Modesto City Council
June 3, 2025

- 1 -
6/3/2025 5:30:00 PM

MODESTO CITY COUNCIL
www.modestogov.com
AGENDA
City of Modesto

CITY COUNCIL MEETING
Chambers, Basement Level
Tenth Street Place, 1010 10th Street
Modesto, California
Tuesday, June 03, 2025 at 5:30 PM
Roll Call - Councilmembers Alvarez, Bavaro, Escutia-Braaton, Ricci, Williams, Wright, Mayor Zwahlen
* Public Comment will only be in-person. Members of the public who wish to address the Council, by providing public comment, during the meeting must do so in-person in the Council Chambers.

As an alternative, members of the public may also provide written public comment submitted via email as indicated in the Submitting Comments by Email instructions on this agenda. Zoom will still be available for viewing and Wordly translation.
*Members of the public will be allowed to provide public comment through Zoom if a Councilmember is participating remotely pursuant to the provisions of Assembly Bill 2449. *Effective March 1, 2023, if a technical issue arises with Zoom or the phone dial-in option, the Council meeting will continue unless the meeting is being held pursuant to the provisions of Assembly Bill 2449. Alternative viewing options are listed below, and the meeting is physically open to the public.
“Wordly” can translate into 25+ different languages! To access written translation during the meeting, please scan the QR Code or click this link https://attend.wordly.ai/join/RJDY-6364.
"Wordly" puede traducir a más de 25 idiomas diferentes! Para acceder a la traducción durante la reunión, por favor escanee el código QR o haga clic en el enlace https://attend.wordly.ai/join/RJDY-6364.
- 1 -
6/3/2025
- 2 -
6/3/2025 5:30:00 PM
You may observe a livestream of the meeting at http://media.modestogov.com. You may also view or listen to the meeting as indicated below.

THE MEETING CAN BE VIEWED BY ZOOM VIDEO

CONFERENCING OR TELEPHONE
Joining the City Council meeting via Zoom
The City of Modesto is now offering the ability to view Council meetings via telephonic conferencing via “Zoom” video conferencing computer technology. The meeting may be accessed through the use of Zoom using the following options:
 Enter the following link into an Internet Browser
https://us02web.zoom.us/j/95895497651
 Enter the following link into an Internet Browser https://zoom.us/ and using the Webinar ID: 958 9549 7651
 Passcode: 84326
To use Zoom, please visit: https://zoom.us/ and either sign-up for a free Zoom account or continue as a guest. Once you have downloaded the app onto your mobile device, joined from your web browser, or downloaded the Zoom software on your computer you will be ready for the upcoming Council meeting.

Joining the City Council meeting via Telephone
If you don’t have a smart phone or computer to access the meeting via Zoom, you can listen by phone, by calling 1-877-853-5257 (Toll Free) or 1-888-475-4499 (Toll Free) and enter the Webinar ID: 958 9549 7651 Passcode: 84326

SUBMITTING COMMENTS BY E-MAIL
Written comments may be submitted via email to: [email protected] (include Agenda Item Number in the subject line). All comments will be shared with the Councilmembers and placed in the record but will not be read aloud during the meeting. Written comments must be received two hours before the meeting.

This Agenda is on file in the City Clerk’s Office, Sixth Floor, 10th Street Place, Posting Board at entry of 10th Street Place, and is available on the City’s Web site at www.modestogov.com.

Materials related to an item on this Agenda submitted to the Council after distribution of the agenda packet are available for public inspection in the Clerk’s office during normal business hours. Such documents are also available online, subject to staff’s ability to post the documents before the meeting, at the following website https://www.modestogov.com/council-meetings In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website at https://www.modestogov.com/865/Americans-with-Disabilities-Act-ADA - 2 -
6/3/2025
- 3 -
6/3/2025 5:30:00 PM
In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the City Clerk (209) 577-5396. Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting.

Pledge of Allegiance to the Flag
Invocation: Marvin Jacobo, City Ministry Network
City Clerk’s Announcements
Declaration of Conflicts of Interest
Reports from Closed Session

ACKNOWLEDGEMENTS AND PRESENTATIONS

1. Proclamation declaring June as LGBTQ+ Month. (Funding Source: Not Applicable) CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected]

PUBLIC COMMENT IN PERSON
Three-minute time limit per speaker.

Only interested persons in the audience may present these matters. Under State law, Councilmembers may respond to matters being presented under this item only as follows:
a. Briefly respond to statements made or questions raised. b. Ask a question for clarification.
c. Provide a reference to staff or other resources for factual information. d. Request staff to report back at a subsequent meeting. e. Finally, a Councilmember or the Council itself may take action to direct staff to place a matter of business on a future agenda.

CONSENT ITEMS – ROLL CALL VOTE REQUIRED
Information concerning the consent items listed below has been forwarded to each Councilmember prior to this meeting for study. Unless some member of the audience or Councilmember has a question concerning an item and asks that it be withdrawn from the consent list, the Council approves the items at one time. The action taken by the Council in approving consent items is set forth in the explanation of this individual item.

CONSENT
An item may be removed from consent and discussed at the request of an audience member or Council member.
- 3 -
6/3/2025
- 4 -
6/3/2025 5:30:00 PM
Consent

2. Consider approving the minutes for the May 13, 2025 Council Meeting. (Funding Source: Not Applicable)
Staff Recommendation:
 Motion approving the minutes for the May 13, 2025 Council Meeting.

CITY CLERK; Diane Nayares-Perez, 209-577-5396, [email protected] Consent

3. Consider approving Final Adoption of Ordinance 3795-C.S. approving a Development Agreement by and between the City of Modesto and Dasco Olivewood LLC. regarding Area Plan No. 6 of the Tivoli Specific Plan (Dasco Olivewood LLC. and City of Modesto) (Funding Source: Not Applicable)
Staff Recommendation:
 Motion approving Final Adoption of Ordinance 3795-C.S. approving a Development Agreement by and between the City of Modesto and Dasco Olivewood LLC. regarding Area Plan No. 6 of the Tivoli Specific Plan (Dasco Olivewood LLC. and City of Modesto)
CITY CLERK; Diane Nayares-Perez, 209-577-5396, [email protected] Consent

4. Consider approving the City of Modesto Two-Year 2025 and 2026 Strategic Plan as developed in coordination with the City Council. (Funding Source: Not Applicable) Staff Recommendation:
 Resolution approving the Citywide Two-Year Strategic Plan, and authorizing the City Manager, or his designee, to carry out the necessary steps to achieve the priorities identified in the Strategic Plan.

BUDGET; Stephan Christensen, 209-577-5390, [email protected] Consent

5. Consider approving the recommended budget adjustments to Fiscal Year 2024-25 Annual Operating and Capital Improvement Program Budgets. (Funding Source:

Various Funds)
Staff Recommendation:
 Resolution amending Fiscal Year 2024-25 Annual Operating and Capital Improvement Project Fund Budgets and authorizing the City Manager, to take the necessary steps to implement the provisions of this Resolution.

BUDGET; Kaceey Culbertson, 209-571-5855, [email protected] Consent

6. Consider approving a Transient Occupancy Tax Funding Agreement with a term ending June 30, 2030, and a Modesto Tourism Marketing District Owners’ Association Agreement with Visit Modesto, Inc. with a term date ending June 30, 2034, for continued Tourism Marketing Services. (Funding Source: General Fund, Modesto Tourism Marketing District)
Staff Recommendation:
 Resolution approving a Transient Occupancy Tax Funding Agreement with - 4 -
6/3/2025
- 5 -
6/3/2025 5:30:00 PM
Visit Modesto for continued Tourism Marketing Services, through June 30, 2030, and authorizing the City Manager, or his designee, to execute the Agreement.
 Resolution approving a Modesto Tourism Marketing District Owners’ Association Agreement with Visit Modesto, Inc. through June 30, 2034, and authorizing the City Manager, or his designee, to execute the Agreement.

CED; Trevin Barber, 209-860-1251, [email protected] Consent

7. Consider approving the Modesto Tourism Marketing District Assessment Rate Change by 0.5% to 1.5% effective July 1, 2025, and by 0.5% to 2.0% effective July 1, 2026. (Funding Source: Modesto Tourism Marketing District)
Staff Recommendation:
 Resolution approving the Modesto Tourism Marketing District Assessment Rate Change by 0.5% to 1.5% effective July 1, 2025, and by an additional 0.5% to 2.0% effective July 1, 2026.

CED; Trevin Barber, 209-577-5244, [email protected] Consent

8. Consider accepting the Monthly Investment Report for March 2025. (Funding Source:

Various Funds)
Staff Recommendation:
 Motion accepting the Monthly Investment Report for March 2025.

FINANCE DEPARTMENT; Calogero Maniscalco, 209-577-5219,
[email protected]
Consent

9. Consider accepting an informational report on the March and April 2025 grant applications and awards. (Funding Source: Not Applicable) Staff Recommendation:
 Motion accepting an informational report for March and April 2025, grant applications.

FINANCE DEPARTMENT; Maria Garnica, 209-577-5249,
[email protected]
Consent

10. Consider approving the Fiscal Year 2025-2026 Appropriation Limit, which is an annual spending limit calculation that identifies the maximum amount of appropriations for publicly funded programs. (Funding Source: Not Applicable) Staff Recommendation:
 Resolution establishing the appropriation limit for the Fiscal Year 2025-2026 annual budget.

FINANCE DEPARTMENT; Maria Garnica, 209-577-5249,
[email protected]
- 5 -
6/3/2025
- 6 -
6/3/2025 5:30:00 PM
Consent

11. Consider approving payment of various Equipment Maintenance Agreements for Fiscal Year 2025-2026 with multiple equipment manufacturers for all City Departments, for an annual amount not to exceed $888,358. (Funding Source: Various Funds) Staff Recommendation:
 Resolution approving payment of various Equipment Maintenance Agreements for Fiscal Year 2025-2026 with multiple equipment manufacturers for all City Departments, for an annual amount not to exceed $888,358; and authorizing the City Manager, or his designee, to execute Equipment Maintenance Agreements associated with the items in Exhibit A and Exhibit B.

FINANCE DEPARTMENT; Dianne Love, 209-571-5164, [email protected] Consent

12. Consider approving a Memorandum of Agreement (MOA) with Oakland Fire Department for participation in California Task Force 4 of the National Urban Search and Rescue Response System. (Funding Source: General Fund) Staff Recommendation:
 Resolution approving a Memorandum of Agreement (MOA) with Oakland Fire Department for participation in California Task Force 4 of the National Urban Search and Rescue Response System, and authorizing the City Manager, or his designee, to execute the agreement.

FIRE DEPARTMENT; Kevin Wise, 209-572-9590, [email protected] Consent

13. Consider approving the terms and conditions required by the California Office of Emergency Services for Reimbursement of City costs for Modesto Fire Department’s response to incidents outside of the jurisdiction. (Funding Source: Not Applicable) Staff Recommendation:
 Resolution identifying the terms and conditions required by Cal OES for Reimbursement of City costs for Modesto Fire Department’s response to incidents outside of the jurisdiction.

FIRE DEPARTMENT; Kevin Wise, 209-572-9590, [email protected] Consent

14. Consider approving an Agreement with Locality Media, Inc dba First Due for Fire and EMS Software for a total amount not to exceed $525,754 for three years. (Funding Source: Emergency Medical Services Project (EMS) and Measure H Fund) Staff Recommendation:
 Resolution approving an Agreement with Locality Media, Inc dba First Due for Fire and EMS Software for a total amount not to exceed $525,754 for three years and authorizing the City Manager, or his designee, to execute the Agreement.

FIRE DEPARTMENT; Kevin Wise, 209-572-9590, [email protected] Consent

15. Consider approving the payment of Software Maintenance Support Agreements for - 6 -
6/3/2025
- 7 -
6/3/2025 5:30:00 PM
Fiscal Year 2025-2026 in a total amount not to exceed $10,902,807. (Funding Source:

Information Technology Fund and Various Funds)
Staff Recommendation:
 Resolution approving the payment of Software Maintenance Support Agreements for Fiscal Year 2025-2026 in a total amount not to exceed $10,902,807; and authorizing the City Manager, or his designee to execute routine renewal Agreements associated with the items in Exhibit A and Exhibit B - Software Maintenance Support Agreements for Fiscal Year 2025-2026.

IT; Dameon Booker, 209-447-1088, [email protected] Consent

16. Consider approving the renewal of the Agreement with Environmental Systems Research Institute, Inc. (ESRI) for the Small Government Enterprise License Agreement (SGEA) at $180,400 annually for a combined total amount not to exceed $541,200 over a three-year term. (Funding Source: Information Technology Fund) Staff Recommendation:
 Resolution approving the Small Government Enterprise License Agreement renewal with Environmental Systems Research Institute, Inc. (ESRI) for a term of three years for a total amount not to exceed $541,200 and authorizing the City Manager, or his designee to execute the Agreement.

IT; James Dotson, 209-571-5508, [email protected] Consent

17. Consider approving the First Amendment with Carahsoft Technology Corporation (Corp.) of Reston, Virginia, for the Purchase of Software Programming increasing the Agreement amount by $49,867. (Funding Source: Solid Waste Management Fund) Staff Recommendation:
 Resolution approving the First Amendment with Carahsoft Technology Corp., of Reston, Virginia, for the Purchase of Software Programming and License, increasing the Agreement amount by $49,867 to a revised total amount not to exceed $243,232 over the term of the Agreement; and authorizing the City Manager, or his designee, to execute the Amendment.

PUBLIC WORKS; Jody Strait, 209-577-6416, [email protected] Consent

18. Consider approving the First Amendment with Greentek Services, LLC, Oroville, CA, for Tree Pruning and Removal Services increasing the Agreement amount by $300,000 and Rumble Tree, Inc., Modesto, CA for Tree Removal and Stump Grinding Services for a total amount between both agreements combined not to exceed $6,389,350 over five years (Funding Source: Measure H Fund)
Staff Recommendation:
 Resolution approving the First Amendments with Greentek Services, LLC, Oroville, CA, for Tree Pruning and Removal Services increasing the Agreement amount by $300,000 to a new total amount of $3,475,000 and Rumble Tree, Inc., Modesto, CA for Tree Removal and Stump Grinding Services increasing the Agreement amount by $1,594,350 for a new total of - 7 -
6/3/2025
- 8 -
6/3/2025 5:30:00 PM
$2,914,350 for a total amount between both agreements combined not to exceed $6,389,350 over five years for both Agreements and authorizing the City Manager, or his designee, to execute the Amendments.

PUBLIC WORKS; Mike Johnson, 209-342-4566, [email protected] Consent

19. Consider approving the Third Amendment with Univar Solutions USA, Kent, WA for the purchase and delivery of Sodium Hypochlorite – Liquid Chlorine increasing the Agreement amount by $330,594. (Funding Source: Water Fund) Staff Recommendation:
 Resolution approving the Third Amendment with Univar Solutions USA, Kent, WA for the purchase and delivery of Sodium Hypochlorite – Liquid Chlorine increasing the Agreement amount by $330,594, to a new annual estimated amount of $189,550, a new total amount not to exceed $991,604 over five years and authorizing the City Manager, or his designee, to execute the Amendment.

UTILITIES; Manuel Martinez, 209-342-4592, [email protected] Consent

20. Consider approving the Agreements for Spoils Screening and Rock Crushing Services to California Rock Crushers, Ripon, CA and K & D Enterprises Inc., Ceres, CA, for a total combined amount not to exceed $1,608,495 over five years. (Funding Source:

Water, Wastewater and Surface Transportation Funds)
Staff Recommendation:
 Resolution approving the Award of Bid and Purchasing Agreements for Spoils Screening and Rock Crushing Services to California Rock Crusher, Ripon, CA and K & D Enterprises Inc., Ceres, CA, for a two-year Agreement with three one-year extension options, for a combined annual estimated amount of $300,000 and a total combined amount not to exceed $1,608,495 over five years; authorizing the Director of Finance to adjust Agreement totals between vendors based on contractor availability and department needs, ensuring the combined total amount does not change; and authorizing the City Manager, or his designee, to execute the Agreements.

UTILITIES; Manuel Martinez, 209-342-4592, [email protected] Consent

21. Consider approving the Agreements for the Hauling of Non-Hazardous Brine with B & B Harvesting, Inc. dba Cal Valley Trucking, Modesto, CA, and Sun Valley Transport, Inc., Hughson, CA, for a total combined amount not to exceed $804,260 over five years. (Funding Source: Water Fund)
Staff Recommendation:
 Resolution approving the Award of Bid and Agreements for the Hauling of Non-Hazardous Brine with B & B Harvesting, Inc. dba Cal Valley Trucking, Modesto, CA, and Sun Valley Transport, Inc., Hughson, CA, for a two year Agreement with three one-year extension options, for an estimated annual amount of $150,000 and a total combined amount not to exceed $804,260 over - 8 -
6/3/2025
- 9 -
6/3/2025 5:30:00 PM
five years; giving the Director of Finance, or her designee, the authority to adjust Agreement totals between vendors based on contractor availability and department needs; and authorizing the City Manager, or his designee, to execute the Agreements.

UTILITIES; Manuel Martinez, 209-342-4592, [email protected]

COUNCIL COMMENTS & REPORTS

CITY MANAGER COMMENTS & REPORTS

HEARINGS
Published in the Modesto Bee on May 23, 2025.

22. Hearing to consider an Informational Report of vacancies, recruitment, and retention efforts to comply with Assembly Bill 2561. (Funding Source: Not Applicable) Staff Recommendation:
 Motion accepting the Informational Report on vacancy rates, recruitment, and retention efforts to comply with Assembly Bill 2561.

HUMAN RESOURCES; Christina Alger, 209-571-5126, [email protected] Published in the Modesto Bee on May 23, 2025.

23. Hearing to consider and approve the Final Proposed Fiscal Year 2025-26 Operating and Multi-Year Non-Capital Budgets and Capital Improvement Program for the City and related Resolutions. (Funding Source: All City Funds) Staff Recommendation:
 Resolution approving the adoption of the Fiscal Year 2025-26 Annual and Multi-Year Non-Capital Operating Budgets and the 2025-26 Capital Improvement Program for the City of Modesto and the related Inter-Fund Transfers.
 Resolution approving the Budget Principles, and the Operating Budget Policy as Outlined in the Fiscal Year 2025-26 Final Proposed Budget.  Resolution amending the Position Classification Plan for the City of Modesto to create new classifications and amend existing classifications.  Resolution amending the Position Allocation for Fiscal Year 2025-26 as adopted in the Operating Budget.

BUDGET; Kaceey Culbertson, 209-571-5855, [email protected]

MATTERS TOO LATE FOR THE AGENDA
These may be presented by members of the City Council and staff upon determination by a majority vote that an emergency exists, as defined by State law, or by a 2/3 vote that (1) there is a need to take immediate action, and (2) that the need for action came to the City’s attention after the agenda was posted.
- 9 -
6/3/2025
- 10 -
6/3/2025 5:30:00 PM

ADJOURNMENT
Posted pursuant to Government Code Section 54954.2 on the bulletin board at Tenth Street Place on
at by
date time signature
- 10 -
6/3/2025
- 1 -
5/13/2025 5:30:00 PM

MODESTO CITY COUNCIL
www.modestogov.com
AGENDA
City of Modesto

CITY COUNCIL MEETING
Chambers, Basement Level
Tenth Street Place, 1010 10th Street
Modesto, California
Tuesday, May 13, 2025 at 5:30 PM
Special City Council - Closed Session Meeting 4:45 P.M.:

Roll Call - Present: Councilmembers Alvarez, Bavaro, Escutia-Braaton, Ricci, Williams, Wright, Mayor Zwahlen

Absent: None
Regular City Council Meeting 5:30 P.M.:

Roll Call - Present: Councilmembers Alvarez, Bavaro, Escutia-Braaton, Ricci, Williams, Wright, Mayor Zwahlen

Absent: None
Pledge of Allegiance to the Flag
Invocation: Jeremy Brown, Chaplain from Doctors Medical Center City Clerk’s Announcements: None.

Declaration of Conflicts of Interest: Items 13, 20, & 21 – Councilmember Alvarez Reports from Closed Session: No reportable action.

ACKNOWLEDGEMENTS AND PRESENTATIONS

1. Proclamation declaring May 19th, 2025 as George Wallace Day in honor of the Modesto Fire Department’s 150th Anniversary. (Funding Source: Not Applicable) FIRE DEPARTMENT; Jessica Hampton, 209-342-4555, [email protected] #2..
- 11 -
- 2 -
5/13/2025 5:30:00 PM
ACTION: Mayor Zwahlen presented a proclamation declaring May 19th, 2025 as George Wallace Day in honor of the Modesto Fire Department’s 150th Anniversary.

2. Proclamation declaring May 17th - 18th, 2025 as Relay for Life Days. (Funding Source: Not Applicable)
CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected] ACTION: Mayor Zwahlen presented a proclamation declaring May 17th - 18th, 2025 as Relay for Life Days.

3. Proclamation declaring May 18th - 24th as National Public Works Week for 2025. (Funding Source: Not Applicable)
CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected] ACTION: Mayor Zwahlen presented a proclamation declaring May 18th - 24th as National Public Works Week for 2025.

MISCELLANEOUS

4. Consider accepting the resignation of Larry Sanders from the Citizen’s Housing and Community Development Committee. (Funding Source: Not Applicable) Staff Recommendation:
 Resolution accepting the resignation of Larry Sanders from the Citizen’s Housing and Community Development Committee.

CED; Edgar Garcia, 209-571-5101, [email protected] ACTION: (Williams/Wright; 7/0) Resolution 2025-151 accepting the resignation of Larry Sanders from the Citizen’s Housing and Community Development Committee.

PUBLIC COMMENT IN PERSON
 Kimberly Molina, a manager for a free government phone program in Modesto, reports challenges complying with local code enforcement despite holding the required permits, LLC, and business license. She notes that other cities, such as Stockton, have a more straightforward process. Team members have received citations without the expected warning and fine progression, and she is requesting assistance from city leadership to continue operating.
 Marlys Jones addressed the Mayor regarding the same issue as the previous speaker and stated she plans to contact Allison, the Deputy City Manager, as suggested.  Abraham Guzman, a 75-year resident of Modesto and long-time community volunteer, including work on local golf initiatives, requested that the City Council consider offering complimentary green fees at city golf courses for Modesto residents aged 90 and older.

