tables. Annual figures are not available for calendar year 2025. CITY OF MILPITAS Building Permit Valuation For Calendar Years 2020 through 2024 (Dollars in Thousands) 2020 2021 2022 2023 2024 Permit Valuation New Single-family $6,833.3 $24,601.7 $10,576.3 $18,652.2 $6,841.2 New Multi-family 59,861.4 27,478.2 64,919.3 117,423.8 14,712.4 Res. Alterations/Additions 6,362.3 14,373.9 11,303.5 11,669.5 12,818.4 Total Residential 73,057.0 66,453.8 86,799.1 147,745.5 34,372.0 New Commercial 860.0 12,145.0 30.0 2,975.0 198.8 New Industrial 0.0 0.0 0.0 0.0 0.0 New Other 22,849.9 3,907.6 2,092.5 1,264.5 2,303.3 Com Alterations/Additions 35,947.2 103,492.6 134,680.0 45,703.0 76,242.5 Total Nonresidential 59,657.1 119,545.2 136,802.5 49,942.5 78,744.6 New Dwelling Units Single Family 26 70 42 48 35 Multiple Family 250 142 201 847 38 TOTAL 276 212 243 895 73 Source: Construction Industry Research Board, Building Permit Summary. SANTA CLARA COUNTY Building Permit Valuation For Calendar Years 2020 through 2024 (Dollars in Thousands) 2020 2021 2022 2023 2024 Permit Valuation New Single-family $465,531.8 $604,388.6 $558,633.4 $534,061.1 $556,911.7 New Multi-family 384,856.1 488,538.1 1,239,445.8 882,779.3 441,419.0 Res. Alterations/Additions 314,179.3 351,100.6 392,595.4 374,279.1 503,549.0 Total Residential 1,164,567.2 1,444,027.3 2,190,674.6 1,791,119.5 1,501,879.7 New Commercial 1,216,184.5 309,537.0 774,988.7 329,197.5 387,581.5 New Industrial 72,481.3 8,982.3 0.0 2,099.0 65,000.0 New Other 145,437.8 451,952.6 623,244.7 192,452.6 225,979.8 Com Alterations/Additions 1,382,406.5 812,157.1 1,249,080.3 2,150,379.3 1,113,277.6 Total Nonresidential 2,816,510.1 1,582,629.0 2,647,313.7 2,674,128.4 1,791,838.9 New Dwelling Units Single Family 1,329 1,789 1,538 1,210 1,316 Multiple Family 2,245 3,210 6,765 4,776 2,017 TOTAL 3,574 4,999 8,303 5,986 3,333 Source: Construction Industry Research Board, Building Permit Summary.

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APPENDIX C FORM OF BOND COUNSEL OPINION ____________, 2026 Successor Agency to the Former Milpitas Redevelopment Agency 455 East Calaveras Boulevard Milpitas, California 95035 OPINION: $_______ Successor Agency to the Former Milpitas Redevelopment Agency 2026 Tax Allocation Refunding Bonds Members of the Successor Agency: We have acted as bond counsel to the Successor Agency to the Former Milpitas Redevelopment Agency (the “Successor Agency”) in connection with the issuance by the Successor Agency of the above-captioned bonds (the “Bonds”), pursuant to the Community Redevelopment Law, constituting Part 1 (commencing with Section 33000) of Division 24 of the Health and Safety Code of the State of California (the “Law”), Part 1.85 (commencing with Section 34170) of Division 24 of the California Health and Safety Code (the “Dissolution Act”), and Article 11 (commencing with Section 53580) of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California (the “Refunding Law”). The Bonds are being issued pursuant to an Indenture of Trust, dated as of ___ 1, 2026 (the “Indenture”), between the Successor Agency and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). We have examined the law and such certified proceedings and other papers as we deem necessary to render this opinion. As to questions of fact material to our opinion, we have relied upon representations of the Successor Agency contained in the Indenture, and in certified proceedings and other certifications of public officials furnished to us, without undertaking to verify such facts by independent investigation. Regarding certain questions of law material to our opinion, we have assumed the correctness of certain legal conclusions contained in the written opinions of the City Attorney of the City, as general counsel to the Successor Agency, without undertaking to verify the same by independent investigation. Based upon the foregoing, we are of the opinion, under existing law, as follows: 1. The Successor Agency is duly created and validly existing as a public entity, with the power to enter into the Indenture, perform the agreements on its part contained therein, and issue the Bonds. 2. The Indenture has been duly approved by the Successor Agency, and constitutes a valid and binding obligation of the Successor Agency, enforceable against the Successor Agency in accordance with its terms. 3. Pursuant to the Law, the Dissolution Act and the Refunding Law, the Indenture creates a valid lien on the funds pledged by the Indenture for the security of the Bonds, subject

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to no prior lien granted under the Law, the Dissolution Act and the Refunding Law, except to the extent set forth in the Indenture. 4. The Bonds have been duly authorized, executed and delivered by the Successor Agency, and are valid and binding special obligations of the Successor Agency, payable solely from the sources provided therefor in the Indenture. 5. The interest on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax. The opinions set forth in the preceding sentence are subject to the condition that the Successor Agency comply with all requirements of the Internal Revenue Code of 1986 that must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be, or continue to be, excluded from gross income for federal income tax purposes. The Successor Agency has covenanted to comply with each such requirement. Failure to comply with certain of such requirements may cause the inclusion of interest on the Bonds in gross income for federal income tax purposes to be retroactive to the date of issuance of the Bonds. We express no opinion regarding other federal tax consequences arising with respect to the ownership, sale or disposition of the Bonds, or the amount, accrual or receipt of interest on the Bonds. 6. The interest on the Bonds is exempt from personal income taxation imposed by the State of California. Interest on the Bonds may be subject to the corporate alternative minimum tax. We express no opinion regarding other federal tax consequences arising with respect to the ownership, sale or disposition of the Bonds, or the amount, accrual or receipt of interest on the Bonds. The rights of the owners of the Bonds, and the enforceability of the Bonds and the Indenture, may be subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights heretofore or hereafter enacted, and may also be subject to the exercise of judicial discretion in appropriate cases. This opinion is given as of the date hereof, and we assume no obligation to revise or supplement this opinion to reflect any facts or circumstances that may hereafter come to our attention, or any changes in law that may hereafter occur. Moreover, our opinions are not a guarantee of a particular result, and are not binding on the Internal Revenue Service or any court; rather, our opinions represent our legal judgment based upon our review of existing law that we deem relevant to such opinions and in reliance upon the representations, opinions, and covenants referenced above. Our engagement with respect to this matter has terminated as of the date hereof. Respectfully submitted,

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Milpitas City CouncilSeptember 1, 2026

Milpitas City Council
September 1, 2026