He noted that similar policies exist in other California cities. #2..
- 12 -
- 3 -
5/13/2025 5:30:00 PM
 Danielle Morgart, representing Assemblyman Juan Alanis, provided a legislative update on AB 379. Initially, the Assembly voted to exclude 16- and 17-year-olds from sex trafficking protections in the bill. However, that decision was later reversed, and the original language has been restored. The bill is continuing through the legislative process.  Keith Griffith provided feedback regarding his experience with city services following a house fire on August 30, 2024. He reported being billed for solid waste services despite the home being unoccupied for eight months and referenced municipal code 55.110. He suggested the city review this regulation to improve processes for residents in similar situations and acknowledged that city staff responded to his concerns.  Steve addressed the Council on the anniversary of Brittony Estrella Chavez’s death, criticized past Council behavior, and requested a moment of silence for her and Paul Chavez Jr.
 Teresa Clutter, mother of Brittony Chavez, spoke on the upcoming one-year anniversary of her daughter’s death. She emphasized Brittony's efforts to seek justice for her husband, Paul Chavez Jr., who was killed by Modesto Police in 2022. Clutter called for improved officer training and accountability and asked the Council to remember Brittany and support her surviving children.
 Lucas thanked the Council for safety improvements at I and 16th Street and noted the installation of a pedestrian safety device. He also requested the addition of a similar safety feature at Tully and Pearl to protect students near Fremont Elementary School.

CONSENT ITEMS – ROLL CALL VOTE REQUIRED
ACTION CONSENT ITEMS: 5, 7-11, 14-17 (Bavaro/Wright; 7/0)

CONSENT
Consent

5. Consider approving the minutes for the May 6, 2025 Council Meeting. (Funding Source: Not Applicable)
Staff Recommendation:
 Motion approving the minutes for the May 6, 2025 Council Meeting.

CITY CLERK; Diane Nayares-Perez, 209-577-5396, [email protected] ACTION: (Bavaro/Wright; 7/0) Motion approving the minutes for the May 6, 2025 Council Meeting.

Removed from Consent
Consent

6. Consider approving Final Adoption of Ordinance 3794-C.S. approving the Modesto Police Department’s Military Equipment Use Policy (Policy 710) in accordance with Ca Assembly Bill 481, and approving the Purchase of additional equipment that #2..
- 13 -
- 4 -
5/13/2025 5:30:00 PM
qualifies as “Military Equipment” in Fiscal Year 2025-2026 and Rescinding Ordinance No. 3782-C.S. (Funding Source: Not Applicable)
Staff Recommendation:
 Motion approving Final Adoption of Ordinance 3794-C.S. approving the Modesto Police Department’s Military Equipment Use Policy (Policy 710) in accordance with Ca Assembly Bill 481, and approving the Purchase of additional equipment that qualifies as “Military Equipment” in Fiscal Year 2025-2026 and Rescinding Ordinance No. 3782-C.S.

CITY CLERK; Diane Nayares-Perez, 209-577-5396, [email protected] ACTION: (Wright/Ricci; 7/0) Motion approving Final Adoption of Ordinance 3794- C.S. approving the Modesto Police Department’s Military Equipment Use Policy (Policy 710) in accordance with Ca Assembly Bill 481, and approving the Purchase of additional equipment that qualifies as “Military Equipment” in Fiscal Year 2025-2026 and Rescinding Ordinance No. 3782-C.S.

Consent

7. Consider approving the Third Amendment with CGI Technology and Solutions Inc., for the Software as a Service (SaaS) Agreement for the City of Modesto’s CGI Advantage Budget Software increasing the total Agreement amount by $60,500. (Funding Source: All City Funds)
Staff Recommendation:
 Resolution approving the Third Amendment with CGI Technology and Solutions Inc., for the Software as a Service (SaaS) Agreement for the City of Modesto’s CGI Advantage Budget Software increasing the Agreement amount by $60,050 for a revised total amount not to exceed $1,675,850; and authorizing the City Manager or his designee to execute the Amendment.

BUDGET; Steve Christensen, 209-577-5390, [email protected] ACTION: (Bavaro/Wright; 7/0) Resolution 2025-152 approving the Third Amendment with CGI Technology and Solutions Inc., for the Software as a Service (SaaS) Agreement for the City of Modesto’s CGI Advantage Budget Software increasing the Agreement amount by $60,050 for a revised total amount not to exceed $1,675,850; and authorizing the City Manager or his designee to execute the Amendment.

Consent

8. Consider and review the Draft Budget as submitted by the City Manager with the Mayor’s Final Budget Modifications and combining the documents into the Proposed Budget for Fiscal Year 2025-26 and noticing a public hearing to be held on June 3, 2025, for Council’s consideration and adoption of the Fiscal Year 2025-26 Proposed Budget and related actions. (Funding Source: All City Funds) Staff Recommendation:
 Resolution combining the City Manager’s Draft Budget and the Mayor’s Final Budget Modifications into the Proposed Budget for Fiscal Year 2025-26 and noticing a public hearing to be held on June 3, 2025, for Council’s #2..
- 14 -
- 5 -
5/13/2025 5:30:00 PM
consideration and adoption of the Fiscal Year 2025-26 Proposed Budget and related actions.

BUDGET; Steve Christensen, 209-577-5390, [email protected] ACTION: (Bavaro/Wright; 7/0) Resolution 2025-153 combining the City Manager’s Draft Budget and the Mayor’s Final Budget Modifications into the Proposed Budget for Fiscal Year 2025-26 and noticing a public hearing to be held on June 3, 2025, for Council’s consideration and adoption of the Fiscal Year 2025-26 Proposed Budget and related actions.

Consent

9. Consider approving the recommended budget adjustments to Fiscal Year 2024-25 Annual Operating and Capital Improvement Program Budgets. (Funding Source:

Various Funds)
Staff Recommendation:
 Resolution amending Fiscal Year 2024-25 Annual Operating and Capital Improvement Project Fund Budgets and authorizing the City Manager, to take the necessary steps to implement the provisions of this Resolution.

BUDGET; Stephan Christensen, 209-577-5390, [email protected] ACTION: (Bavaro/Wright; 7/0) Resolution 2025-154 amending Fiscal Year 2024-25 Annual Operating and Capital Improvement Project Fund Budgets and authorizing the City Manager, to take the necessary steps to implement the provisions of this Resolution.

Consent

10. Consider a Cooperative Agreement with Caltrans for the Project Approval and Environmental Document (PA&ED) Phase of the Briggsmore Avenue at State Route

99. (Funding Source: Measure L and Regional Surface Transportation Program (RSTP))
Staff Recommendation:
 Resolution approving a Cooperative Agreement with Caltrans for the Project Approval and Environmental Document (PA&ED) Phase of the Briggsmore Avenue at State Route 99 and authorizing City Manager, or his designee, to execute the Cooperative Agreement.

ENGINEERING SERVICES; Toby Wells, 209-571-5542, [email protected] ACTION: (Bavaro/Wright; 7/0) Resolution 2025-155 approving a Cooperative Agreement with Caltrans for the Project Approval and Environmental Document (PA&ED) Phase of the Briggsmore Avenue at State Route 99 and authorizing City Manager, or his designee, to execute the Cooperative Agreement.

Consent

11. Consider accepting the River Trunk Realignment Gravity System Project Rebid as complete, releasing securities, releasing payments totaling $22,185,635 to Ranger #2..
- 15 -
- 6 -
5/13/2025 5:30:00 PM
Pipelines, Inc., of San Francisco CA, and authorizing the City Clerk to file a Notice of Completion. (Funding Source: Wastewater Fund)
Staff Recommendation:
 Resolution accepting the River Trunk Realignment Gravity System Project Rebid as complete, releasing securities, releasing payments totaling $22,185,635 to Ranger Pipelines, Inc., of San Francisco CA, and authorizing the City Clerk to file a Notice of Completion.

ENGINEERING SERVICES; Pete Kambel, 209-577-5444, [email protected] ACTION: (Bavaro/Wright; 7/0) Resolution 2025-156 accepting the River Trunk Realignment Gravity System Project Rebid as complete, releasing securities, releasing payments totaling $22,185,635 to Ranger Pipelines, Inc., of San Francisco CA, and authorizing the City Clerk to file a Notice of Completion.

Removed from Consent
Consent

12. Consider approving the Plans and Specifications for the 2024 Park Security Lighting Project, accepting the Bid and Awarding a Construction Contract to Modesto Executive Electric, Inc. of Modesto, CA, in the amount not to exceed $781,195. (Funding Source: Measure H)
Staff Recommendation:
 Resolution approving the Plans and Specifications for the 2024 Park Security Lighting Project, accepting the Bid and Awarding a Construction Contract to Modesto Executive Electrical, Inc. of Modesto, CA., in the amount of $697,495, authorizing $83,700, for contingency (if needed), for a total payment amount not to exceed $781,195, and authorizing the City Manager, or his designee, to execute the Agreement.
 Resolution amending the Fiscal Year 2024-25 Capital Improvement Program budget to fund Project #101518 (Preventative Maintenance – Measure H), Project #101517 (Deferred Maintenance – Measure H) and Project #101602 (24/25 Preventative Maintenance – Measure H) in an amount not to exceed $208,844 in transfers, revenue, and to budget expenditures to fund the project, and authorizing the City Manager, or his designee, to implement the provisions of this resolution.

ENGINEERING SERVICES; Nathan Houx, 209-571-5526, [email protected] ACTION: (Wright/Williams; 7/0) Resolution 2025-157 approving the Plans and Specifications for the 2024 Park Security Lighting Project, accepting the Bid and Awarding a Construction Contract to Modesto Executive Electrical, Inc. of Modesto, CA., in the amount of $697,495, authorizing $83,700, for contingency (if needed), for a total payment amount not to exceed $781,195, and authorizing the City Manager, or his designee, to execute the Agreement.

ACTION: (Wright/Williams; 7/0) Resolution 2025-158 amending the Fiscal Year 2024-25 Capital Improvement Program budget to fund Project #101518 (Preventative Maintenance – Measure H), Project #101517 (Deferred Maintenance – Measure H) and #2..
- 16 -
- 7 -
5/13/2025 5:30:00 PM
Project #101602 (24/25 Preventative Maintenance – Measure H) in an amount not to exceed $208,844 in transfers, revenue, and to budget expenditures to fund the project, and authorizing the City Manager, or his designee, to implement the provisions of this resolution.

Removed from Consent
Consent

13. Consider amending the Annual Commercial Cannabis Permit Fees and Application Fee for operational and non-operational approved Cannabis businesses, reestablishing the Cannabis Application Permit Fee as a refundable deposit and adopting the Commercial Cannabis Business Modification Request Deposits for changes in ownership and location. (Funding Source: Cannabis Fund)
Staff Recommendation:
 Resolution adopting an Amendment to the Annual Commercial Cannabis Permit Fee for City approved business, approving the Operational Annual Commercial Cannabis Permit Fee with an annual cost of $22,821 and the Nonoperational Annual Commercial Cannabis Permit Fee with an annual cost of $3,991.
 Resolution approving an amendment to the Commercial Cannabis Permit Application Fee adjusting the fee to a $6,380 refundable deposit.  Resolution adopting Commercial Cannabis Business Modification Request deposits in the amount of $2,000 for changes in ownership and $5,000 for changes in location.

FINANCE DEPARTMENT; Gina Brown, 209-577-5381, [email protected] ACTION: (Bavaro/Williams; 6/0; Alvarez Recused) Resolution 2025-159 adopting an Amendment to the Annual Commercial Cannabis Permit Fee for City approved business, approving the Operational Annual Commercial Cannabis Permit Fee with an annual cost of $22,821 and the Non-operational Annual Commercial Cannabis Permit Fee with an annual cost of $3,991.

ACTION: (Bavaro/Williams; 6/0; Alvarez Recused) Resolution 2025-160 approving an amendment to the Commercial Cannabis Permit Application Fee adjusting the fee to a $6,380 refundable deposit.

ACTION: (Bavaro/Williams; 6/0; Alvarez Recused) Resolution 2025-161 adopting Commercial Cannabis Business Modification Request deposits in the amount of $2,000 for changes in ownership and $5,000 for changes in location.

Consent

14. Consider accepting an Informational Report on the January and February 2025 Grant Applications and Awards. (Funding Source: Not Applicable) Staff Recommendation:
 Motion accepting an Informational Report for January and February 2025, Grant Applications.
#2..
- 17 -
- 8 -
5/13/2025 5:30:00 PM
FINANCE DEPARTMENT; Maria Garnica, 209-577-5249,
[email protected]
ACTION: (Bavaro/Wright; 7/0) Motion accepting an Informational Report for January and February 2025, Grant Applications.

Consent

15. Consider accepting an Informational Report for the March 2025 Accounts Payable Payment Register and Void Report. (Funding Source: Not Applicable) Staff Recommendation:
 Motion accepting an Informational Report for the March 2025 Accounts Payable Payment Register and Void Report.

FINANCE DEPARTMENT; Maria Garnica, 209-577-5249,
[email protected]
ACTION: (Bavaro/Wright; 7/0) Motion accepting an Informational Report for the March 2025 Accounts Payable Payment Register and Void Report.

Consent

16. Consider amending the Culture Commission bylaws. (Funding Source: General Fund) Staff Recommendation:
 Resolution amending the Culture Commission bylaws.

PRN; Diane Sheatsley, 209-577-5418, [email protected] ACTION: (Bavaro/Wright; 7/0) Resolution 2025-162 amending the Culture Commission bylaws.

Consent

17. Consider approving a Service Agreement with Trinity Rivard, Tampa, FL for the installation of the 150th Anniversary Mural in the amount of $25,000. (Funding Source: General Fund - Project 100880 - Art in Public Places) Staff Recommendation:
 Resolution approving a Service Agreement with Trinity Rivard, Tampa, FL for the installation of the 150th Anniversary Mural in the amount of $25,000, and authorizing the City Manager, or his designee, to execute the Agreement.

PRN; Diane Sheatsley, 209-577-5418, [email protected] ACTION: (Bavaro/Wright; 7/0) Resolution 2025-163 approving a Service Agreement with Trinity Rivard, Tampa, FL for the installation of the 150th Anniversary Mural in the amount of $25,000, and authorizing the City Manager, or his designee, to execute the Agreement.

COUNCIL COMMENTS & REPORTS
Vice Mayor Bavaro stated that the request regarding free golf fees for seniors is being reviewed by the golf committee before it can proceed to the Council. He also reported attending the #2..
- 18 -
- 9 -
5/13/2025 5:30:00 PM
Stanislaus County Peace Officers Memorial and noted the impact of fallen officers on communities. He also commented on Governor Newsom’s new model ordinance for addressing homeless encampments, suggesting the state identify available properties and reopen mental health facilities to provide services for those experiencing homelessness.

Councilmember Williams reported that he was unable to attend the local Peace Officers Association services due to travel to Aguascalientes, Mexico, a Modesto sister city. He participated in workshops on web services, water management, and public safety, and met with city officials to strengthen the relationship between the two cities. He noted the city's large fair and expressed appreciation for the opportunity to represent Modesto.

Councilmember Ricci provided updates on local initiatives, including the upcoming opening of Jenny’s Place, which will offer studio apartments for homeless youth and adults. He acknowledged efforts by city staff in securing a $17 million grant for the project. He expressed support for a feasibility study on restarting flights at the Modesto Airport. He also attended the Modesto Police Department awards dinner and commended the department's work on crime reduction.

Councilmember Escutia-Braaton reported attending the Modesto Police Department’s 25th Annual Awards Dinner, where officers were recognized for exceptional service. She also toured the Golden Valley Health Center clinics, highlighting their wide range of medical services and unique features such as integrated urgent care and a food pharmacy providing nonperishable items to patients in need.

Councilmember Alvarez announced a community forum hosted by the Modesto Police Department and District 2 on May 14 at the King Kennedy Center from 5:30 to 8:00 p.m. The event is intended for community members to ask questions, share concerns, and engage with local leaders.

Mayor Zwahlen reported attending the grand opening of the Center for Human Services Youth and Family Behavioral Health Center, which will provide mental health support to thousands annually. She also attended an event honoring Dr. Ludder as Physician of the Year for his pioneering work in cardiology and decades of service in Modesto.

CITY MANAGER COMMENTS & REPORTS
None.

HEARINGS
Published in the Modesto Bee on April 23, 2025

18. Hearing to consider a proposed Amendment to the Modesto Urban Area General Plan; Specific Plan Amendment No. 4 to the Tivoli Specific Plan; and Exceptions from the Tivoli Specific Plan’s development and design standards for the Martin Property (NRB Investments, LLC). (Funding Source: Developer Fees)
Staff Recommendation:
#2..
- 19 -
- 10 -
5/13/2025 5:30:00 PM
 Resolution amending the Modesto Urban Area General Plan to Amend the Land Use Element to change 12.66 acres from Regional Commercial uses to Residential uses. (NRB Investments, LLC).
 Resolution approving Specific Plan Amendment No. 4 to the Tivoli Specific Plan, and exceptions to the design standards for reduced setbacks and lot sizes for lots. (NRB Investments, LLC).

CED; Michael Hren, 209-577-5273, [email protected]
ACTION: (Bavaro/Escutia-Braaton; 7/0) Resolution 2025-164 amending the Modesto Urban Area General Plan to Amend the Land Use Element to change 12.66 acres from Regional Commercial uses to Residential uses. (NRB Investments, LLC).

ACTION: (Ricci/Bavaro; 7/0) Resolution 2025-165 approving Specific Plan Amendment No. 4 to the Tivoli Specific Plan, and exceptions to the design standards for reduced setbacks and lot sizes for lots. (NRB Investments, LLC).

Published in the Modesto Bee on April 23, 2025

19. Hearing to consider the adoption of a proposed Development Agreement between the City of Modesto and DASCO Olivewood LLC regarding Area Plan No. 6 of the Tivoli Specific Plan. (Funding Source: Developer Funded)
Staff Recommendation:
 Resolution approving that the following subsequent project is within the scope of the Tivoli Specific Plan Final Environmental Impact Report (SCH 2005072125): Development Agreement by and between the City of Modesto and DASCO Olivewood LLC regarding Area Plan No. 6 of the Tivoli Specific Plan.
 Motion introducing and waiving the first reading of an Ordinance approving a Development Agreement by and between the City of Modesto and DASCO Olivewood LLC regarding Area Plan No. 6 of the Tivoli Specific Plan. (DASCO Olivewood LLC and City of Modesto).

CED; Katharine Martin, 209-577-5465, [email protected] ACTION: (Ricci/Bavaro; 7/0) Resolution 2025-166 approving that the following subsequent project is within the scope of the Tivoli Specific Plan Final Environmental Impact Report (SCH 2005072125): Development Agreement by and between the City of Modesto and DASCO Olivewood LLC regarding Area Plan No. 6 of the Tivoli Specific Plan.

ACTION: (Ricci/Zwahlen; 7/0) Motion introducing and waiving the first reading of an Ordinance approving a Development Agreement by and between the City of Modesto and DASCO Olivewood LLC regarding Area Plan No. 6 of the Tivoli Specific Plan. (DASCO Olivewood LLC and City of Modesto).

Recessed at 7:30 P.M.

Reconvened at 7:36 P.M.

Councilmember Alvarez left at 7:30 P.M.
#2..
- 20 -
- 11 -
5/13/2025 5:30:00 PM
Published in the Modesto Bee on April 30, 2025.

20. Hearing to consider a relocation request of CR & D Inc. from 439 Maze Boulevard to 1313 McHenry Avenue. (Funding Source: Cannabis Permit Application Fee) Staff Recommendation:
 Resolution approving the relocation request of CR & D Inc. from 439 Maze Boulevard to 1313 McHenry Avenue with the granting of a residential proximity waiver.

CED; Sean Rando, 209-577-5473, [email protected]
ACTION: (Wright/Ricci; 5/1; Bavaro No; Alvarez Recused) Resolution 2025-167 approving the relocation request of CR & D Inc. from 439 Maze Boulevard to 1313 McHenry Avenue with the granting of a residential proximity waiver.

Published in the Modesto Bee on April 30, 2025.

21. Hearing to consider a relocation request of McHenry Business Services LLC from 500 East Glenn Avenue to 1300 North Carpenter Road Suite E and F. (Funding Source:

Cannabis Permit Application Fee)
Staff Recommendation:
 Resolution approving the relocation request of McHenry Business Services LLC from 500 East Glenn Avenue to 1300 North Carpenter Road Suite E and F.

CED; Sean Rando, 209-577-5473, [email protected]
ACTION: (Ricci/Wright; 6/0; Alvarez Recused) Resolution 2025-168 approving the relocation request of McHenry Business Services LLC from 500 East Glenn Avenue to 1300 North Carpenter Road Suite E and F.

MATTERS TOO LATE FOR THE AGENDA
None.

ADJOURNMENT
This meeting adjourned at 7:52 P.M.

Attest:____________________________
Diane Nayares-Perez, City Clerk
#2..
- 21 -
- 12 -
5/13/2025 5:30:00 PM
All Closed Session Matters heard prior to the meeting.

CLOSED SESSION
CONFERENCE WITH REAL PROPERTY NEGOTIATORS:
(Pursuant to Section 54956.8 of the Government Code)
Property: 601 Neece Dr., Modesto, CA 95351; APN: 102-012-001 and 102-012-004 Property Owners: City of Modesto
Negotiating Parties:

For City: Joseph P. Lopez, City Manager
For Lessee: Michael Shapiro, President – Pioneer Baseball League Under Negotiation: Price and Terms of Lease
#2..
- 22 -
- 1 - ORDINANCE NO. 3795-C.S.

EFFECTIVE DATE: July 3, 2025
ORDINANCE NO. 3795-C.S.

AN ORDINANCE APPROVING A DEVELOPMENT

AGREEMENT BY AND BETWEEN THE CITY OF MODESTO
AND DASCO OLIVEWOOD LLC REGARDING AREA PLAN NO.
6 OF THE TIVOLI SPECIFIC PLAN (DASCO OLIVEWOOD LLC

AND CITY OF MODESTO)
WHEREAS, Government Code Section 65864, et seq., authorizes the City to enter into binding development agreements with any person or persons having a legal or equitable interest in real property for the development of such property and authorizes the City to establish procedures for the application and consideration of such agreements, and WHEREAS, by City Council Resolution No. 97-492, adopted on August 26, 1997, the City Council has established procedures and requirements for the consideration of development agreements; and
WHEREAS, by City Council Resolution No. 2011-075, adopted on March 8, 2011, the City Council modified said procedures and requirements for the consideration of development agreements; and
WHEREAS, an application for Planning Commission consideration and approval of Tivoli Area Plan No. 6, located at the northwest corner of Sylvan Avenue and Roselle Avenue was filed by Mid Valley Engineering on October 19, 2021 and revised on May 18, 2022 in accordance with Section 9.4.1 of the Tivoli Specific Plan; and WHEREAS, said application was made concurrently with an application for Final Development Plan (Project ID: FDP-21-003) and a Vesting Tentative Subdivision Map “Olivewood” (Project ID: TSM-21-006) to divide 9.41 acres into 74 small-lot singlefamily residential lots, 17 landscape/paseo lots, 12 common driveway and utility #3..
- 23 -
- 2 - ORDINANCE NO. 3795-C.S.

EFFECTIVE DATE: July 3, 2025
easement lots, and one Remainder lot within Area Plan No. 6, located between McReynolds Avenue and Roselle Avenue, north of Sylvan Avenue; and WHEREAS, on October 6, 2023, DASCO Olivewood, LLC applied for a Development Agreement with the City in order to facilitate the development of the Olivewood project, in particular off-site improvements including the installation of a roundabout at the intersection of McReynolds Avenue and future “Street C” of the Olivewood Vesting Tentative Subdivision Map, attached hereto and referenced as Exhibit “A”; and
WHEREAS, a public hearing was scheduled for the May 6, 2024 Planning Commission meeting, and after the publication of the public hearing notice for the above hearing, the developer submitted a revised Vesting Tentative Subdivision Map for review by staff and outside agencies, and as a result Planning staff requested that the hearing be continued to the May 20, 2024 Planning Commission meeting; and WHEREAS, to allow for additional time to review the revised Vesting Tentative Subdivision Map, at the May 20, 2024 Planning Commission meeting, Planning staff requested that the matter be continued to the June 3, 2024 Planning Commission meeting, for which the Commission made a motion to continue the item to the June 3, 2024 hearing; and
WHEREAS, on May 29, 2024 Planning staff received a request from the developer for continuance of the matter to a date uncertain, for which the Commission made a motion at the June 3, 2024 hearing to continue the matter to a date uncertain; and WHEREAS, on October 28, 2024, the developer submitted a revised Vesting Tentative Subdivision Map for review by staff and outside agencies, and based on #3..
- 24 -
- 3 - ORDINANCE NO. 3795-C.S.

EFFECTIVE DATE: July 3, 2025
comments provided, the developer submitted a revised Vesting Tentative Subdivision Map on February 7, 2025; and
WHEREAS, a duly noticed public hearing was held by the Planning Commission of the City of Modesto on April 21, 2025 in the Tenth Street Place Chambers located at 1010 10th Street, Modesto, California, for the purpose of considering the abovementioned Area Plan No. 6, Final Development Plan and Vesting Tentative Subdivision Map, and making a recommendation to the City Council concerning the proposed Development Agreement, at which hearing evidence both oral and documentary was received and considered, and
WHEREAS, after said public hearing, the Modesto City Planning Commission, by Resolutions No. 2025-15, 2025-16 and 2025-17, adopted on April 21, 2025, approved the abovementioned Area Plan No. 6, Final Development Plan, and Vesting Tentative Subdivision Map of the Olivewood project, and
WHEREAS, by Resolution No. 2025-17, also adopted on April 21, 2025, the Modesto City Planning Commission recommended to the City Council approval of the proposed Development Agreement by and between the City of Modesto and DASCO Olivewood LLC regarding Area Plan No. 6 of the Tivoli Specific Plan, because the proposed Development Agreement is consistent with the goals, objectives, policies, standards, programs and uses in the General Plan and Tivoli Specific Plan of the City of Modesto because the resulting development would be consistent with the Tivoli Specific Plan in land use and intensity; the proposed Development Agreement is consistent with the specific content and other requirements of City Council Resolution No. 97-492, the City’s subdivision and zoning provisions of the Modesto Municipal Code, and #3..
- 25 -
- 4 - ORDINANCE NO. 3795-C.S.

EFFECTIVE DATE: July 3, 2025
Government Code Section 65864 et se.; as per Sections 15162, 15168(c) and 15182 of the California Environmental Quality Act ("CEQA") Guidelines, this project is within the scope of the projects covered by the Tivoli Specific Plan Final EIR and no new environmental document or findings are required by CEQA; and WHEREAS, said matter was set for a public hearing of the City Council to be held at 5:30 p.m., on May 13, 2025, in the City Council Chambers, City Hall, 1010 - 10th Street, Modesto, California, at which date and time said duly noticed public hearing of the Council was held for the purpose of considering the proposed Development Agreement by and between the City and DASCO Olivewood LLC regarding Area Plan No. 6 of the Tivoli Specific Plan; and
WHEREAS, Section 65867.5 of the Government Code provides that a development agreement is a legislative act which shall be approved by ordinance and is subject to referendum; and
WHEREAS, said Government Code section further provides that a development agreement shall not be approved unless the legislative body finds that the provisions of the agreement are consistent with the general plan and any applicable specific plan.

NOW, THEREFORE, BE IT RESOLVED the Council of the City of Modesto does ordain as follows:

SECTION 1. FINDINGS. The Council of the City of Modesto hereby finds and determines as follows:

1. The Development Agreement is consistent with the goals, objectives, policies, standards, programs and uses in the General Plan and Tivoli Specific Plan of the City of Modesto because the resulting development would be consistent with the Tivoli Specific Plan in land use and intensity.
#3..
- 26 -
- 5 - ORDINANCE NO. 3795-C.S.

EFFECTIVE DATE: July 3, 2025

2. The proposed Development Agreement is consistent with the specific content and other requirements of City Council Resolution No. 97-492, the City’s subdivision and zoning provisions of the Modesto Municipal Code, and Government Code Section 65864 et se.

3. As per Sections 15162, 15168(c) and 15182 of the California Environmental Quality Act ("CEQA") Guidelines, this project is within the scope of the projects covered by the Tivoli Specific Plan Final EIR and no new environmental document or findings are required by CEQA.

SECTION 2. APPROVAL OF DEVELOPMENT AGREEMENT. The
Development Agreement between DASCO Olivewood LLC and City, is hereby approved. A copy of which is on file in the Office of the City Clerk.

SECTION 3. EXECUTION BY CITY. The City of Modesto, a municipal corporation, has authorized the execution of the Development Agreement by its City Manager and attestation by its City Clerk on behalf of the City of Modesto.

SECTION 4. RECORDING OF AGREEMENT. Pursuant to Government Code Section 65868.5, no later than ten (10) days after the effective date of this Ordinance, the City clerk is hereby directed to record with the County Recorder a copy of the Development Agreement which shall describe the land subject thereto.

SECTION 5. EFFECTIVE DATE. This ordinance shall go into effect and be in full force and operation from and after thirty (30) days after its final passage and adoption.

SECTION 6. PUBLICATION. At least two (2) days prior to its final adoption, copies of this ordinance shall be posted in at least three (3) prominent and distinct locations in the City; and a notice shall be published once in The Modesto Bee, the #3..
- 27 -
- 6 - ORDINANCE NO. 3795-C.S.

EFFECTIVE DATE: July 3, 2025
official newspaper of the City of Modesto, setting forth the title of this ordinance, the date of its introduction and the places where this ordinance is posted. #3..
- 28 -
- 7 - ORDINANCE NO. 3795-C.S.

EFFECTIVE DATE: July 3, 2025
The foregoing Ordinance was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of May 2025, by Councilmember Ricci, who moved its introduction and passage to print, which motion being duly seconded by Mayor Zwahlen, was upon roll call carried and ordered printed and published by the following vote:

AYES: Councilmembers: Alvarez, Bavaro, Escutia-Braaton, Ricci, Williams, Wright, Mayor Zwahlen
NOES: Councilmembers: None
ABSENT: Councilmembers: None
APPROVED: _____________________________
SUE ZWAHLEN, Mayor
ATTEST:

By: _________________________________
DIANE NAYERES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

By: _________________________________
JOSE M. SANCHEZ, City Attorney
#3..
- 29 -
- 8 - ORDINANCE NO. 3795-C.S.

EFFECTIVE DATE: July 3, 2025

FINAL ADOPTION CLAUSE
The foregoing ordinance, having been published as required by the Charter of the City of Modesto, and coming on for final consideration at the regular meeting of the Council of the City of Modesto held on the 3rd day of June 2025, Councilmember ?? moved its final adoption, which motion being duly seconded by Councilmember ??, was upon roll call carried and the ordinance adopted by the following vote:

AYES: Councilmembers: Alvarez, Bavaro, Escutia-Braaton, Ricci, Williams, Wright, Mayor Zwahlen
NOES: Councilmembers: None
ABSENT: Councilmembers: None
APPROVED: ________________________

SUE ZWAHLEN, MAYOR
ATTEST: ___________________________________
DIANE NAYARES-PEREZ, City Clerk
Effective Date: July 3, 2025
#3..
- 30 -

CITY OF MODESTO
ORDINANCE NO. 3795-C.S.

The following Ordinance was introduced by the City Council of the City of Modesto at the meeting of May 13, 2025:

ORDINANCE APPROVING A DEVELOPMENT AGREEMENT BY AND BETWEEN

THE CITY OF MODESTO AND DASCO OLIVEWOOD LLC REGARDING AREA PLAN NO. 6 OF THE TIVOLI SPECIFIC PLAN (DASCO OLIVEWOOD LLC AND

CITY OF MODESTO)
Copies of the above-mentioned ordinance are posted at the following locations:
 Tenth Street Place, 1010 10th Street
 Neighborhood Center at Marshall Park, 420 Chicago Ave.  Senior Citizen Center, 211 Bodem Street
Diane Nayares-Perez
City Clerk
#3..
- 31 -

CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 3, 2025
Date: May 16, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Allison Van Guilder, Deputy City Manager
SUBJECT: Two-Year 2025-2026 Strategic Plan
CONTACT: Stephan Christensen, Office of Performance Management and Budget Director, 209-577-5390, [email protected]
DESCRIPTION:

Consider approving the City of Modesto Two-Year 2025 and 2026 Strategic Plan as developed in coordination with the City Council. (Funding Source: Not Applicable) STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s 2020-2025 Strategic Plan Initiative, Goal J, to build a high-performance organization.

BACKGROUND:

A strategic plan is an organization’s vision for the community, outlining goals, projects and how success will be measured. It acts as a roadmap for prioritizing initiatives, allocating resources, and aligning the organization’s operations to meet the community’s needs. The City has regularly adopted a strategic plan for a number of years; most recently the City adopted a FiveYear Strategic Plan for the period of 2020 through 2025.

On October 8, 2019, by Resolution No. 2019-463, Council approved the aforementioned FiveYear Strategic Plan for the City of Modesto, and this plan has guided the strategies and priorities of the organization. The current strategic plan was developed through a series of meetings with the senior executive team, interviews with the Mayor and Council, community input, and citywide townhall meetings in each Council District. The plan identifies the City’s mission, vision, values, and organizational priorities. It also includes three (3) main Areas of Focus as described below:
 Quality of Life: Engage partners across the community to ensure the safety, resilience, and attractiveness of Modesto.
 Economic Vitality: Retain and attract residential, commercial, and industrial development to meet the community’s needs today and for the next generation. #4..
- 32 -
City Council, June 3, 2025
Two-Year 2025-2026 Strategic Plan

 Governance and Service Delivery: Build community trust in City government through responsive, transparent, and efficient service delivery.

The Areas of Focus are the principles that provide the overall guidance for the goals that are included in the strategic plan.

With the current Five-Year Strategic Plan coming to an end, a new plan needed to be developed to provide continuity in carrying out the Council’s direction.

In September 2024, City staff released an informal Request for Proposal (RFP) to solicit proposals from qualified consulting firms to assist in facilitating two (2) one-day retreats focused on setting goals and priorities. Staff received 13 responses from qualified firms to the RFP.

Based on the evaluation of the 13 submitted proposals by an interdepartmental team composed of City staff and one councilmember, the evaluation team recommended moving forward with Jacob Green and Associates (Jacob Green). Jacob Green was selected after being ranked in the top three of the submitted proposals and being ranked number one after a final interview that showcased their approach to the RFP scope in terms of implementation plan, experience with the scope requested and proven record of history of success with requested RFP scope.

Jacob Green assisted staff in coordinating two (2) one-day Council Workshops that were conducted to provide an opportunity for the City Council to receive information and input from the community, city departments, and one another as they determined what their strategies would be for the City’s next Two-Year Strategic Plan.

DISCUSSION:

The City Council held two (2) one-day Council Workshops/Retreats. These workshops were designed to facilitate discussion and an exchange of information regarding several topics in January and February of 2025. Facilitated by the consultant, Jacob Green, these retreats involved dialogue between City Council, City staff, and the community.

The first retreat was held on January 15, 2025, and included information on the following topics:
 2020-2025 City of Modesto Strategic Plan Wrap Up
 Highlights of the First Community Survey
 Discussion and Considerations of a Multi-Year Budget
 Council Budget and Strategic Plan Priorities Overview  Initial Discussion of Priorities for Strategic Plan
The first retreat was used to set the groundwork for the Council to review the progress of the prior Five-Year Strategic Plan and how the movement to a new Two-Year Strategic Plan would provide additional benefits as it would coincide with the movement to a two-year budget plan.

Benefits of a Two-Year Strategic Plan include:
 Renewed ownership in the City’s Strategic Plan as councilmembers change.  More opportunities for a fresh priority cycle as goals are completed and community needs evolve.
 Flexibility to accommodate short and long-term goals.  Synergy with a two-year budget process to tie budget priorities with strategic plan goals. #4..
- 33 -
City Council, June 3, 2025
Two-Year 2025-2026 Strategic Plan

City Council received a comprehensive presentation of information obtained from several sources during the first retreat including a community survey that was conducted by Probolsky Research which aimed to provide insight to the Council as to the community’s view on various topics related to their opinion of the City of Modesto and services provided as well as perceived areas of attention across various demographics.

A second retreat was held on February 13, 2025, with the goal of continuing the deliberations of the City Council to finalize the goals and strategies that the Council would like to incorporate into the final Two-Year Strategic Plan and obtain consensus on their direction for a two-year budget process. Prior to this retreat, Jacob Green conducted interviews with each Councilmember to discuss their thoughts and direction on the goals, priorities and strategies that should be included in the City’s next strategic plan. These outcomes were discussed at the second retreat and the Council made minor updates to the Strategic Plan’s Vision statement and to some of the goals included in the plan.

The Vision statement was updated to be more descriptive and to provide true direction as to where, based on community feedback, the Council sees the City of Modesto’s future. The proposed Two-Year Strategic Plan includes the following Vision statement:
“Modesto will be a welcoming and well-maintained home for residents with a downtown that serves as the heart of our community; a regional hub for economic development with easy access for visitors to the best the region has to offer.” To align with this vision for the community, certain goals were modified by the Council within proposed strategic plan. The modified goals and their Area of Focus are listed below:

Quality of Life
Goal B: Enhance Pride in Modesto’s diverse neighborhoods and business districts by actively addressing blight and ensuring that community assets and amenities are wellmaintained and preserved.

Economic Vitality
Goal F: Build and implement a comprehensive marketing strategy focused on communicating City achievements and successful investments while promoting City programs, services, and engagement opportunities.

Goal G: Advance a pro-growth Economic Development Strategy that focuses on Downtown, Sports, and Entertainment, building Modesto as a regional destination.

Governance and Service Delivery
Goal I: Promote trust and engagement between the community and the City by enhancing responsiveness, communicating broadly about City opportunities and challenges, and increasing public participation in municipal affairs.

Within the strategic plan, each of the goals include identified strategies that will be carried out to meet each stated goal. During the retreats, the members of the Council took the information presented to them1 and formulated strategies that would be implemented within the proposed 1 Information provided to the Council included data from the community survey, City staff in the form of department priorities, and each individual Councilmember’s goals and priorities. #4..
- 34 -
City Council, June 3, 2025
Two-Year 2025-2026 Strategic Plan

Two-Year Strategic Plan. The detail for each goal and strategy can be found in the City of Modesto 2025-2026 Strategic Plan Elements that is attached to this report.

Following the approval of the strategic plan, staff will begin work to implement the various strategies and will develop timelines, identify resources, and allocate staff to ensure that the goals are met over the next two (2) years.

FISCAL IMPACT:

While there is no direct and immediate fiscal impact related to the action requested in this item, there will be various fiscal impacts as future actions are carried out in support of implementing the various strategies identified in the proposed Two-Year Strategic Plan. Following adoption of the strategic plan, implementation plans will be developed that include timelines and associated costs for any items that are not known at this time. As future opportunities are presented to Council for action, the funding sources to support each of the strategies will be identified and will span across multiple funding sources across the organization.

It is important to note that some of this work has already begun as the proposed Two-Year Strategic Plan has been created to coincide with the new two-year budget process. This interaction between the two (2) processes creates a unified approach to planning budget priorities of the Council around implementation of the strategies indicated in the strategic plan.

This streamlined approach will allow for an efficient way to effectively allocate resources to align with the Council’s vision over the next two years that will shape the community and the organization.

COMMITTEE RECOMMENDATION:

This item was previously considered by the Mayor and City Council during a council workshop held on February 13, 2025, this item was not considered by a Council Committee.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Citywide Two-Year Strategic Plan, and authorizing the City Manager, or his designee, to carry out the necessary steps to achieve the priorities identified in the Strategic Plan.

Approved by:

Alison Van Guilder, Deputy City Manager
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. City of Modesto 2025-2026 Strategic Plan Elements
#4..
- 35 -
06/03/2025/OPMB/SChristensen/Item X 1 2025-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX

RESOLUTION APPROVING THE CITYWIDE TWO-YEAR STRATEGIC

PLAN, AND AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO

CARRY OUT THE NECESSARY STEPS TO ACHIEVE THE PRIORITIES

IDENTIFIED IN THE STRATEGIC PLAN
WHEREAS, a strategic plan is an organization’s vision for the community, outlining goals, projects and how success will be measured, and WHEREAS, the strategic plan acts as a roadmap for prioritizing initiatives, allocating resources, and aligning the organization’s operations to meet the community’s needs, and
WHEREAS, the City has regularly adopted a strategic plan, with Council adopting the current Five-Year Strategic Plan on October 8, 2019, by Resolution 2019- 463, and
WHEREAS, with the current Five-Year Strategic Plan coming to an end, a new plan needed to be developed to provide continuity in carrying out the Council’s direction, and
WHEREAS, the City entered into an agreement with Jacob Green and Associates, to coordinate two (2) one-day Council Workshops to provide an opportunity for the City Council to receive information and input from the community, city departments, and one another as they determined what their strategies would be for the City’s next Two-Year Strategic Plan, and
WHEREAS, the City Council held two (2) one-day Council Workshops/Retreats on January 15, 2025 and February 13, 2025 designed to facilitate discussion and an exchange of information in order to assist the Council in setting their strategies for the #4..
- 36 -
06/03/2025/OPMB/SChristensen/Item X 2 2025-XX
new Two-Year Strategic Plan, and
WHEREAS, the work completed by the Council at the two (2) one-day retreats resulted in new strategies to be implemented to carry out the goals in the new Two-Year Strategic Plan.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Citywide Two-Year Strategic Plan attached hereto, and authorizes the City Manager, or his designee, to carry out the necessary steps to achieve the priorities identified in the Strategic Plan.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 3rd day of June 2025, by Councilmember _________, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following votes:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST:
________________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________
JOSE M. SANCHEZ, City Attorney
#4..
- 37 -
1 City of Modesto
Two-Year Strategic Plan Elements
Vision, Mission, Goals, and Strategies
2025-2026
Vision Statement
Modesto will be a welcoming and well-maintained home for residents with a downtown that serves as the heart of our community; a regional hub for economic development with easy access for visitors to the best the region has to offer.

Mission Statement
We are committed to the delivery of exceptional public services and building partnerships that promote economic prosperity and engaged neighborhoods.

Areas of Focus
Quality of Life
Engage partners across the community to ensure the safety, resilience, and attractiveness of Modesto.

Economic Vitality
Retain and attract residential, commercial, and industrial development to meet the community’s needs today and for the next generation.

Governance and Service Delivery
Build community trust in City government through responsive, transparent, and efficient service delivery.

Goals and Strategies
Quality of Life
Goal A: Improve community safety and quality of life through a combination of prevention and intervention efforts that address safety and its underlying issues.

Strategies

1. Improve community safety by reducing crime and the fear of crime.

2. Community risk reduction through uniform municipal fire codes and completion of stated mandated fire inspections.

3. Enhance emergency medical services.

4. Increase the number of technically trained first responders in our region.

5. Enhance traffic safety unit.

6. Increase Real Time Crime Center (RTCC) Coverage.

7. Implement a comprehensive smoke shop and massage parlor ordinance.

8. Develop and implement education and enforcement operations. #4..
- 38 -
2 9. Enhance Area Command Community Engagement.

10. Complete installation of detection cameras at intersections.

Goal B: Enhance pride in Modesto’s diverse neighborhoods and business districts by actively addressing blight and ensuring that community assets and amenities are well-maintained and preserved.

Strategies

1. Invest in beautification efforts.

2. Reforestation of the College and La Loma neighborhoods.

3. Update the City’s tree ordinance.

4. Award and start construction on three major parks projects.

5. Reduce blight throughout the city.

6. Complete the Parks and Recreation Master Plan.

Goal C: In partnership with public agencies and other key stakeholders, develop and implement a comprehensive housing and homelessness action plan.

Strategies

1. Continue to implement strategies to address homelessness and increase affordable housing.

2. Encourage and foster development of affordable and new housing units.

3. Reduce number of individuals experiencing homelessness in Modesto.

Goal D: Provide safe, efficient, and reliable infrastructure through proactive community investment, maintenance, and sustainability efforts.

Strategies

1. Bring unpermitted/unsafe buildings into compliance.

2. Expand on the Rental Housing Safety Program.

3. Facilitate development in Downtown with updated downtown infrastructure to encourage development.

4. Complete a feasibility study for airport growth opportunities.

5. Complete a feasibility study for a new Federal Aviation Administration (FAA) Tower.

6. Divert waste from the landfill.

7. Implement stormwater and pretreatment fees.

8. Achieve and maintain a Pavement Condition Index (PCI) Rating 70 or greater.

9. Decrease Curbs, Gutters, Sidewalks (CGS) work orders.

10. Attain Sustainable Groundwater Management Act (SGMA) compliance.

11. Finalize design, bidding, and start construction for major/high profile projects.

Economic Vitality
Goal E: Drive the success of a vibrant and economically sustainable business climate. #4..
- 39 -
3 Strategies

1. Drive the success of a vibrant and economically sustainable business climate.

2. Attract, retain, and expand new businesses in Modesto.

3. Implement a streamlined development review process.

Goal F: Build and implement a comprehensive marketing strategy focused on communicating City achievements and successful investments while promoting City programs, services, and engagement opportunities.

Strategies

1. Build and promote a recognizable and desirable identity for the City of Modesto.

2. Develop and implement a City of Modesto communication plan and branding campaign.

Goal G: Advance a pro-growth Economic Development Strategy that focuses on Downtown, Sports, and Entertainment, building Modesto as a regional destination.

Strategies

1. Make Modesto a regional destination.

2. Facilitate development in Downtown and encourage the redevelopment of Downtown.

3. Attract more affordable sports and entertainment opportunities to Modesto.

4. Deliver additional programming at the historical properties over the next two years.

Service Delivery Goals and Strategies
Goal H: Achieve long-term financial sustainability.

Strategies

1. Develop a strategy for long-term financial sustainability.

2. Reduce general liability exposure claims.

Goal I: Promote trust and engagement between the community and the City by enhancing responsiveness, communicating broadly about City opportunities and challenges, and increasing public participation in municipal affairs.

Strategies

1. Reimagine public sector excellence.

2. Enhance communication City-wide to reach a broader audience.

3. Complete overhaul of special event related policies.

Goal J: Build a high-performance organization.

Strategies

1. Develop automated claims process to transform efficiency. #4..
- 40 -

CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 3, 2025
Date: May 20, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Stephan Christensen, Office of Performance Management and Budget Director SUBJECT: Monthly Budget Adjustment Report – May 2025
CONTACT: Kaceey Culbertson, Budget Manager, [email protected], 209-571-5855
DESCRIPTION:

Consider approving the recommended budget adjustments to Fiscal Year 2024-25 Annual Operating and Capital Improvement Program Budgets. (Funding Source: Various Funds)
STRATEGIC PLAN ELEMENT:

This item supports the City of Modesto 2020-2025 Strategic Plan focus on Governance and Service Delivery under Goal H: Achieve Financial Sustainability.

BACKGROUND:

Each month, City staff presents a variety of budget adjustments requiring the approval of the City Council. These changes are submitted to the Finance Committee for review prior to submission to Council and include an explanation and justification for each transaction.

This report includes a number of adjustments that have been identified by monitoring department budgets. Due to the number of adjustments, they have been included as an attachment to this report (Exhibit A). As in past reports, adjustments are separated by fund and department as appropriate. The adjustments are reflected in a more summarized version and supporting documentation is available for review upon request.

Included in this report as an attachment (Exhibit B) is a summary of the budget adjustments approved by the City Manager and/or Budget Manager and Office of Performance Management and Budget (OPMB) Director consistent with the authority levels approved by Council with the passing of the Fiscal Year 2024-25 Operating Budget via Resolution No. 2024-191. #5..
- 41 -
City Council, June 3, 2025
Monthly Budget Adjustment Report – May 2025

DISCUSSION:

The monthly budget adjustments attached as Exhibit A in this item include adjustments across various departments. These adjustments are explained in further detail within Exhibit A.

FISCAL IMPACT:

The fiscal impact of each item is noted in the attachments to this report. The adjustments are for Fiscal Year 2024-25.

COMMITTEE RECOMMENDATION:

This item was presented to the Finance Committee on May 19, 2025, and the Committee recommended forwarding the item to Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution amending Fiscal Year 2024-25 Annual Operating and Capital Improvement Project Fund Budgets and authorizing the City Manager, to take the necessary steps to implement the provisions of this Resolution.

Approved by:

Stephan Christensen, Office of Performance
Management and Budget Director
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Exhibit A – Budget Adjustments Requiring Council Approval

3. Exhibit B - Staff Approved Budget Adjustments
#5..
- 42 -
06/03/2025/OPMB/SChristensen/Item X 1 2025-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX
RESOLUTION AMENDING THE FISCAL YEAR 2024-25 ANNUAL

OPERATING AND CAPITAL IMPROVEMENT FUND BUDGETS AND

AUTHORIZING THE CITY MANAGER, TO TAKE THE NECESSARY STEPS

TO IMPLEMENT THE PROVISIONS OF THIS RESOLUTION
WHEREAS, a financial analysis has been completed and it has been determined that a budget adjustment is required to the Annual and Capital Improvement Budgets of the City of Modesto for Fiscal Year 2024-25.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves amending the Fiscal Year 2024-25 Annual Operating and Capital Improvement budget as shown in Exhibit A, which is attached hereto and incorporated by reference herein.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to take the necessary steps to implement the provisions of this resolution. #5..
- 43 -
06/03/2025/OPMB/SChristensen/Item X 2 2025-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 3rd day of June 2025, by Councilmember _________, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following votes:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST:
________________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________
JOSE M. SANCHEZ, City Attorney
#5..
- 44 -
City Council, June 3, 2025
Monthly Budget Adjustment Report

EXHIBIT A

COMMUNITY AND ECONOMIC DEVELOPMENT
 A budget adjustment of $94,993 is necessary in the Grants – CED Grants Reimbursed (1346) for Project 101575 – Travelers Motel project. The grant revenue for this project was received upfront, and quarterly interest on the unspent grant funds must now be recognized. This adjustment will account for the interest revenue received to date and align the project's discretionary expenditure accounts accordingly.

ENGINEERING SERVCES
 A budget adjustment of $132,734 is necessary in the Capital Grants – Streets CIP Projects Fund (3160) for Project 101519 – AB170 County Islands project. The grant revenue for this project was received upfront, and quarterly interest on the unspent grant funds must now be recognized. This adjustment will account for the interest revenue received to date and align the project's discretionary expenditure accounts accordingly.

FINANCE
 A budget adjustment in the amount of $265,620 in the Public Financing Authority 98 & 07 Bonds Fund (2150) is necessary to fund the increase in the annual debt service.

Additionally, the transfer from the General Fund (0100) to the Public Financing Authority 98 & 07 Bonds Fund (2150) is being increased by the same amount. The increase for the transfer will come from General Fund carryover reserves. The increase in cost is due to the variable rate debt which was higher than previously expected.

PUBLIC WORKS
 A budget adjustment in the amount of $300,000 is needed in the Surface Transportation Fund (1700) to increase the Upgrade High Voltage FY 24/25 Project (101616) and increase the transfer out from the Gas Tax Fund (1730) to the project. This project will continue to upgrade the High Voltage Circuits within the City. City Council per resolution 2019-91 recommended the approach to replace 150 high voltage streetlights each year at an estimated cost of $1,000,000. This adjustment is accounting for the remaining anticipated in Fiscal Year 2024-2025 as the project approaches completion.

UTILITIES
 A budget adjustment in the amount of $177,604 in the Water 2008 Water Refunding Revenue COP 2008 Series Fund (4130) is necessary to fund the increase in the annual debt service. Additionally, the transfer from the Water Fund (4100) to the Water 2008 Water Refunding Revenue COP 2008 Series Fund (4130) is being increased by the same amount. The increase in cost is due to the variable rate debt which was higher than previously expected.
#5..
- 45 -
Department Director/Director of Office Performance and Budget (OPMB)/City Manager Approved Budget Adj EXHIBIT B For FY2024/25
AT #
Approved
by CM,
Director
OPMB or DD
Fund Fund Name Cost Ctr/Project Name Account Name Rev/Exp/TI/ TO Account
Current
Budget
Increase
(Decrease)
Revised
Budget Description
AT-131 OPMB Dir 0100 General Fund 33050 - After-school Program Part-time Salaries Exp $ 1,192,734 $ (150,000) $ 1,042,734 AT-131 OPMB Dir 0100 General Fund 33130 - Aquatics Part-time Salaries Exp $ 367,418 $ 150,000 $ 517,418 Total Changes for Fund 0100 $ 1,560,152 $ - $ 1,560,152 AT-124 OPMB Dir 1340 Grants - Operation Block Grants 101328 - Cannabis Equity Grant Interest Revenue on Bank Account Rev $ 14,412 $ 9,087 $ 23,499 AT-124 OPMB Dir 1340 Grants - Operation Block Grants 101328 - Cannabis Equity Grant CED.Administration Exp $ 364,096 $ 9,087 $ 373,183 Total Changes for Fund 1340 $ 378,508 $ 18,174 $ 396,682 AT-123 OPMB Dir 1341 Grants - Operation Grants
Reimbursed 101405 - CCPP 21/22 Interest Revenue on Bank Account Rev $ - $ 630 $ 630 AT-123 OPMB Dir 1341 Grants - Operation Grants
Reimbursed 101405 - CCPP 21/22 AUC - Advertising Exp $ 12,500 $ 630 $ 13,130 AT-126 CM 1341 Grants - Operation Grants
Reimbursed 101658 - UOPP15 CA Recycle - PW Rev $ - $ 30,316 $ 30,316 AT-126 CM 1341 Grants - Operation Grants
Reimbursed 101658 - UOPP15 AUC - Advertising Exp $ - $ 12,000 $ 12,000 AT-126 CM 1341 Grants - Operation Grants
Reimbursed 101658 - UOPP15 AUC - Professional Services Exp $ - $ 9,000 $ 9,000 AT-126 CM 1341 Grants - Operation Grants
Reimbursed 101658 - UOPP15 AUC - Svcs City Forces Exp $ - $ 9,316 $ 9,316 AT-129 CM 1341 Grants - Operation Grants
Reimbursed CCPP FY 24/25 Intergov - State/CalRecycle Rev $ - $ 54,477 $ 54,477 AT-129 CM 1341 Grants - Operation Grants
Reimbursed CCPP FY 24/25 AuC - Beverage Container Collection Exp $ - $ 29,977 $ 29,977 AT-129 CM 1341 Grants - Operation Grants
Reimbursed CCPP FY 24/25 AuC - Litter Clean-Up Exp $ - $ 2,000 $ 2,000 AT-129 CM 1341 Grants - Operation Grants
Reimbursed CCPP FY 24/25 AUC - Advertising Exp $ - $ 2,500 $ 2,500 AT-129 CM 1341 Grants - Operation Grants
Reimbursed CCPP FY 24/25 AUC - Recycling Education Exp $ - $ 2,500 $ 2,500 AT-129 CM 1341 Grants - Operation Grants
Reimbursed CCPP FY 24/25 AUC - Svcs City Forces Exp $ - $ 17,500 $ 17,500 Total Changes for Fund 1341 $ 12,500 $ 170,846 $ 13,130 AT-125 CM 1342 Police Grants 101633 - Tobacco Grant 42040 - Intergov - Fed - DOJ Rev $ - $ 50,000 $ 50,000 AT-125 CM 1342 Police Grants 101633 - Tobacco Grant Appr Unit A Exp $ - $ 45,000 $ 45,000 AT-125 CM 1342 Police Grants 101633 - Tobacco Grant Appr Unit C Exp $ - $ 5,000 $ 5,000 AT-135 OPMB Dir 1342 Police Grants 101059 - 2017-2018 SLESF 48010 - Interest Revenue Rev $ 45,595 $ 1,017 $ 46,612 AT-135 OPMB Dir 1342 Police Grants 101059 - 2017-2018 SLESF Appr Unit C Exp $ 282,142 $ 1,017 $ 283,159 AT-136 OPMB Dir 1342 Police Grants 101577 - National Night Out 48010 - Interest Revenue Rev $ - $ 1,083 $ 1,083 AT-136 OPMB Dir 1342 Police Grants 101577 - National Night Out 47031 - Miscellaneous Donations/Contributions Rev $ 35,000 $ 4,455 $ 39,455
AT-136 OPMB Dir 1342 Police Grants 101577 - National Night Out Appr Unit C Rev $ 35,000 $ 5,538 $ 40,538 AT-137 OPMB Dir 1342 Police Grants 101217 - 2019-20 SLESF 48010 - Interest Revenue Rev $ 15,914 $ 138 $ 16,052 AT-137 OPMB Dir 1342 Police Grants 101217 - 2019-20 SLESF Appr Unit C Exp $ 147,705 $ 138 $ 147,843 AT-138 OPMB Dir 1342 Police Grants 101284 - 20-21 SLESF 48010 - Interest Revenue Rev $ 28,956 $ 1,888 $ 30,844 AT-138 OPMB Dir 1342 Police Grants 101355 - 21-22 SLESF 48010 - Interest Revenue Rev $ 28,956 $ 1,888 $ 30,844 AT-138 OPMB Dir 1342 Police Grants 101424 - 22-23 SLESF 48010 - Interest Revenue Rev $ 28,956 $ 1,888 $ 30,844 AT-138 OPMB Dir 1342 Police Grants 101539 - 23-24 SLESF 48010 - Interest Revenue Rev $ 28,956 $ 1,888 $ 30,844 AT-138 OPMB Dir 1342 Police Grants 101284 - 20-21 SLESF Appr Unit C Exp $ 28,956 $ 1,888 $ 30,844 AT-138 OPMB Dir 1342 Police Grants 101355 - 21-22 SLESF Appr Unit C Exp $ 28,956 $ 1,888 $ 30,844 AT-138 OPMB Dir 1342 Police Grants 101424 - 22-23 SLESF Appr Unit C Exp $ 28,956 $ 1,888 $ 30,844 AT-138 OPMB Dir 1342 Police Grants 101539 - 23-24 SLESF Appr Unit C Exp $ 28,956 $ 1,888 $ 30,844 Total Changes for Fund 1342 $ 793,004 $ 128,490 $ 921,494 AT-127 CM 1346 CED Grants 101575 - Travelers Motel Interest Revenue on Bank Account Rev $ 8,064 $ 31,569 $ 39,633 AT-127 CM 1346 CED Grants 101575 - Travelers Motel Svcs City Forces-Interfund Exp $ 8,064 $ 31,569 $ 39,633 Total Changes for Fund 1346 $ 8,064 $ 63,138 $ 39,633
This budget adjustment will use a portion of the part-time salary budget $150,000 for the after school program (33050) to fund the Aquatic's Programs (33130) part time staffing for spring and summer programs.

A budget adjustment in the amount of $630 is needed to recognize revenue received from interest and to program offsetting expenses in a like amount.

A budget adjustment is necessary to increase the revenue and expense budget for the Go-Biz Cannabis Equity Grant project. This interest revenue is received and distributed directly to the project because the grant is paid up grant (not reimbursement based) and therefore the cash sitting in our bank account is included in an investment pool which earns interest.

The City of Modesto has received a grant form the State of California for the Used Oil Payment Program. This grant will provide funding for advertising, promotional items, events, and staff time.

A budget adjustment is necessary to increase both the revenue and expense budgets for the Traveler's Motel project due to interest revenue received. This interest revenue is directly allocated to the project because the grant is paid upfront (not on a reimbursement basis). As a result, the cash sitting in our bank account is included in an investment pool that earns interest.

The City of Modesto received grant funding in the amount of $54,447 from the City/County Payment Program through CalRecycle. These funds will be utilized to enhance the current recycling program and expand our efforts through education and outreach, advertising and collection programs. In addition, allocated funds will support a designated staff member.

This budget adjustment is needed in the amount of $50,000 to create a new project budget for the State of California DOJ Tobacco Grant awarded to the Modesto Police Department in the amount of $50,000. The remaining amount of $497,511 will be taken to City Council for approval with the Monthly Budget adjustments. This is to also program revenues and offsetting expenses, as per the approved grant program categories of the expenditure and as contained in the grant contract.

A budget adjustment is necessary to recognize interest revenue for Project 101059.

A budget adjustment in the amount of $5,538 is needed to recognize revenue received from donations to National Night Out even and interest earned to program offsetting expenses in a like amount.

A budget adjustment is necessary to recognize interest revenue for Project 101217.

A budget adjustment is necessary to recognize interest revenue for various SLESF Projects 101284, 101355, 101424 and 101539
#5..
- 46 -
Department Director/Director of Office Performance and Budget (OPMB)/City Manager Approved Budget Adj EXHIBIT B For FY2024/25
AT #
Approved
by CM,
Director
OPMB or DD
Fund Fund Name Cost Ctr/Project Name Account Name Rev/Exp/TI/ TO Account
Current
Budget
Increase
(Decrease)
Revised
Budget Description
AT-134 OPMB Dir 3130 Parks Fund 101380 - Park security Camera AUC - CON Creekside CBA Exp $ 10,000 $ (1) $ 9,999 AT-134 OPMB Dir 3130 Parks Fund 101380 - Park security Camera AUC - CON TRRP Neece Dr Exp $ 7,000 $ 1 $ 7,001 Total Changes for Fund 3130 $ 7,000 $ - $ 7,001
AT-122 OPMB Dir 3170 Capital Grants - HUD CIP Projects 100866 - Senior Playground CON Exp $ 947,454 $ (54) $ 947,400 AT-122 OPMB Dir 3170 Capital Grants - HUD CIP Projects 100866 - Senior Playground EDA Exp $ 81,875 $ 54 $ 81,929 Total Changes for Fund 3170 $ 81,875 $ - $ 81,929
AT-128 CM 3218 Kiernan Business Park South #2
CFD Fund
CED - Kiernan Business Park South #2
CFD Annexation CS-CD-Time and Materials Fee Rev $ - $ 12,269 $ 12,269 AT-128 CM 3218 Kiernan Business Park South #2
CFD Fund
CED - Kiernan Business Park South #2
CFD Annexation Professional Services Exp $ - $ 4,000 $ 4,000 AT-128 CM 3218 Kiernan Business Park South #2
CFD Fund
CED - Kiernan Business Park South #2
CFD Annexation Legal Services Exp $ - $ 4,000 $ 4,000
AT-128 CM 3218 Kiernan Business Park South #2
CFD Fund
CED - Kiernan Business Park South #2
CFD Annexation Services City Forces - Interfund Exp $ - $ 4,269 $ 4,269 Total Changes for Fund 3218 $ - $ 24,538 $ 24,538
AT-133 CM 4100 Water Fund 43020 - UTL - Water System Analysis Professional Services Exp $ 116,789 $ 25,000 $ 141,789 AT-133 CM 4100 Water Fund 43020 - UTL - Water System Analysis Services City Forces - Interfund Exp $ 69,184 $ 25,000 $ 94,184 Total Changes for Fund 4100 $ 185,973 $ 50,000 $ 235,973 AT-130 OPMB Dir 4210 Sewer Operations Fund 101313 - JM Pike Park Renovation EDA Exp $ 2,295,968 $ (200,000) $ 2,095,968 AT-130 OPMB Dir 4210 Sewer Operations Fund 101313 - JM Pike Park Renovation CA Exp $ 2,543,096 $ 200,000 $ 2,743,096 Total Changes for Fund 4210 $ 4,839,064 $ - $ 4,839,064 AT-132 OPMB Dir 6710 TRRP CIP Fund 101109 - TRRP River Overlook CA Exp $ 54,600 $ (7,500) $ 47,100 AT-132 OPMB Dir 6710 TRRP CIP Fund 101109 - TRRP River Overlook CON Exp $ 545,272 $ (15,000) $ 530,272 AT-132 OPMB Dir 6710 TRRP CIP Fund 101109 - TRRP River Overlook CTGY-CIP Exp $ 54,601 $ (7,500) $ 47,101 AT-132 OPMB Dir 6710 TRRP CIP Fund 101109 - TRRP River Overlook EDA Exp $ 345,467 $ 30,000 $ 375,467 Total Changes for Fund 6710 $ 999,940 $ - $ 999,940
A transfer is needed between tasks to cover the Council approved amendment (Reso 2025-111) to the design contract for the TRRP River Overlook Project.

A budget adjustment of $12,269 is necessary to recognize developer deposits received and to increase the Professional Services expense budget.

A budget adjustment is necessary to redistribute budget between tasks on Project 101313. The overall project budget is not changing.

A budget adjustment is necessary to move $54 from tasks CON to EDA to bring these tasklines our of negative. The project will then be closed.

A budget adjustment is necessary to increase the Water Systems Analysis cost center budget to account for costs associated with a consultant agreement and the A budget adjustment is necessary to redistribute $1 from Task Creekside SBA to TRRP Neece Dr to close PO 265433. Taskline TRRP Neece Dr is currently overbudget by $.01
#5..
- 47 -

CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 3, 2025
Date: February 13, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jessica Hill, Director of Community and Economic Development SUBJECT: MTMD and TOT Agreements with Visit Modesto
CONTACT: Jessica Hill, Director of Community and Economic Development, [email protected], 209-577-5321
DESCRIPTION:

Consider approving a Transient Occupancy Tax Funding Agreement with a term ending June 30, 2030, and a Modesto Tourism Marketing District Owners’ Association Agreement with Visit Modesto, Inc. with a term date ending June 30, 2034, for continued Tourism Marketing Services. (Funding Source: General Fund; Modesto Tourism Marketing District) STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s 2020-2025 Strategic Plan Area of Focus for Economic Vitality:
 Goal E: Drive the success of a vibrant and economically sustainable business climate.  Goal F: Build and promote a recognizable and desirable identify for the City of Modesto.

BACKGROUND:

Visit Modesto, Inc. is a local registered 501 (C)(6) non-profit corporation which has served as the City's designated Destination Marketing Organization (DMO) since as early as 2002. Their primary mission is to provide Modesto visitors, residents, and tourism industry partners in the region with valuable tools and inspiration to create positive and memorable experiences. Visit Modesto has indicated serving the following specific purposes within the community:

1. To attract visitors by promoting and marketing Modesto as a convention, sports, tourism, and leisure travel destination.

2. To provide coordination and leadership for the community, residents, and visitors on matters relating to convention activity and tourism.

3. To gather community information designed to convey to opinion leaders and the public at large the status and value of the visitor industry; and

4. To work with local governmental agencies, private enterprises, and other interested parties to structure suitable financing plans for the Corporation, and to implement those plans.
#6..
- 48 -
City Council, June 3, 2025
MTMD and TOT Agreements with Visit Modesto

The City of Modesto has partnered with Visit Modesto, formally known as the Modesto Convention and Visitor’s Bureau, for several years. To assist the DMO’s mission of marketing the City of Modesto as a desirable tourist destination, the City has provided financial support through an allocation of City transient occupancy tax revenue (TOT)1. Most recently on February 26, 2019, by Resolution No. 2019-79, Council approved a five (5) year Agreement with Visit Modesto to provide 13.33% of the City of Modesto’s TOT General Fund revenues to the DMO each year.

Visit Modesto, in partnership with the City of Modesto, also established the Modesto Tourism Marketing District (MTMD) which charges an additional one percent (1%) assessment of gross short-term sleeping room rental revenue for hotels participating in the MTMD. On January 28, 2020, by Resolution No. 2020-039, Council approved an Agreement to transfer the collected MTMD assessments directly to Visit Modesto to fund marketing and promotional efforts targeted towards increasing hotel stays and tourism activity in the City. On July 9, 2024, by Resolution No. 2024-255 and 256, Council approved one-year extensions for both Agreements through June 30, 2025.

Visit Modesto has utilized their funding over the years to create and promote special programs including the Almond Blossom Cruise, MoFresh, Garage Fest, Graffiti Summer, MoPink, and MoCheer as well as supporting vital arts and entertainment organizations. The existing TOT Agreement and MTMD Agreement are set to expire on June 30, 2025. Both agreements outline Visit Modesto's continued responsibilities in driving tourism, enhancing the local economy, and aligning with City priorities.

DISCUSSION:

The City of Modesto continues to recognize the important public purpose of providing continued support through an allocation of TOT and MTMD revenues to Visit Modesto. The programs and services that the DMO provides result in an economic benefit that businesses and citizens of Modesto will receive through the organizations efforts to promote and market the City as a preferred destination for visitors. An initial 17% allocation of TOT will be provided with subsequent decreases each year while both parties make a good-faith effort to increase the assessment imposed by the MTMD to the maximum amount allowed which is 3% at this time.

This approach balances the continued needs of Visit Modesto with prudent fiscal management of finite General Fund resources. Beginning July 1, 2025, the City will provide funding to Visit Modesto in amounts equal to:
a. Seventeen percent (17%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2025 through June 30, 2026.
b. Fifteen percent (15%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2026 through June 30, 2027.
c. Ten percent (10%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2027 through June 30, 2028.
d. Seven and One-Half Percent (7.5%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2028 through June 30, 2029.
e. Five percent (5%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2029 through June 30, 2030.
1 The City currently assesses a 9% tax on hotel room revenues and short-term rentals. #6..
- 49 -
City Council, June 3, 2025
MTMD and TOT Agreements with Visit Modesto

In order to incentivize increased TOT revenue, July 1, 2027- June 30, 2030 the City will provide a Bonus Share. The bonus will be based on a calculation of a baseline of annual average TOT from the past three fiscal years. The baseline will be recalculated with each annual review of the agreement. For every fifty-thousand-dollar ($50,000) increase in absolute TOT revenue per year, above the baseline, Visit Modesto will receive one quarter of a percent (.25%) as a bonus of the amount that is over the absolute TOT revenue.

Visit Modesto and the MTMD District have also begun their efforts towards increasing the MTMD assessments to assist with additional tourism efforts within Modesto. A separate Council item will be taken for the consideration of approving two (2) initial .5% increases which would bring the total MTMD assessment rate to 1.5% beginning July 1, 2025 and 2% beginning July 1, 2026.

Upon recommendation of the MTMD board, Council may approve annual increases of the assessment in .5% increments up to a maximum of 3%. Visit Modesto in partnership with the City and the MTMD District will make all good faith efforts to increase the Assessment again in fiscal year 2027 and 2028 for additional .5% increases up to the 3% maximum rate.

Compliance monitoring requirements are also included in the TOT Agreement which will call for:
 The City to receive an operating budget that will include all revenue projections, percentage expenditure increases due to cost-of-living adjustments (COLA), salary and benefit increases for employees, and vendor estimates, as well as projected gross labor by category and such other information as the City shall reasonably request. The draft annual marketing plan shall include measurable performance standards.  The City to receive a copy of Visit Modesto’s annual report which includes an overview of its activities, financial accountings, and Key Performance Indicators (KPIs).  Visit Modesto paying for a biennial independent Certified Public Accountant (CPA) firm to conduct a comparative financial audit of its finances for each fiscal year in accordance with generally accepted accounting principles (U.S. GAAP), for submission to and approval by the City.

Together, both funding sources enable Visit Modesto to continue its mission of driving economic growth and enhancing Modesto’s appeal to visitors while safeguarding resources through structured accountability and stakeholder collaboration.

FISCAL IMPACT:

The fiscal impact of this Agreement is dependent on the City’s future TOT receipt which is a key indicator of the performance of Visit Modesto in increasing tourism. The City’s TOT receipts are General Fund revenue that can be used for any purpose. The chart below shows the estimated projection of the amount Visit Modesto is expected to receive through the term of the proposed TOT Agreement as well as through annual increases to the MTMD assessment up to 3%2 2 This is contingent of the MTMD and City Council to increase the assessment of the MTMD by .5% in both 2027-2028 and 2028- 2029.

Total Gross
TOT
DMO Share TOT % MTMD MTMD
%
Total Visit
Modesto
Budget
2024-2025 $3,495,287.93 $465,921.88 13.33% $386,329.95 1% $852,251.83 2025-2026 $3,600,146.57 $612,024.92 17% $579,494.93 1.50% $1,191,519.84 2026-2027 $3,708,150.97 $556,222.65 15% $772,659.90 2% $1,328,882.55 2027-2028 $3,819,395.50 $381,939.55 10% $965,824.88 2.50%3 $1,347,764.42 2028-2029 $3,933,977.36 $295,048.30 7.5% $1,158,989.85 3%3 $1,454,038.15 #6..
- 50 -
City Council, June 3, 2025
MTMD and TOT Agreements with Visit Modesto

Beginning on July 1, 2027, Visit Modesto will also be provided the opportunity to earn a one quarter of a percent (.25%) bonus share of TOT for every fifty-thousand-dollars ($50,000) that absolute TOT increases above the baseline for the year.

COMMITTEE ACTION:

On May 5, 2025, the Economic Development Committee considered the terms for extensions of both the TOT and MTMD funding Agreements with Visit Modesto. The original proposed terms were adjusted following Committee and public input. The Committee passed a motion to recommend approving a TOT Agreement through June 30, 2030 and an MTMD Agreement through June 30, 2034, and forwarding to Council for approval. The TOT allocation was also recommended to be increased from 13.33% to 17%. Since the Committee meeting, staff has met with our partners at Visit Modesto regarding the proposal. Both parties reviewed, and agreed to the changes that are being presented to Council.

RECOMMENDED COUNCIL ACTION:

Staff Recommendation:

Resolution approving a Transient Occupancy Tax Funding Agreement with Visit Modesto for continued Tourism Marketing Services, through June 30, 2030, and authorizing the City Manager, or his designee, to execute the Agreement.

Resolution approving a Modesto Tourism Marketing District Owners’ Association Agreement with Visit Modesto, Inc. through June 30, 2034, and authorizing the City Manager, or his designee, to execute the Agreement.

Approved by:

Jessica Hill, Director of Community and Economic
Development
Joseph P. Lopez, City Manager
Attachments:

1. Resolution-TOT Agreement

2. Resolution-MTMD Agreement

3. Transient Occupancy Tax Funding Agreement

4. MTMD Owner's Association Agreement
2029-2030 $4,051,996.68 $202,599.83 5% $1,158,989.85 3% $1,361,589.68 #6..
- 51 -
06/3/2025/CED/JHill/Item # 1 2025-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX

RESOLUTION APPROVING A TRANSIENT OCCUPANCY TAX FUNDING

AGREEMENT WITH VISIT MODESTO FOR CONTINUED TOURISM
MARKETING SERVICES THROUGH JUNE 30, 2030, AND AUTHORIZING

THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE THE AGREEMENT WHEREAS, the purpose of Visit Modesto is to attract visitors to the area by promoting and marketing Modesto and to provide coordination and leadership for the tourism industry; and
WHEREAS, the City has previously provided funding to Visit Modesto (formerly known as Modesto Convention and Visitor’s Bureau), and is willing to continue to provide certain funding to Visit Modesto; and
WHEREAS, the City imposed a Transient Occupancy Tax (“TOT”) on the privilege of occupying a hotel on a temporary basis, pursuant to Article 6 of Title 8 of the Modesto Municipal Code; and
WHEREAS, the City has previously provided funding to Visit Modesto (formerly known as Modesto Convention and Visitor’s Bureau) through a TOT Funding Agreement, and is willing to continue to provide certain funding to Visit Modesto to support their ongoing mission of marketing Modesto as a tourist destination; and WHEREAS, the public purpose in providing such funding is the economic benefit that accrues to businesses and citizens of Modesto because of Visit Modesto’s promotion and marketing of Modesto for meetings, conventions, tour groups, and other visitor activities; and
WHEREAS, the City desires to enter into a five year TOT Funding Agreement with Visit Modesto for tourism and marketing services; and #6..
- 52 -
06/3/2025/CED/JHill/Item # 2 2025-XX
WHEREAS, beginning July 1, 2025, the City will provide funding to Visit Modesto in allocations equal to the following amounts through June 30, 2030:
a. Seventeen percent (17%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2025 through June 30, 2026,
b. Fifteen percent (15%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2026 through June 30, 2027,
c. Ten percent (10%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2027 through June 30, 2028,
d. Seven and One-Half Percent (7.5%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2028 through June 30, 2029, e. Five percent (5%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2029 through June 30, 2030; and
WHEREAS, Visit Modesto agrees to maintain the current level of effort and funding for projects or programs such that the TOT funds shall be used to supplement, not supplant, existing funding and efforts; and
WHEREAS, in order to incentivize increased TOT revenue, the City will provide a Bonus Share in addition to the Base Share, calculated annually based on a baseline of the average TOT from the preceding three fiscal years baseline will be recalculated with each annual review of the agreement. For every fifty thousand dollar ($50,000) increase in absolute TOT revenue per year, above the baseline, Visit Modesto will receive one quarter of a percent (.25%) as a bonus of the amount that is over the absolute TOT revenue; and
#6..
- 53 -
06/3/2025/CED/JHill/Item # 3 2025-XX
WHEREAS, the Base Share shall be calculated only on TOT receipts generated from the 9% TOT rate in effect as of the Effective Date of the Agreement, and Visit Modesto shall not receive any funds from any TOT rate increases adopted thereafter; and WHEREAS, Visit Modesto shall submit a detailed budget to the City identifying the intended use of any Bonus Share funds, which shall not be used for personnel-related expenses, and such funds shall be used to supplement, not supplant, existing programs or funding; and
WHEREAS, the City shall make quarterly payments to Visit Modesto based on budgeted TOT receipts, with financial reconciliation of the actual share to occur annually by August 20th, and any underpayments or overpayments shall be adjusted in the November 5th payment; and
WHEREAS, for purposes of the TOT Funding Agreement, the annual term shall correspond to the City’s fiscal year, beginning July 1 and ending June 30; and WHEREAS, Visit Modesto shall provide annual reports, marketing plans, and budgets to the City by specified dates, including a final operating budget and marketing plan by June 30, and an Annual Report and sponsorship summary report by December 31, with such documents to include measurable performance standards and financial detail sufficient for City and public review; and
WHEREAS, the City and Visit Modesto both agree to make a good-faith effort to annually increase the assessment imposed by the Modesto Tourism Marketing District by the maximum amount permitted by the Modesto Tourism Marketing District’s approved management plan.
#6..
- 54 -
06/3/2025/CED/JHill/Item # 4 2025-XX
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto, that it hereby approves a Transient Occupancy Tax Funding Agreement with Visit Modesto for continued tourism marketing services, through June 30, 2030.

BE IT FURTHER RESOLVED, that the City Manager or his designee is authorized to execute the agreement, in a form approved by the City Attorney. #6..
- 55 -
06/3/2025/CED/JHill/Item # 5 2025-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 3rd day of June, 2025, by Councilmember _____, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _____________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney

#6..
- 56 -
06/3/2025/CED/JHill/Item # 1 2025-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX

RESOLUTION APPROVING A MODESTO TOURISM MARKETING DISTRICT OWNERS’ ASSOCIATION AGREEMENT WITH VISIT MODESTO, INC.

THROUGH JUNE 30, 2034, AND AUTHORIZING THE CITY MANAGER, OR

HIS DESIGNEE, TO EXECUTE THE AGREEMENT
WHEREAS, on May 14, 2024, the City Council adopted Resolution Number 2024-170, (the “Resolution), renewing the Modesto Tourism Marketing District (“MTMD”) for a ten-year term in accordance with the provisions of the Property and Business Improvement District Law of 1994, Streets and Highways Code Section 36600 et seq., (the “1994 Law”); and
WHEREAS, Visit Modesto Inc. (formerly known as Modesto Convention and Visitor’s Board) was designated in the Resolution and MTMD Management District Plan as the Owners’ Association in accordance with Streets and Highways Code Section 36612, and as the entity responsible for managing the operations of the MTMD; and WHEREAS, the Streets and Highways Code section 36651 requires a contract between the City and the Owners’ Association; and
WHEREAS, on January 28, 2020, by Resolution No. 2020-039, Council approved an Agreement to transfer the collected MTMD assessments directly to Visit Modesto to fund marketing and promotional efforts targeted towards increasing hotel stays and tourism activity in the City; and
WHEREAS, On July 9, 2024, by Resolution No. 2024-256, Council approved a one-year extension of the MTMD Owner’s Association Agreement through June 30, 2025; and
WHEREAS, the District desires, and Visit Modesto agrees, to continue to have Visit Modesto provide services to the District on the terms and conditions set forth in this #6..
- 57 -
06/3/2025/CED/JHill/Item # 2 2025-XX
Agreement until 2034; and
WHEREAS, the term of the Agreement between the City and Visit Modesto shall commence on the last date signed by all Parties and shall continue until June 30, 2034, unless the Modesto Tourism Marketing District (MTMD) is disestablished prior to that date, in which case the Agreement shall terminate on the effective date of disestablishment; and
WHEREAS, Visit Modesto shall provide sales and marketing programs, improvements, and activities as outlined in the MTMD Management District Plan (“Management Plan”); and
WHEREAS, Visit Modesto agrees to comply with all applicable rules, regulations, and obligations set forth in the Resolution, the Agreement, and the Management Plan, including adherence to the approved plan budget, submission of annual reports, and compliance with the Brown Act and Public Records Act.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Modesto Tourism Marketing District Owners’ Association Agreement with Visit Modesto, Inc. through June 30, 2034.

BE IT FURTHER RESOLVED, that the City Manager or his designee is authorized to execute the agreement, in a form approved by the City Attorney. #6..
- 58 -
06/3/2025/CED/JHill/Item # 3 2025-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 3rd day of June, 2025, by Councilmember ______, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: None
NOES: Councilmembers: None
ABSENT: Councilmembers: None
ATTEST: _____________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney

#6..
- 59 -
1 TRANSIENT OCCUPANCY TAX FUNDING AGREEMENT
THIS TRANISENT OCCUPANCY TAX FUNDING AGREEMENT (the “Agreement”) is made and entered into in as of , 2025, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and VISIT MODESTO, INC., a California non-profit corporation, hereinafter referred to as "Visit Modesto".

This Agreement is made with regard to the following recitals:

A. The purpose of Visit Modesto is to attract visitors to the area by promoting and marketing Modesto and to provide coordination and leadership for the tourism industry.

B. The City has previously provided funding to Visit Modesto, and is willing to continue to provide certain funding to Visit Modesto.

C. The City imposed a Transient Occupancy Tax (“TOT”) on the privilege of occupying a hotel on a transient basis, pursuant to Article 6 of Title 8 of the Modesto Municipal Code.

D. As of the Effective Date, the TOT rate is nine percent (9%).

E. The public purpose of providing such funding is the economic benefit that businesses and citizens of Modesto gain from Visit Modesto’s efforts to promote and market the city as a destination for visitors.

NOW, THEREFORE, in consideration of this agreement, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. PAYMENT OF TOT.

A. For the sole purpose of funding the activities of Visit Modesto during the term of this Agreement, City will provide funding to Visit Modesto in the amount equal to:
a. Seventeen percent (17%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2025 through June 30, 2026;
b. Fifteen percent (15%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2026 through June 30, 2027:
c. Ten percent (10%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2027 through June 30, 2028;
#6..
- 60 -
2 d. Seven and One-Half Percent (7.5%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2028 through June 30, 2029; and e. Five percent (5%) of the City’s actual annual TOT receipts for the fiscal year of July 1, 2029 through June 30, 2030.

B. Bonus Share: For the sole purpose of providing an incentive to increase total TOT receipts, the city will offer a bonus on top of the base share starting July 1, 2027 through June 30, 2030. The bonus will be based on a calculation of a baseline of annual average TOT from the past three fiscal years. The baseline will be recalculated with each annual review of the agreement. For every fifty thousand dollar ($50,000) increase in absolute TOT revenue per year, above the baseline, Visit Modesto will receive one quarter of a percent (.25%) as a bonus of the amount that is over the absolute TOT revenue.

C. The City’s payment of TOT to Visit Modesto shall be based upon the City’s TOT receipts from the TOT rate of 9% in existence as of the Effective Date. In the event that the City increases the TOT rate, Visit Modesto shall receive no funds from the TOT receipts attributable to the increased rate.

D. Visit Modesto shall submit a detailed budget to the City no later than August 20th outlining the intended use of the Bonus Share funds.

E. The Bonus Share funds shall not be used for personnel-related expenses, including but not limited to salaries, wages, bonuses, benefits, or any other form of compensation for employees. Visit Modesto agrees to maintain the current level of effort and funding for projects or programs such that the TOT funds shall be used to supplement, not supplant, existing funding and efforts.

F. The City shall make quarterly payments of the funds required by subsections A, above, to Visit Modesto annually on July 5, November 5, February 5, and May 5 (except that the first payment shall be made within thirty days of the Effective Date). The quarterly payments shall be made based on the City’s budgeted TOT receipts. A financial reconciliation of Visit Modesto 's share of TOT for the fiscal year shall be completed by City no later than August 20th of the following fiscal year. Any over or underpayment to the Visit Modesto, as determined by the financial reconciliation will be treated as an adjustment to the November 5th payment. In the event that the Agreement terminates or expires, the City shall make a payment to Visit Modesto to cover any underpayment, and Visit Modesto shall make a payment to the City to cover any overpayment, within ninety (90) days of the termination or expiration of the Agreement. All future TOT payable to Visit Modesto shall be calculated by applying the established formula based on #6..
- 61 -
3 estimated TOT revenue budgeted, and all future financial reconciliation will be completed annually for the preceding Fiscal Year, by the City by August 20th of each year. Any adjustments for over or underpayment will be adjusted on estimated TOT payments each November 5th.

G. City and Visit Modesto both agree to make a good-faith effort to annually increase the assessment imposed by the Modesto Tourism Marketing District by the maximum amount permitted by the Modesto Tourism Marketing District’s approved management plan.

H. For the purposes of this agreement, the annual term shall refer to the fiscal year lasting from July 1 to June 30.

2. ANNUAL REPORTS & BUDGET
A. Annually, by February 15, the City will provide Visit Modesto with the projected revenues for the upcoming two fiscal years. While the City’s projections will be shared for informational purposes, Visit Modesto will retain the discretion to use its own revenue forecasts for budgeting, unless otherwise required by law to align with the City’s figures.

B. Annually by June 1 (or earlier), Visit Modesto shall provide a draft operating budget and annual marketing plan for the upcoming fiscal year to the City Manager, or designee. The draft operating budget shall include all revenue projections, percentage expenditure increases due to cost-of-living adjustments (COLA), salary and benefit increases for employees, and vendor estimates, as well as projected gross labor by category and such other information as the City shall reasonably request. The draft annual marketing plan shall include measurable performance standards.

C. Annually by June 30, after it is approved by the Visit Modesto Board, Visit Modesto shall submit a final operating budget and annual marketing plan for the upcoming fiscal year which is satisfactory to the City Manager or designee. The final operating budget shall include income, expenses, and fund balances, and such other information as the City shall reasonably request. The operating budget shall be in a form approved by the City Manager and contain sufficient information and detail to permit meaningful review by the public. The final annual marketing plan shall include measurable performance standards.

D. Visit Modesto shall provide the City with a copy of its Annual Report, during its distribution to the board of directors, which includes an overview of its activities, financial accountings, and Key Performance Indicators (KPIs), no less than fifteen (15) days in advance of publishing the report to the public. This report shall be submitted annually by December 31.
#6..
- 62 -
4 E. Annually by December 31, Visit Modesto shall provide a report of all sponsorships made by Visit Modesto for the previous fiscal year, in a format agreed upon by both parties.

3. USE OF FUNDS.

A. TOT Funds paid to Visit Modesto by the City pursuant to this Agreement shall be segregated from all other Visit Modesto funds in a separate account and shall be expended solely for Visit Modesto operations and activities in conformance with the approved operating budget. In no event shall such funds be commingled in any way with other Visit Modesto funds. Further, no such funds shall be transferred, spent, loaned, or encumbered for Visit Modesto activities or purposes other than the operation of Visit Modesto as designated by Visit Modesto Board of Directors.

B. This Agreement will be reviewed with Visit Modesto Board and the City Manager or designee annually.

C. Visit Modesto and City agree to continue to explore and develop ways by which the businesses of the hospitality industry can assist Visit Modesto in the on-going funding of Visit Modesto.

D. When purchasing goods and services, Visit Modesto shall use its best efforts to use local vendors.

E. Visit Modesto may initiate non-binding discussions with City on an annual basis with regard to the economic terms and/or amendment of the collection and distribution of City’s TOT.

4. AUDIT & RECORDS. Visit Modesto will pay for a biannual independent Certified Public Accountant (CPA) firm to conduct a comparative financial audit of its finances for each fiscal year in accordance with generally accepted accounting principles (U.S. GAAP), for submission to and approval by the City. The audit shall be performed by a qualified CPA firm, reasonably acceptable to the City’s Finance Director. The first annual audit shall be due by December 31, 2025, for the fiscal year ending June 30, 2025, with subsequent audits continuing on an biannual basis and due six months after the fiscal year-end.

Visit Modesto Board shall make available to the City, its authorized agents, officers, or employees, for examination any and all ledgers, payroll records, books of accounts, invoices, vouchers, cancelled checks, and other records or documents evidencing or relating to the expenditures and disbursement of Visit Modesto assessment funds, and shall furnish to the City, within thirty (30) days after #6..
- 63 -
5 examination, its authorized agents, officers or employees such other evidence or information as the City may require with regard to any such expenditure or disbursement charged by Visit Modesto. The City further reserves the right to examine and re-examine said books, records and data during the five (5) year period following termination of this Agreement or completion of all work hereunder, as evidenced in writing by the City, and Visit Modesto shall in no event dispose of, destroy, alter, or mutilate said books, records, accounts, and data in any manner whatsoever for five (5) years after the City makes the final or last payment or within five (5) years after any pending issues between the City and Visit Modesto with respect to this Agreement are closed, whichever is later. All requests for audits and records will be made by the City to the Visit Modesto Board.

5. INSURANCE REQUIREMENTS. Visit Modesto shall provide at its own expense and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the City as may be required by the Risk Manager of the City. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the City by certified mail, return receipt requested, for all of the following stated insurance policies.

In the event the certificates of insurance required hereunder do not provide for notice of cancellation to the certificate holder and/or additional insureds, Visit Modesto shall provide, and shall require its subcontractors to provide, as an express condition precedent to payment hereunder, an endorsement from their insurers providing that the additional insureds identified herein shall be provided 30 days’ notice of the cancellation on the policies of insurance required hereunder (10 days’ notice if the policies are cancelled for non-payment of premium). In addition, the named insured on all such policies shall provide to the additional insureds identified herein any notices of cancellation of said insurance policies within 5 business days of receipt of such notice. Visit Modesto shall, as a further express condition precedent to payment for work performed, affirm under penalty of perjury that the required insurance on the project remains in place and said insurance has not been cancelled.
(a) Worker's Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000. (b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general #6..
- 64 -
6 aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to premises and operations; broad form contractual; independent consultants and subcontractors; products and completed operations as applicable.
(c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage. (d) Professional Liability insurance with a minimum limit of $2,000,000 per claim and policy aggregate. If coverage is on a claim made basis it shall be maintained for at least three (3) years following completion of the work.

If at any time any of said policies shall be unsatisfactory to the City, as to form or substance, or if a company issuing such policy shall be unsatisfactory to the City, Visit Modesto shall promptly obtain a new policy, submit the same to the Risk Manager for approval and submit a certificate thereof as hereinabove provided.

Upon failure of Visit Modesto to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the City, may be forthwith declared suspended or terminated. Failure of Visit Modesto to obtain and/or maintain any required insurance shall not relieve Visit Modesto from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of Visit Modesto concerning indemnification. The City, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation and Professional Liability. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the City, its agents, officers, employees, and volunteers for losses arising from work performed by Visit Modesto for the City. Visit Modesto 's insurance policy(ies) shall include a provision that the coverage is primary as respects the City; shall include no special limitations to coverage provided to additional insured; and shall be placed with insurer(s) with acceptable Best's rating of A: VII or with approval of the Risk Manager. Visit Modesto must deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

Visit Modesto shall provide City with separate endorsements evidencing proof of the City’s additional insured status as to both the general liability and automobile liability insurance policies. In addition, Visit Modesto shall provide City with a Workers Compensation subrogation waiver by way of a separate endorsement. All endorsements referenced above must include the applicable policy number.
#6..
- 65 -
7 For any claims related to this project, Visit Modesto’s insurance coverage shall be primary insurance as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of Visit Modesto insurance and shall not contribute with it.

6. TERM OF AGREEMENT. The term of this Agreement (the “Term”) shall begin on the Effective Date and terminate June 30, 2030, unless extended or sooner termianted by the Parties as set forth herein.

7. ADDITIONAL OBLIGATIONS OF VISIT MODESTO. Throughout the term of this Agreement, Visit Modesto shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business. Visit Modesto warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the City with the services contemplated by this Agreement. Visit Modesto further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project. Visit Modesto shall carry out all services contemplated by this Agreement in accordance with all applicable federal, state, and local laws, ordinances, and regulations.

8. OWNERSHIP OF DOCUMENTS/TITLE TO DATA. All reports, drawings, designs, graphics, working papers, and other incidental work or materials (collectively, the “Materials”) prepared by Visit Modesto shall be the property of Visit Modesto. Copies of all Materials shall be delivered to City by Visit Modesto upon the completion or termination of services under the contract, or at any time upon written request. Visit Modesto hereby grants the City an irrevocable license to reproduce and use such Materials in whatever manner City deems appropriate, without any additional cost to the City. Such license shall survive termination or expiration of the agreement. All materials, documents, data or information obtained from the City data files or any City medium furnished to Visit Modesto in the performance of this Agreement will at all times remain the property of the City. Such data or information may not be used or copied for direct or indirect use by Visit Modesto after termination of this Agreement without written consent of the City.

9. NEWS AND INFORMATION RELEASE. Visit Modesto agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this Agreement, without first obtaining review and approval of said news releases from the City Manager.

10.CONFLICT OF INTEREST. Visit Modesto warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would create a “conflict of #6..
- 66 -
8 interest”, as that term is defined in the Political Reform Act (Gov. Code § 81000 et seq), for Visit Modesto in the performance of this Agreement. Visit Modesto warrants that, in performance of this Agreement, Visit Modesto shall not employ any person having any such interest. Visit Modesto understands that, if this Agreement is made in violation of Government Code § 1090 et seq., the entire Agreement is void and Visit Modesto will not be entitled to any compensation for services performed. Visit Modesto agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this contract if so required at the option of City.

11.AMENDMENTS. This Agreement, including the Exhibits attached hereto, may be amended only by a writing signed by both Parties. City will not be responsible to pay any charges Visit Modesto may incur in performing services not identified in Exhibit ‘A’ unless first authorized by the City in writing

12.INDEPENDENT CONTRACTOR. All acts of Visit Modesto, its agents, officers, and employees and all others acting on behalf of Visit Modesto relating to the performance of this Agreement, shall be performed as independent contractors and not as agents, officers, or employees of City. Except as City may specify in writing, Visit Modesto has no authority to bind or incur any obligation on behalf of City. Visit Modesto has no authority or responsibility to exercise any rights or power vested in the City. It is understood by both Visit Modesto and City that this Agreement shall not under any circumstances be construed or considered to create an employeremployee relationship or a joint venture. Visit Modesto, its agents, officers and employees are and, at all times during the terms of this Agreement, shall represent and conduct themselves as independent contractors and not as employees of City.

Visit Modesto shall determine and control the method, details and means of performing the work and services to be provided by Visit Modesto under this Agreement. Visit Modesto shall be responsible to City only for the requirements and results specified in this Agreement, and, except as expressly provided in this Agreement, shall not be subjected to City's control with respect to the physical action or activities of Visit Modesto in fulfillment of this Agreement. Visit Modesto is permitted to provide services to others during the same period service is provided to City under this Agreement. If necessary, Visit Modesto has the responsibility for employing other persons or firms to assist Visit Modesto in fulfilling the terms and obligations under this Agreement.

If in the performance of this Agreement any third persons are employed by Visit Modesto, such persons shall be entirely and exclusively under the direction, supervision, and control of Visit Modesto. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by Visit Modesto. #6..
- 67 -
9 It is understood and agreed that as an independent contractor and not an employee of City neither Visit Modesto or Visit Modesto 's assigned personnel shall have any entitlement as a City employee, right to act on behalf of the City in any capacity whatsoever as an agent, or to bind the City to any obligation whatsoever. It is further understood and agreed that Visit Modesto must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Visit Modesto 's personnel.

13.ASSIGNMENT. Neither this Agreement nor any portion thereof shall be subcontracted or assigned without the express prior written consent of the City in each and every instance.

14.PATENT/COPYRIGHT MATERIALS. Unless otherwise expressly provided in the contract, Visit Modesto shall be solely responsible for obtaining the right to use any patented or copyrighted materials in the performance of this Agreement. Visit Modesto shall furnish a warranty of such right to use to City at the request of City

15.NOTICES. Notice required by this Agreement shall be given in writing and shall be deemed given and effective upon delivery provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by:
(a) personal delivery; (b) overnight courier service which obtains confirmation of delivery; or (c) certified pail, return receipt requested, if delivery is confirmed by a return receipt; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:

For Visit Modesto: Visit Modesto, Inc.
1008 12th Street
Modesto, CA 95354
Attention:Todd Aaronson, CEO
For City City of Modesto
P.O. Box 642
Modesto, CA 95353
#6..
- 68 -
10 Attention: Community and Economic Development
Director

16.TERMINATION OF AGREEMENT. Either party, upon one (1) year’s written notice, may terminate this Agreement, without cause. Any unencumbered or unexpended funds paid to Visit Modesto by CITY pursuant to this Agreement shall be repaid to CITY within thirty (30) days after the end of the one (1) year effective termination date. CITY may terminate this Agreement for cause in the event of Visit Modesto’s insolvency, material uncorrected breach of this Agreement after notice and a reasonable opportunity to cure, changes in Visit Modesto’s by-laws, goals, or mission away from promotion of local tourism or business that are unapproved by CITY’s Council.

17.INDEMNITY. Visit Modesto shall hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Visit Modesto , or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement.

Visit Modesto 's obligation to defend, indemnify, and hold the City, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for Visit Modesto to procure and maintain a policy of insurance.

In the event that Visit Modesto or any employee, agent, or subcontractor of Visit Modesto providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Visit Modesto shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Visit Modesto or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

18.DISPUTE RESOLUTION. Venue for all claims, controversies, or disputes arising out of, or relating to the formation of this Agreement, or the breach, termination execution, enforcement, interpretation, or validity of this Agreement, including the determination of the scope or applicability of this contract provision shall be in the #6..
- 69 -
11 Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.

19.ATTORNEYS’ FEES. If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

20.ENTIRE AGREEMENT. This Agreement and its exhibits contain the entire understanding between Visit Modesto and City. All previous proposals, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement.

21.THIRD PARTY BENEFICIARIES. This Agreement is solely between and for the benefit of the City and Visit Modesto, and there are no third party beneficiaries of this Agreement.

22.PARTIAL INVALIDITY.If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

23.WAIVER. The waiver by any party to this Agreement of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.

24.GOVERNING LAW. This Agreement shall be governed according to the laws of the State of California.

25.HEADINGS NOT CONTROLLING. Headings used in the Agreement are for reference purposes only and shall not be considered in construing this Agreement.

26.COMPLIANCE WITH LAWS. Visit Modesto shall insure compliance with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws. Visit Modesto shall fully comply with all applicable federal, state, and local laws, ordinances, regulations and permits

27.CITY BUSINESS LICENSE. Visit Modesto will have a City of Modesto business license.
#6..
- 70 -
12 #6..
- 71 -
1 MODESTO TOURISM MARKETING DISTRICT OWNERS’ ASSOCIATION

AGREEMENT
This Modesto Tourism Marketing District Owners’ Association Agreement (the “Agreement”), dated this day of , 2025, is by and between the City of Modesto, a California municipal corporation (“City”) and “Visit Modesto, Inc”, a California nonprofit corporation (“Visit Modesto”), collectively referred to as the “Parties.”

WITNESSETH
WHEREAS, on June 25, 2019, the City Council adopted Resolution Number 2019-310 , creating the Modesto Tourism Marketing District (“MTMD”) in accordance with the provisions of the Property and Business Improvement District Law of 1994, Streets and Highways Code Section 36600 et seq., (the “1994 Law”).

WHEREAS, on May 14, 2024, the City Council adopted Resolution Number 2024-170, (the “Resolution”), attached as Exhibit A, hereto, renewing the MTMD for a ten-year term in accordance with the provisions of the “1994 Law”.

WHEREAS, Visit Modesto was designated in the Resolution and MTMD Management District Plan as the Owners’ Association in accordance with Streets and Highways Code Section 36612, and as the entity responsible for managing the operations of the MTMD.

WHEREAS, the Streets and Highways Code section 36651 requires a contract between the City and the Owners’ Association.

WHEREAS, On January 28, 2020, by Resolution Number 2020-039, the Modesto City Council approved the MTMD agreement which authorized Visit Modesto to provide marketing and promotional programs intended to increase hotel room night sales at all hotels that remit an MTMD assessment.
#6..
- 72 -
2 WHEREAS, on July 9, 2024 by Resolution 2024-256 the MTMD agreement was extended through June 30, 2025.

WHEREAS, the City desires, and Visit Modesto agrees, to continue to have Visit Modesto perform services on the terms and conditions set forth in this Agreement.

Now, therefore, the parties agree as follows:

1. Term. The term of this Agreement shall begin on the last date signed by all Parties, and end on June 30, 2034, unless extended or sooner terminated by the Parties or, if the MTMD is disestablished prior to June 30, 2034, the effective date of MTMD disestablishment.

2. Engagement. Each Party hereby retains the other Party to provide the services described in Exhibit B, and each Party accepts such engagement.

3. Services Rendered. Visit Modesto shall provide sales and marketing programs and other improvements and activities as set forth in the MTMD Management District Plan (“Management Plan”), attached hereto as Exhibit B. Visit Modesto hereby agrees to abide by all rules and regulations as established by the Resolution, this Agreement and the Management Plan, including, but not limited to, the plan budget, annual report, Brown Act and Public Records Act compliance. Visit Modesto shall submit an annual report to the City for review and approval for each fiscal year for which assessments were levied and collected for the MTMD (the "Annual Report "). The Annual Report shall be prepared in accordance with Section 36650 of the Streets and Highways Code.

4. Payment/Pass-through of Assessments Collected. The City shall distribute to Visit Modesto on or before the 30th day of October, January, April and July, the MTMD assessment funds collected during the preceding calendar quarter, less amount necessary to reimburse the City of Modesto for the actual costs it incurs in administering the assessment, but such amount shall not exceed three percent (3%) of the amount collected. Each quarter, the City will provide Visit Modesto with documentation of its costs to administer the assessment. Neither the City's #6..
- 73 -
3 General Fund, nor any other City fund, revenue source, or any other City monies, shall be transferred to Visit Modesto by the City. All Parties acknowledge and agree that any unpaid MTMD assessments are not a debt of the City, nor a legal or equitable pledge, charge, lien or encumbrance upon any City property or upon City income, receipts or revenues.

5. Independent Contractor. No relationship of employer and employee is created by this Agreement; it being understood and agreed that Visit Modesto is an independent contractor. Visit Modesto is not the agent or employee of City in any capacity whatsoever and City shall not be responsible for any acts or omissions of Visit Modesto nor for any obligations or liabilities incurred by Visit Modesto.

A. Visit Modesto personnel shall not be entitled to any benefits payable to employees of the City.

B. Any third parties employed by Visit Modesto shall be entirely and exclusively under the direction, control and supervision of Visit Modesto, and Visit Modesto shall be solely responsible for and obligated to pay directly all applicable payroll taxes (including federal and state income taxes) or contributions for unemployment insurance or old age pensions or annuities which are imposed by any governmental entity in connection with the labor used or which are measured by wages, salaries or other remuneration paid to Visit Modesto’s employees or agents and agrees to indemnify and hold City harmless from any and all liability which City may incur because of Visit Modesto’s failure to pay such amounts.

C. In carrying out the work contemplated herein, Visit Modesto shall comply with all applicable federal and state workers’ compensation and liability laws and regulations with respect to the officers, agents and/or employees conducting and participating in the work; and agrees that such officers, agent, and/or employees will be considered independent contractors and shall not be treated in any way as officers, agents and/or employees of the City.

D. Visit Modesto hereby agrees to hold City harmless from any and all claims that may be made against City based upon any contention by any third party that an employer-employee relationship exists by reason of this #6..
- 74 -
4 Agreement. In the event that Visit Modesto or any employee, agent or subcontractor of Visit Modesto providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Visit Modesto shall indemnify, defend and hold harmless City for payment of any employee and/or employer contributions for PERS benefits on behalf of Visit Modesto or its employees, agents or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

E. Visit Modesto agrees to perform its work and functions at all times in strict conformance with all applicable federal, state, county and city laws, regulations, resolutions, and currently approved methods and practices in the field; and that the sole interest of City is to ensure that the services shall be performed and rendered in a competent, efficient, timely and satisfactory manner and in accordance with the standards required by the City.

6. Indemnification: Visit Modesto shall indemnify, defend with counsel acceptable to City, and hold harmless CITY, its officers, officials, employees, agents, and volunteers from and against any and all liability, losses, claims, suits, actions, damages, expense, and costs (including without limitations attorneys’ fees) and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state or municipal law or ordinance, arising out of Visit Modesto’s performance of the work described herein or its failure to comply with any applicable law or regulation, except such loss or damage which was caused by the sole negligence or willful misconduct of City.

7. Insurance Provisions. The Visit Modesto shall provide at its own expense and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the City as may be required by the Risk Manager of the City. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the City by #6..
- 75 -
5 certified mail, return receipt requested, for all of the following stated insurance policies.

In the event the certificates of insurance required hereunder do not provide for notice of cancellation to the certificate holder and/or additional insureds, the Visit Modesto shall provide, and shall require its subcontractors to provide, as an express condition precedent to payment hereunder, an endorsement from their insurers providing that the additional insureds identified herein shall be provided 30 days notice of the cancellation on the policies of insurance required hereunder (10 days notice if the policies are cancelled for non-payment of premium). In addition, the named insured on all such policies shall provide to the additional insureds identified herein any notices of cancellation of said insurance policies within five (5) business days of receipt of such notice. The Visit Modesto shall, as a further express condition precedent to payment for work performed, affirm under penalty of perjury that the required insurance on the project remains in place and said insurance has not been cancelled.

A. Worker's Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000.

B. General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations as applicable.

C. Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage.
#6..
- 76 -
6 D. Professional Liability insurance with a minimum limit of $1,000,000 per claim and policy aggregate. If coverage is on a claims made basis it shall be maintained for at least three (3) years following completion of the work.

If at any time any of said policies shall be unsatisfactory to the City, as to form or substance, or if a company issuing such policy shall be unsatisfactory to the City, the Visit Modesto shall promptly obtain a new policy, submit the same to the Risk Manager for approval and submit a certificate thereof as hereinabove provided.

Upon failure of the Visit Modesto to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the City, may be forthwith declared suspended or terminated. Failure of the Visit Modesto to obtain and/or maintain any required insurance shall not relieve the Visit Modesto from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the Visit Modesto concerning indemnification. The City, its agents, officers, officials, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation and Professional Liability. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the City, its agents, officers, officials, employees, and volunteers for losses arising from work performed by Visit Modesto for the City. The Visit Modesto's insurance policy(ies) shall include a provision that the coverage is primary as respects the City; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager. The Visit Modesto must deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

Visit Modesto shall provide CITY with separate endorsements evidencing proof of the CITY’s additional insured status as to both the general liability and automobile liability insurance policies. In addition, Visit Modesto shall provide CITY with a Workers Compensation subrogation waiver by way of a separate
endorsement. All endorsements referenced above must include the applicable policy number.
#6..
- 77 -
7 For any claims related to this project, the Visit Modesto’s insurance coverage shall be primary insurance as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the Visit Modesto’s insurance and shall not contribute with it.

8. Conformity with Law. Visit Modesto shall comply with all applicable laws, ordinances and codes of federal, state and local governments in performance of this Agreement.

9. Taxes. Payment of all applicable federal, state and local taxes shall be Visit Modesto’s sole responsibility.

10. Ownership of Documents.

A. Visit Modesto is the owner of all documents and materials produced and created in support of the MTMD. Visit Modesto hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the City and its assignees all copyright and other use rights in any and all proposals, plans, specifications, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the City, Visit Modesto, Visit Modesto’s subcontractors or third parties at the request of the Visit Modesto (collectively, “Documents and Materials”). This explicitly includes electronic copies of all above stated documentation.

B. Visit Modesto shall be permitted to retain copies, including reproducible copies and computerized copies, of Documents and Materials. Visit Modesto agrees to take such further steps as may be reasonably requested by City to implement the aforesaid assignment. If for any reason said assignment is not effective, Visit Modesto hereby grants the City and any assignee of the City an express royalty – free license to retain and use said Documents and Materials. The City’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not Visit Modesto’s services set #6..
- 78 -
8 forth in Exhibit “A” of this Agreement have been fully performed or paid for.

C. Visit Modesto shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by Visit Modesto shall defend, indemnify and hold the City harmless from any claims for infringement of patent or copyright arising out of such selection.

D. The City’s rights under this Section shall not extend to any computer software used to create such Documents and Materials.

E. Nothing in this Section is intended to, or shall, limit Visit Modesto’s obligations to comply with the California Public Records Act, and make the Documents and Materials available upon request unless an exemption to the California Public Records Act applies.

11. Notices. Notices shall be in writing and shall be deemed to be properly given if delivered, mailed, or sent as follows:

A. A nationally recognized overnight courier, in which case notice shall be deemed delivered one (1) business day after deposit with that courier; B. Hand delivery, in which case notice shall be deemed delivered upon receipt;
C. By United States Mail, by postage prepaid, in which case notice shall be deemed delivered five (5) days after delivery in the United States Mail; or D. Facsimile or similar means if copy of the notice is also sent by United States Mail, in which case notice shall be deemed delivered on transmittal by the facsimile or other similar means, provided that a transmission report is generated by reflecting the accurate transmission of the notice.

All notices under this section shall be given as set forth below. Any party may change its address or facsimile number by giving the other Party notice of the change in any manner permitted by this Agreement.

City: City of Modesto
PO Box 642
Modesto, CA 95353
#6..
- 79 -
9 Attention: Jessica Hill, Director CED
Visit Modesto: Visit Modesto
1008 12th Street
Modesto, CA 95354
Attention: Todd Aaronson, CEO
Any correctly addressed notice that is refused, unclaimed, or undeliverable because of an act or omission of the party to be notified shall be deemed effective as of the first date that said notice was refused, unclaimed, or deemed undeliverable by the postal authorities, messenger, or overnight delivery service.

12. Use of City Property. Visit Modesto shall not use City property, including equipment, instruments and supplies, or personnel for any purpose other than the performance of its obligations under this Agreement.

13. Audits and Records Access.

A. Visit Modesto shall make available to the City, its authorized agents, officers or employees, for examination any and all ledgers, books of accounts, invoices, payroll records, vouchers, cancelled checks, and other records or documents evidencing or relating to the expenditures and disbursement of MTMD assessment funds, and shall furnish to City, its authorized agents, officers or employees, such other evidence or information as the City may require with regard to any such expenditure or disbursement charged by Visit Modesto.

B. Visit Modesto shall maintain full and adequate records in accordance with City requirements to show the actual costs incurred by Visit Modesto in the performance of this Agreement. If such books and records are not kept and maintained by Visit Modesto within the City, Visit Modesto shall, upon request of City make such books and records available to City for inspection at a location within the City or Visit Modesto shall pay to City the reasonable and necessary costs incurred by City in inspecting Visit Modesto’s books and records, including, but not limited to, travel, lodging and subsistence costs. Visit Modesto shall provide such assistance as #6..
- 80 -
10 may be reasonably required in the course of such inspection. The City further reserves the right to examine and re-examine said books, records and data during the four (4) year period following the termination of this Agreement, or completion of all work hereunder, as evidenced in writing by City, and Visit Modesto shall in no event dispose of, destroy, alter or mutilate said books, records, accounts and data in any manner whatsoever for four (4) years after any pending issues between the City and Visit Modesto with respect to this Agreement are closed, whichever is later.

C. The records required by subsection A and B above shall be provided promptly to the City upon request. Failure to provide such records within a reasonable period of time shall be a breach of this Agreement.

D. Visit Modesto will pay for a biannual independent Certified Public Accountant (CPA) firm to conduct a comparative financial audit of its finances for each fiscal year in accordance with generally accepted accounting principles (U.S. GAAP), for submission to and approval by the City. The audit shall be performed by a qualified CPA firm, reasonably acceptable to the City’s Finance Director. The first annual audit shall be due by December 31, 2025, for the fiscal year ending June 30, 2025, with subsequent audits continuing on an annual basis and due six months after the fiscal year-end.

14. Documents and Materials. Visit Modesto shall maintain and make available to City for its inspection and use during the term of this Agreement, all Documents and Materials, as defined in this Agreement. Visit Modesto’s obligations shall continue for four (4) years following the termination or expiration of this Agreement and Visit Modesto shall in no event dispose of, destroy, alter or mutilate said Documents and Materials, for four (4) years following City’s last payment to Visit Modesto under this Agreement.

15. Termination/Disestablishment. The City has and reserves the right to suspend, terminate or abandon the execution of any work by Visit Modesto without cause at any time after the adoption of a resolution of intention to disestablish the MTMD pursuant to the 1994 Law by City and upon providing Visit Modesto a copy of the adopted resolution of intention. In the event the City disestablishes #6..
- 81 -
11 the MTMD, Visit Modesto shall be entitled to retain Visit Modesto revenues only for paying the Visit Modesto’s current liabilities of the MTMD. Pursuant to the 1994 Law, Visit Modesto shall refund to City any remaining MTMD revenues to enable distribution of the revenues to the businesses that paid the assessment.

16. Licensing Requirements. To the extent the business license requirements of the Modesto Municipal Code apply, Visit Modesto and any subcontractors subject to the requirements must acquire at their sole expense a business license from City in accordance with the Code. Such licenses must be kept valid throughout the Agreement term. Visit Modesto represents and warrants to City that Visit Modesto and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice in their respective professions. Visit Modesto expressly represents and warrants to City that Visit Modesto and its employees, agents, and any subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions.

17. Advertising or Publicity. Visit Modesto shall not use, reproduce or copy the seal of the City and shall not represent the City in an official capacity as spokesperson or officer or agent or use the name City of Modesto, or the names of the City’s officers, employees or agents, in advertising or publicity releases or otherwise without securing the prior written consent of City in each instance. Nothing in this Section prohibits Visit Modesto from using the name “Modesto Tourism Marketing District” or “City of Modesto” for regional identification for promotion and marketing of the MTMD.

18. Choice of Law and Venue. This Agreement and any dispute arising from it shall be governed by the Laws of the State of California. Any legal action arising out of this Agreement shall be filed in and adjudicated by a court of competent jurisdiction in the County of Stanislaus, California.

19. Non-Discrimination. In performing this Agreement, Visit Modesto shall not discriminate against any employee, recipient of Visit Modesto’s services, or any other person, on the basis of a person’s race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, marital status, #6..
- 82 -
12 gender, or sexual orientation, and shall comply with all applicable local, state and federal laws relating to nondiscrimination.

20. Entire Agreement. This Agreement, including all attachments, exhibits, and any other documents specifically incorporated into this Agreement, shall constitute the entire agreement between City and Visit Modesto relating to the subject matter of this Agreement. As used herein, Agreement refers to and includes any documents incorporated herein by reference and any exhibits or attachments.

This Agreement supersedes and merges all previous understandings, and all other agreements, written or oral, between the parties and sets forth the entire understanding of the parties regarding the subject matter thereof. This Agreement may not be modified except by a written document signed by both parties.

21. Modification of Agreement. This Agreement may be supplemented, amended or modified only by mutual agreement of the parties; however, this Agreement shall be subject to any amendments to the MTMD Management District Plan adopted by the City Council pursuant to the 1994 Law. No supplement, amendment or modification of this Agreement, except for a duly adopted amendment to the MTMD Management District Plan, shall be binding unless it is in writing and signed by authorized representatives of both parties.

22. Assurance of Performance. If at any time the City has good objective cause to believe Visit Modesto may not be adequately performing its obligations under this Agreement or that Visit Modesto may fail to complete services as required by this Agreement, City may request from Visit Modesto prompt written assurances of performance and a written plan acceptable to City, to correct the observed deficiencies in Visit Modesto’s performance. Visit Modesto shall provide such written assurances and written plan within thirty (30) calendar days of its receipt of City’s request and shall thereafter diligently commence and fully perform such written plan. Visit Modesto acknowledges and agrees that any failure to provide such written assurances and written plan within the required time is a material breach under this Agreement.

23. Subcontracting and Assignments. Visit Modesto shall not subcontract, assign or delegate any portion of this Agreement or any duties or obligations hereunder #6..
- 83 -
13 without the City’s prior written approval. Visit Modesto may use subcontractors to provide services without prior written consent of the City.

24. Severability. If a court of competent jurisdiction holds any provision of this Agreement to be illegal, unenforceable, or invalid in whole or in part for any reason, the validity and enforceability of the remaining provisions, or portions of them, will not be affected, unless an essential purpose of this Agreement would be defeated by the loss of the illegal, unenforceable, or invalid provision.

25. Conflict of Interest. Visit Modesto warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would create a “conflict of interest”, as that term is defined in the Political Reform Act (Gov. Code § 81000 et seq), for Visit Modesto in the performance of this Agreement. Visit Modesto warrants that, in performance of this Agreement, Visit Modesto shall not employ any person having any such interest. Visit Modesto understands that, if this Agreement is made in violation of Government Code § 1090 et seq., the entire Agreement is void and Visit Modesto will not be entitled to any compensation for services performed. Visit Modesto agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this contract if so required at the option of City.

26. Interpretation. Each party hereto has had an equivalent opportunity to participate in the drafting of the agreement and/or to consult with legal counsel. Therefore, the usual construction of an agreement against the drafting party shall not apply hereto. This Agreement is made solely
#6..
- 84 -
14 IN WITNESS WHEREOF, the CITY, a Municipal Corporation, has authorized the execution of this MODESTO TOURISM MARKETING DISTRICT OWNERS’ ASSOCIATION AGREEMENT in duplicate by its City Manager and attestation by its City Clerk (under authority of Resolution No. adopted by the Council of the City of Modesto) on the day of , and the VISIT MODESTO
has caused this Agreement to be duly executed.

CITY OF MODESTO, VISIT MODESTO
a municipal corporation
By By
JOSEPH P. LOPEZ, Name TODD AARONSON
City Manager CEO
ATTEST: (Seal)
By

DIANE NAYARES-PEREZ, CMC,
City Clerk
APPROVED AS TO FORM:

By
JOSE M. SANCHEZ,
City Attorney

By

MATTHEW BRAELEY, ARM-PE,
Risk Manager
* Corporations - signature of two (2) officers required or one (1) officer plus corporate seal.

Partnership - signature of a partner required
Sole Proprietorship - signature of proprietor required
#6..
- 85 -
15 EXHIBIT A
[Attach resolution for this Exhibit]
#6..
- 86 -
16 EXHIBIT B
[Attach Management Plan for this Exhibit]
#6..
- 87 -

CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 3, 2025
Date: May 29, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jessica Hill, Director of Community and Economic Development SUBJECT: Modesto Tourism Marketing District Assessment Rate Change CONTACT: Trevin W. Barber, Economic Development Manager [email protected], 209-577-5244
DESCRIPTION:

Consider approving the Modesto Tourism Marketing District Assessment Rate Change by

0.5% to 1.5% effective July 1, 2025, and by 0.5% to 2.0% effective July 1, 2026. (Funding Source: Modesto Tourism Marketing District)
STRATEGIC PLAN ELEMENT:

This action supports the City’s 2020-2025 Strategic Plan’s Area of Focus to promote its economic vitality goals to drive the success of a vibrant and economically sustainable business climate, build and promote a recognizable and desirable identity of the City of Modesto, and to make Downtown Modesto a regional destination.
 Goal E: Drive the success of a vibrant and economically sustainable business climate.  Goal F: Build and promote a recognizable and desirable identify for the City of Modesto BACKGROUND:

The Modesto Tourism Marketing District (District or MTMD) is a benefit assessment district to provide a continuous revenue source to help fund marketing and sales promotion efforts for certain Modesto lodging businesses. This approach has been used successfully in other destination areas throughout the state to improve tourism and drive additional room nights to assessed lodging businesses. The District includes all lodging businesses with twenty (20) rooms or more, existing and in the future, available for public occupancy located within the boundaries of the City of Modesto.

Lodging business owners decided to pursue renewal of the District in order to continue a revenue source devoted to marketing Modesto as a tourist, meeting, and event destination. The District generates approximately $430,540 on an annual basis for promotion of travel and tourism specific to Modesto.

Tourism Marketing Districts (TMDs or districts) utilize the efficiencies of private sector operation in the market-based promotion of tourism. These special assessment districts allow lodging #7..
- 88 -
City Council, June 3, 2025
Modesto Tourism Marketing District Assessment Rate Change

business owners to organize their efforts to increase tourism. Lodging business owners within a district fund the district, and those funds are used to provide services that are desired by and benefit the lodging businesses within the district.

Tourism Marketing Districts benefits:
 Funds cannot be diverted for other government programs.  They are customized to fit the needs of each destination.  They allow for a wide range of services; including destination marketing, tourism promotion, and sales lead generation;
 They are designed, created and governed by those who will pay the assessment; and  They provide a stable funding source for tourism promotion.

In California, Tourism Marketing Districts are primarily formed pursuant to the Property and Business Improvement District Law of 1994 (‘94 Law). This law allows for the creation of special benefit assessment districts to raise funds within a specific geographic area. The key difference between Tourism Marketing Districts and other special benefit assessment districts is that funds raised are returned to the private non-profit corporation governing the Tourism Marketing Districts.

The current annual assessment rate is one percent (1%) of gross short-term sleeping room rental revenue, and is currently approved through July 1, 2034.

During the District’s ten (10) year term, upon the recommendation of the District Committee and approval by the Modesto City Council, the assessment rate may be increased by the Owners’ Association to a maximum rate of three percent (3%) of gross short-term sleeping room rental revenue for assessed businesses as described in the Management District Plan. The increase in any year shall not exceed one-half of one percent (0.50%) of gross short-term sleeping room rental revenue as detailed in the Management District Plan.

DISCUSSION:

On December 10, 2024, the Board of the Modesto Tourism Marketing District unanimously approved increasing the Tourism Fee by 0.5%—from 1% to 1.5% effective July 1, 2025, and by another 0.5%—from 1.5% to 2.0% effective July 1, 2026.

Figure 1: Chart of Current MTMD Rates Compared to Proposed by Fiscal Year Year Current MTMD Rate Proposed MTMD Rate
FY 25 1.0% 1.0%
FY 26 1.0% 1.5%
FY 27 1.0% 2.0%
Tourism Fee funds must be spent on specific benefit to the district members which, in this case, are guest room sales and occupancy related programs. The plans specifically include, but are not limited to marketing to, or for:
 Domestic Tour Operators
 International Tour Operators
 Global OTA’s (online travel agent programs)
 Global Tourism Partners (i.e.; trip advisor)
#7..
- 89 -
City Council, June 3, 2025
Modesto Tourism Marketing District Assessment Rate Change

 Youth Sports
 Creative and Marketing to support all of the above
 Staff to focus on all of the above
Per the MTMD Management District Plan, the initial annual assessment rate for gross short-term sleeping room rental revenue is set at one percent (1%). The TMD Committee may recommend adjustments to the assessment rate, which, if approved by VM’s Board, will then require Council approval.

Any adjustments to the rate may increase by up to one-half of one percent (0.50%) annually, with the total assessment rate not exceeding three percent (3%). It is important to note that any increase each year may be less than the maximum 0.50% and will be subject to review and approval by both the TMD committee and Council.

The District anticipates that following Council approval, the increase will take approximately ninety days (90) to become effective.

FISCAL IMPACT:

If approved by City Council, the MTMD rate will increase along with MTMD Revenues. The City of Modesto shall be paid based upon the actual costs it incurs in administering the assessment, subject to audit, but such amount shall not exceed three percent (3%) of the amount collected to cover the costs of collecting the assessment. The chart below depicts the relevant figures. The forecasted figures are calculated from the average of the past, full three years of FY 22, FY 23, and FY 24 for an average of $386,329.95, plus proposed percentage increase.

Figure 2: Chart of Past MTMD Revenues
Year MTMD Revenues
FY 20 $265,490.99
FY 21 $314,299.84
FY 22 $396,583.24
FY 23 $384,353.47
FY 24 $378,053.14
FY 251 $177,092.94
Figure 3: Chart of Forecasted MTMD Revenues
Year MTMD
Rate
MTMD
Revenues
FY 26 1.5% $579,494.93
FY 27 2.0% $772,659.90
1 Partial year
#7..
- 90 -
City Council, June 3, 2025
Modesto Tourism Marketing District Assessment Rate Change

COMMITTEE RECOMMENDATION:

This item was presented to the Economic Development Committee on May 5, 2025, and was recommended to forward to Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Modesto Tourism Marketing District Assessment Rate Change by 0.5% to 1.5% effective July 1, 2025, and by an additional 0.5% to 2.0% effective July 1, 2026.

Approved by:

Jessica Hill, Director of Community and
Economic Development
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. MTMD Management District Plan: 2025-2034

3. MTMD Board of Directors Special Resolution Approving Rate Increase #7..
- 91 -
06/3/2025/CED/JHill/Item # 1 2025-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX

RESOLUTION APPROVING THE MODESTO TOURISM MARKETING DISTRICT ASSESSMENT RATE CHANGE BY 0.5% TO 1.5% EFFECTIVE JULY 1, 2025, AND BY AN ADDITIONAL 0.5% TO 2.0% EFFECTIVE JULY 1, 2026
WHEREAS, the Property and Business Improvement District Law of 1994 (Streets and Highway Code §36600 et. seq)(“The 1994 Law”) authorizes the city to establish business improvement districts upon petition by a weighted majority of the business owners located within the boundaries of the district; and
WHEREAS, the City Council established the Modesto Tourism Marketing District (“MTMD”) on May 7, 2019 by Resolution No. 2019-213; and WHEREAS, on May 14, 2024, the City Council adopted Resolution Number 2024-170 renewing the MTMD for a ten-year term, approving a maximum assessment of 3% of gross shortterm sleeping room rental revenue, and establishing the initial assessment amount as 1% of gross short-term sleeping room rental revenue; and
WHEREAS, pursuant to the 1994 Law, the MTMD is subject to a Management District Plan approved by the City Council; and
WHEREAS, Visit Modesto (formerly known as Modesto Convention and Visitor’s Board) was designated in the Management District Plan as the Owners’ Association in accordance with Streets and Highways Code Section 36612, and as the entity responsible for managing the operations of the MTMD; and
WHEREAS, the Management District Plan authorizes the assessment amount to be increased by 0.5% per year, up to a maximum of 3%, with the approval of the Visit Modesto Board and City Council; and
#7..
- 92 -
06/3/2025/CED/JHill/Item # 2 2025-XX
WHEREAS, the Modesto Tourism Marketing District shall include all lodging businesses located within the boundaries of City of Modesto, whom are shown in the map attached as Exhibit “A”, attached hereto and incorporated herein by reference; and WHEREAS, as authorized by the Management District Plan, Visit Modesto has petitioned the City Council to adjust the current assessment rate; and WHEREAS, the public purpose in providing such funding is the economic benefit that accrues to businesses and citizens of Modesto as a result of Visit Modesto’s promotion and marketing of Modesto for meetings, conventions, tour groups, and other visitor activities; and WHEREAS, the current assessment rate is one percent (1%) of gross short-term sleeping room rental revenue; and
WHEREAS, upon recommendation of the Visit Modesto’s Board of Directors and approval by the Modesto City Council, the assessment rate may be increased by the Owner’s association to a maximum of three percent (3%) of gross short-term sleeping room rental revenue; and
WHEREAS, the increase in any year shall not exceed one-half of one percent (0.50%) of gross short-term sleeping room rental revenue; and
WHEREAS, the Visit Modesto’s Board of Directors have requested to increase the current assessment rate by 0.5% to 1.5% effective July 1,2025 and by an additional 0.5% to 2.0% effective July 1, 2026.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto, that it hereby approves the Modesto Tourism Marketing District Assessment Rate Change by 0.5% to

1.5% effective July 1, 2025, and by an additional 0.5% to 2.0% effective July 1, 2026. #7..
- 93 -
06/3/2025/CED/JHill/Item # 3 2025-XX
BE IT FURTHER RESOLVED, that the City Manager, or his designee, is authorized to take all steps necessary to carry out the purpose of this Resolution.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 3th day of June, 2025, by Councilmember ,, who moved its adoption, which motion being duly seconded by Councilmember ,, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _____________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
#7..
- 94 -
06/3/2025/CED/JHill/Item # 4 2025-XX

EXHIBIT A
District Boundaries
#7..
- 95 -
April 11, 2019
R

MODESTO TOURISM MARKETING DISTRICT

MANAGEMENT DISTRICT PLAN
Prepared pursuant to the Property and Business Improvement District Law of 1994, Streets and Highways Code section 36600 et seq.
2024-2034
January 10, 2024
#7..
- 96 -

CONTENTS
I. OVERVIEW.......................................................................................................................................... 3 II. BACKGROUND................................................................................................................................. 5 III. ACCOMPLISHMENTS ..................................................................................................................... 6 IV. BOUNDARY........................................................................................................................................ 8 V. ASSESSMENT BUDGET AND SERVICES..............................................................................10 A. Annual Service Plan.......................................................................................................... 10 B. Annual Budget .................................................................................................................. 11 C. California Constitutional Compliance .............................................................................. 13 D. Assessment........................................................................................................................ 15 E. Interest and Penalties ........................................................................................................ 16 F. Time and Manner for Collecting Assessments................................................................. 16 VI. GOVERNANCE ...............................................................................................................................17 A. Owners’ Association......................................................................................................... 17 B. Brown Act and California Public Records Act Compliance ............................................ 17 C. Annual Report................................................................................................................... 17 APPENDIX 1 – LAW ....................................................................................................................................18 APPENDIX 2 – ASSESSED BUSINESSES..............................................................................................31 Prepared by
Civitas
(800)999-7781
www.civitasadvisors.com
#7..
- 97 -
MTMD Management District Plan 3
January 10, 2024
I. OVERVIEW
Developed by Visit Modesto, Inc. (VM) and Modesto lodging businesses, the Modesto Tourism Marketing District (MTMD) is an assessment district proposed to continue to provide specific benefits to payors, by funding marketing and sales promotion efforts for assessed businesses. This approach has been used successfully in other destination areas throughout the country to provide the benefit of additional room night sales directly to payors. The MTMD was created in 2019 for a four (4) year and eleven (11) month term. VM, Modesto lodging businesses, now wish to renew the MTMD for an additional ten (10) year term.

Location: The renewed MTMD includes all lodging businesses with twenty (20) rooms or more, existing and in the future, available for public occupancy located within the boundaries of the City of Modesto (referred to herein as “assessed businesses”), as shown on the map in Section IV.

Services: The MTMD is designed to provide specific benefits directly to payors by increasing awareness and demand for room night sales. Marketing and sales promotions will increase demand for overnight tourism and market payors as tourist, meeting, and event destinations, thereby increasing demand for room night sales.

Budget: The total MTMD annual assessment budget for the initial year of its ten (10) year operation is anticipated to be approximately $430,540. A similar budget is expected to apply to subsequent years, but this budget is expected to fluctuate as room sales do, as businesses open and close, and if assessment rates are increased as detailed in Section V.

Cost: The annual assessment rate is one percent (1%) of gross short-term sleeping room rental revenue. Based on the benefit received, assessments will not be collected on:
stays of more than twenty-seven (27) consecutive days; stays by any officer or employee of a foreign government who is exempt by reason of express provision of federal law or international treaty; stays by any officer or employee of the United States Government, or of a federal credit union, or of a state, county, city or other domestic public entity who pays rent in the discharge of official government business; and stays by any officer or employee of a bank or insurance company who pays rent in the discharge of official bank or insurance company business.

During the MTMD’s ten (10) year term, upon the recommendation of the TMD Committee and approval by the Modesto City Council, the assessment rate may be increased by the Owners’ Association to a maximum rate of three percent (3%) of gross short-term sleeping room rental revenue for assessed businesses as described in Section V. The increase in any year shall not exceed one-half of one percent (0.50%) of gross short-term sleeping room rental revenue as detailed in Section V. #7..
- 98 -
MTMD Management District Plan 4
January 10, 2024
……………………………………………………..

Collection: The City of Modesto (City) will be responsible for collecting the assessment (including any delinquencies, interest, and penalties) from each assessed business located in the boundaries of the MTMD. As the tax administrator, the City shall have the flexibility to determine and set the assessment collection schedule (monthly/quarterly). The City shall take all reasonable efforts to collect the assessments from each assessed business.

Duration: The renewed MTMD will have a ten (10) year life, beginning July 1, 2024, or as soon as possible thereafter, and ending ten (10) years from its start date. After ten (10) years, the MTMD may be renewed pursuant to the Property and Business Improvement District Law of 1994, Streets and Highways Code section 36600 et seq. (94 Law) if business owners support continuing the MTMD programs. Once per year, beginning on the anniversary of MTMD formation, there is a thirty (30) day period in which owners paying fifty percent (50%) or more of the assessment may protest and initiate a City Council hearing on MTMD termination.

Management: With the approval of the Modesto City Council, Visit Modesto, Inc. (VM) shall continue to serve as the MTMD’s Owners’ Association. The Owners’ Association is charged with managing funds and implementing programs in accordance with this Plan and must provide annual reports to the City Council. VM shall create a TMD Management Committee comprised of lodging business owners paying the assessment. The TMD Management Committee shall be tasked with determining how MTMD funds are spent within the designated programs in this Plan, subject to final approval by VM’s Board.
#7..
- 99 -
MTMD Management District Plan 5
January 10, 2024
II. BACKGROUND
TMDs are an evolution of the traditional Business Improvement District. The first TMD was formed in West Hollywood, California in 1989. Since then, over 100 California destinations have followed suit. In recent years, other states have begun adopting the California model –Illinois, Minnesota, Massachusetts, Montana, South Dakota, Washington, Colorado, Texas, and Louisiana have adopted TMD laws. Several other states are in the process of adopting their own legislation. The cities of Wichita, Kansas and Newark, New Jersey used an existing business improvement district law to form a TMD. Additionally, some cities, like Portland, Oregon and Memphis, Tennessee have utilized their home rule powers to create TMDs without a state law.

California’s TMDs collectively
raise over $500 million
annually for local destination
marketing. With competitors
raising their budgets, and
increasing rivalry for visitor
dollars, it is important
that Modesto lodging
businesses continue to invest
in stable, commerce-specific
marketing programs.

TMDs utilize the efficiencies
of private sector operation in the market-based promotion of tourism districts. TMDs allow lodging business owners to organize their efforts to increase commerce. Lodging business owners within the TMD pay an assessment and those funds are used to provide services that increase commerce.

In California, most TMDs are formed pursuant to the Property and Business Improvement District Law of 1994. This law allows for the creation of a benefit assessment district to raise funds within a specific geographic area. The key difference between TMDs and other benefit assessment districts is that funds raised are returned to the private non-profit corporation governing the district.

There are many benefits to TMDs:
• Funds must be spent on services and improvements that provide a specific benefit only to those who pay;
• Funds cannot be diverted to general government programs; • They are customized to fit the needs of payors in each destination; • They allow for a wide range of services;
• They are designed, created, and governed by those who will pay the assessment; and • They provide a stable, long-term funding source for tourism promotion. #7..
- 100 -
MTMD Management District Plan 6
January 10, 2024
III. ACCOMPLISHMENTS

1. TOT Revenue
• Since the 2018/19 Fiscal Year, total TOT (Transient Occupancy Tax) revenue has increased by over 21%
• In marketing spending on tour and travel related business has increased by over 24% (DRA reports)

2. Pandemic Revenue
Throughout the pandemic, the Modesto Hospitality market achieved the best results in the Central Valley. In the fiscal year 2021-22, the market performance for Modesto far exceeded all cities of the Central Valley in Occupancy and RevPAR resulting in a record year for TOT at $3.6M. More importantly, in the fiscal year ending June 30, 2020, after 90 days of a global standstill, the TOT performance in Modesto exceeded the best year in collection history (2018-19). All these achievements occurred while the global travel industry was in constant flux.

More importantly, compared to the Central Valley’s largest cities while experiencing the reduced room count, Modesto outperformed every city in pre-pandemic v post-pandemic performance for 2022-23 in both Occupancy and RevPAR. Note that while all cities experienced a loss in occupancy, Modesto had the lowest variance and was the only city to GROW in RevPAR.

3. February/March Growth
Upon inception, the Visit Modesto team committed to the MTMD that ‘shoulder periods’ would be the primary focus of efforts to grow occupancy & RevPAR. The first initiative was launched in February 2020, the Almond Blossom Cruise, for the February/March season with a unique Agricultural Tourism and a long-drive market-stay-overnight angle. The results have been incredible, though a global pandemic almost brought tourism to a grinding halt starting in February of 2020.

The results for RevPAR performance are below compared to pre-pandemic levels; REVPAR 2019 2020 2021. 2022. 2023.

February $64.27 $66.44 $66.80 $77.53 $83.17
March $71.28 $49.91* $77.84 $82.80 $79.60
*Global quarantines began in March 2020
The end result is incredible with a 29.5% increase for February and a 11.7% increase for March.

These types of results exemplify the reason the MTMD was formed and the potential that the team at Visit Modesto has to impact tourism when the market conditions and travel trends are aligned for new initiatives.

4. Destination Programs
During the pandemic, Visit Modesto had several successful initiatives that brought significant visitor impact during traditionally low occupancy, low visitation periods; • Almond Blossom Cruise; increased occupancy and revenues for February/March. In 2022, in the heart of the Pandemic when the weather was good (2023 had 40 out of 45 days with rain) the Almond Blossom Cruise generated over 100K Visitor Trips alone! • MoCheer impacts December visitor traffic.
• MoFresh is creating more opportunities for visitors to stay for more than gas fill-ups May through August
#7..
- 101 -
MTMD Management District Plan 7
January 10, 2024
• MoPink has created both local and regional reasons to spend more in Modesto and have an impact on charities that keep money local in support of local programs

5. Global Perception of Modesto
With a change in focus from a one-dimensional value proposition of Modesto, Graffiti Summer, there has been an incredible public relations impact for the community. Modesto’s restaurants, agricultural attractions and murals have all received national press attention.

Awards & Accolades – Modesto is no longer on all the ‘naughty’ lists! - 2021; ESTO Award Finalist (1 of 3 in the US) US Travel Excellence Award - 2021; Poppy Award Finalist (1 of 3 in California) Visit CA Excellence Award - 2022; Top Cities for Cyclists
- 2022; Best Places to Live US News & World Report
- 2023; #8 Best Places to Live in CA Forbes2023
- 2023; #87 Best Cities in America (made the top 100 list!!!) - 2023; #1 Hidden Gem Live Music City in the US
Public Relations/Influencers & Major Media
- Key Highlights
o 2021; Good Day Sacramento (7 times), ABC 10 & Fox 40 Sacramento o 2022; HiTravel Tales, Forbes, Travel Pulse, SF Gate September o 2023; NBC Los Angeles, Thrillist, Secret San Francisco, Washington Post, Tasting Table, KNBC Los Angeles, KSND San Diego, KOVR Sacramento, SF Gate, HelloRubyDoodle, Momtastic, Travel Tweeks, Tennessee Tribune, Yahoo Canada #7..
- 102 -
MTMD Management District Plan 8
January 10, 2024
IV. BOUNDARY
The MTMD will include all lodging businesses with twenty (20) rooms or more, existing and in the future, available for public occupancy within the boundaries of the City of Modesto (referred to herein as “assessed businesses”), as shown in the map on the following page.

Lodging business means: any structure, or any portion of any structure within the City, which is intended or designed for lodging or sleeping purposes wherein the owner or operator thereof offers occupancy, defined as the use or possession, or the right to use or possession granted by the owner or operator thereof for compensation of any room or rooms or portion thereof for lodging or sleeping purposes. Lodging business does not include any vacational rental, vacation rental unit, short-term vacation rental, nor any hospital, medical clinic, convalescent home or other temporary or permanent domicile equipped primarily for the care of aged or infirm people.

A complete listing of assessed businesses within the renewed MTMD, can be found in Appendix 2. #7..
- 103 -
MTMD Management District Plan 9
January 10, 2024
#7..
- 104 -
MTMD Management District Plan 10
January 10, 2024
V. ASSESSMENT BUDGET AND SERVICES
A. Annual Service Plan
Assessment funds will be spent to provide specific benefits conferred or privileges granted directly to the payors that are not provided to those not charged, and which do not exceed the reasonable cost to the City of conferring the benefits or granting the privileges. The privileges and services provided with the MTMD funds are sales and marketing programs available only to assessed businesses.

A service plan assessment budget has been developed to deliver services that benefit the assessed businesses. A detailed annual assessment budget will be developed and approved by VM. The chart below illustrates the initial annual assessment budget allocations. These activities and allocations will also apply in subsequent years. The total initial assessment budget is estimated to be $430,540.

Although actual revenues will fluctuate due to market conditions, the proportional allocations of the budget shall remain the same. However, the City and VM’s Board shall have the authority to adjust budget allocations between the categories by no more than fifteen percent (15%) of the total budget per year. A description of the proposed improvements and activities for the initial year of operation is below. The same activities are proposed for subsequent years. In the event of a legal challenge against the MTMD, any and all assessment funds may be used for the costs of defending the MTMD.

Each budget category includes all costs related to providing that service in accordance with Generally Accepted Accounting Procedures (GAAP). For example, the sales and marketing budget includes the cost of staff time dedicated to overseeing and implementing the sales and marketing program. Staff time dedicated purely to administrative tasks is allocated to the administrative portion of the budget.

The costs of an individual staff member may be allocated to multiple budget categories, as appropriate Administration &
Collection, $64,581
, 15%
Contingency /
Reserve / Renewal,
$21,527 , 5%
Sales &
Marketing,
$344,432 , 80%
Initial Annual Assessment Budget - $430,540
#7..
- 105 -
MTMD Management District Plan 11
January 10, 2024
in accordance with GAAP. The staffing levels necessary to provide the services below will be determined by VM on an as- needed basis.

Sales and Marketing
A sales and marketing program promotes assessed businesses as tourist, meeting, and event destinations. The sales and marketing program will have a central theme of promoting Modesto as a desirable place to visit. The program has the goal of increasing overnight visitation and room night sales at assessed businesses, and may include, but not limited to, the following activities:
• Multi-media marketing efforts including digital, print, and other diversified media strategies curated to target prospective visitors and maximize online presence and visibility; • Television ads targeted at potential visitors;
• Radio ads targeted at potential visitors;
• Attendance of trade shows;
• Special events highlighting unique aspects of Modesto; • Preparation and production of collateral promotional materials such as brochures, flyers, and maps;
• Data and industry analytics used for marketing;
• Participation fees and attendance of professional industry conferences and affiliation events; • Lead generation activities designed to attract tourists and group events to Modesto; and • Any agency fees and commissions related to the execution of programs and activities authorized by this Plan.

Administration and Collection
The administration portion of the budget shall be utilized for administrative staffing costs, office costs, and other general administrative costs such as insurance, legal, and accounting fees. The collection portion of the budget shall be utilized for paying the City of Modesto for the costs of collecting the assessment. The City of Modesto shall be paid based upon the actual costs it incurs in administering the assessment, subject to audit, but such amount shall not exceed three percent (3%) of the amount collected to cover the costs of collecting the assessment.

Contingency/Reserve/Renewal
A portion of the budget will be allocated to a contingency fund to account for lower than anticipated collections. If collected contingency funds remain in the budget near the expiration of the MTMD’s term, and business owners wish to renew the District, the contingency funds may be used for renewal costs.

B. Annual Budget
The total ten (10) year assessment budget is projected at approximately $430,540 annually, or $4,305,400 through FY 2033 – 34 if assessment rates are not increased. If the maximum assessment rate increases are adopted, the estimated total assessment budget through FY 2033 – 34 is $10,736,500 This amount may fluctuate as sales and revenue increase at assessed businesses, and as businesses open and close, but is not expected to change significantly over the term. #7..
- 106 -
MTMD Management District Plan 12
January 10, 2024
The initial annual assessment rate is one percent (1%) of gross short-term sleeping room rental revenue. Upon the recommendation of the TMD Committee, the assessment rate may be increased by VM’s Board and subject to Modesto City Council approval, up to a maximum of one-half of one percent (0.50%) per year to a maximum rate of three percent (3%). However, the assessment rate increase in any given year may be an amount less than one-half of one percent (0.50%). For example, the assessment rate in FY 2025-26 could be increased by one-quarter of one percent (0.25%) and in FY 2026-27 the assessment rate could be increased by another one-quarter of one percent (0.25%), etc. up to a maximum assessment rate of three percent (3%).

The table below demonstrates the estimated maximum budget with the assumption that the assessment rate will be increased at the earliest opportunity as it is a required disclosure, it is not the anticipated course of action. Alternate courses of action may be taken in regard to implementing the assessment rate increase other than what is demonstrated in the chart below, within the parameters of this Management District Plan.

Estimated Annual Budget If Maximum Assessment Rates Are Adopted Fiscal
Year Sales & Marketing Administration & Collection
Contingency /
Reserve / Renewal Total
2024-25 $344,432 $64,581 $21,527 $430,540
2025-26 $516,648 $96,872 $32,291 $645,810
2026-27 $688,864 $129,162 $43,054 $861,080
2027-28 $861,080 $161,453 $53,818 $1,076,350
2028-29 $1,033,296 $193,743 $64,581 $1,291,620
2029-30 $1,033,296 $193,743 $64,581 $1,291,620
2030-31 $1,033,296 $193,743 $64,581 $1,291,620
2031-32 $1,033,296 $193,743 $64,581 $1,291,620
2032-33 $1,033,296 $193,743 $64,581 $1,291,620
2033-34 $1,033,296 $193,743 $64,581 $1,291,620
Total $8,610,800 $1,614,525 $538,175 $10,763,500
The table below demonstrates the annual improvement and service plan budget with the assumption that the rates will not be increased during the MTMD’s term. #7..
- 107 -
MTMD Management District Plan 13
January 10, 2024
Estimated Annual Budget if Assessment Rates Are Not Increased Fiscal
Year Sales & Marketing Administration & Collection
Contingency /
Reserve / Renewal Total
2024-25 $322,905 $64,581 $21,527 $430,540
2025-26 $344,432 $64,581 $21,527 $430,540
2026-27 $344,432 $64,581 $21,527 $430,540
2027-28 $344,432 $64,581 $21,527 $430,540
2028-29 $344,432 $64,581 $21,527 $430,540
2029-30 $344,432 $64,581 $21,527 $430,540
2030-31 $344,432 $64,581 $21,527 $430,540
2031-32 $344,432 $64,581 $21,527 $430,540
2032-33 $344,432 $64,581 $21,527 $430,540
2033-34 $344,432 $64,581 $21,527 $430,540
Total $3,422,793 $645,810 $215,270 $4,305,400
C. California Constitutional Compliance
The MTMD assessment is not a property-based assessment subject to the requirements of Proposition 218. Courts have found Proposition 218 limited the term ‘assessments’ to levies on real property.1 Rather, the MTMD assessment is a business-based assessment, and is subject to Proposition 26.

Pursuant to Proposition 26 all levies are a tax unless they fit one of seven exceptions. Two of these exceptions apply to the MTMD, a “specific benefit” and a “specific government service.” Both require that the costs of benefits or services do not exceed the reasonable costs to the City of conferring the benefits or providing the services.

1. Specific Benefit
Proposition 26 requires that assessment funds be expended on, “a specific benefit conferred or privilege granted directly to the payor that is not provided to those not charged, and which does not exceed the reasonable costs to the local government of conferring the benefit or granting the privilege.”2 The services in this Plan are designed to provide targeted benefits directly to assessed businesses, and are intended only to provide benefits and services directly to those businesses paying the assessment. These services are tailored not to serve the general public, businesses in general, or parcels of land, but rather to serve the specific businesses within the MTMD. The activities described in this Plan are specifically targeted to increase demand for room night sales for assessed businesses within the boundaries of the MTMD, and are narrowly tailored. MTMD funds will be used exclusively to provide the specific benefit of increased demand for room night sales directly to the assessees.

Assessment funds shall not be used to feature non-assessed businesses in MTMD programs, or to directly generate sales for non-assessed businesses. The activities paid for from assessment revenues 1 Jarvis v. the City of San Diego 72 Cal App. 4th 230 2 Cal. Const. art XIII C § 1(e)(1) #7..
- 108 -
MTMD Management District Plan 14
January 10, 2024
are business services constituting and providing specific benefits to the assessed businesses. Nothing in this Plan limits the ability of the Owners’ Association to enter into private contracts with nonassessed businesses for the provision of services to those businesses.

The assessment imposed by this MTMD is for a specific benefit conferred directly to the payors that is not provided to those not charged. The specific benefit conferred directly to the payors is an increase in demand for room night sales. The specific benefit of an increase in demand for room night sales for assessed businesses will be provided only to businesses paying the district assessment, with marketing and sales programs promoting businesses paying the MTMD assessment. The marketing and sales programs will be designed to increase demand for room night sales at each assessed business. Because they are necessary to provide the marketing and sales programs that specifically benefit the assessed businesses, the administration and contingency services also provide the specific benefit of increased demand for room night sales to the assessed businesses.

Although the MTMD, in providing specific benefits to payors, may produce incidental benefits to non-paying businesses, the incidental benefit does not preclude the services from being considered a specific benefit. The legislature has found that, “A specific benefit is not excluded from classification as a ‘specific benefit’ merely because an indirect benefit to a nonpayer occurs incidentally and without cost to the payor as a consequence of providing the specific benefit to the payor.”3

2. Specific Government Service
The assessment may also be utilized to provide, “a specific government service or product provided directly to the payor that is not provided to those not charged, and which does not exceed the reasonable costs to the local government of providing the service or product.”4 The legislature has recognized that marketing and promotions services like those to be provided by the MTMD are government services within the meaning of Proposition 265 . Further, the legislature has determined
that “a specific government service is not excluded from classification as a ‘specific government service’ merely because an indirect benefit to a nonpayer occurs incidentally and without cost to the payor as a consequence of providing the specific government service to the payor.”6

3. Reasonable Cost
MTMD services will be implemented carefully to ensure they do not exceed the reasonable cost of such services. The full amount assessed will be used to provide the services described herein. Funds will be managed by VM, and reports submitted on an annual basis to the City. Only assessed businesses will be featured in marketing materials, receive sales leads generated from MTMD-funded activities, be featured in advertising campaigns, and benefit from other MTMD-funded services. Nonassessed businesses will not receive these, nor any other, MTMD-funded services and benefits. 3 Government Code § 53758(a)
4 Cal. Const. art XIII C § 1(e)(2)
5 Government Code § 53758(b)
6 Government Code § 53758(b)
#7..
- 109 -
MTMD Management District Plan 15
January 10, 2024
The MTMD-funded programs are all targeted directly at and feature only assessed businesses. It is, however, possible that there will be a spill over benefit to non-assessed businesses. If non-assessed businesses receive incremental room nights, that portion of the promotion or program generating those room nights shall be paid with non-MTMD funds. MTMD funds shall only be spent to benefit the assessed businesses, and shall not be spent on that portion of any program which directly generates incidental room nights for non-assessed businesses.

D. Assessment
The annual assessment rate is one percent (1%) of gross short-term sleeping room rental revenue on all lodging businesses with twenty (20) rooms or more, existing and in future, available for public occupancy, located within the boundaries of the City of Modesto. Based on the benefit received, assessments will not be collected on: stays of more than twenty-seven (27) consecutive days; stays by any officer or employee of a foreign government who is exempt by reason of express provision of federal law or international treaty; stays by any officer or employee of the United States Government, or of a federal credit union, or of a state, county, city or other domestic public entity who pays rent in the discharge of official government business; and stays by any officer or employee of a bank or insurance company who pays rent in the discharge of official bank or insurance company business.

During the ten (10) year term, the assessment rate may be increased by VM’s Board and Modesto City Council approval up to a total of three percent (3%) of gross short-term sleeping room rental revenue.

The initial annual assessment rate is one percent (1%) of gross short-term sleeping room rental revenue. The maximum increase in any year shall not exceed one-half of one percent (0.50%). Any assessment rate increase approved by VM’s Board shall be included in the annual report.

The assessment was calculated based on the total cost of the activities to be provided for the benefit of the assessed businesses within the MTMD, with costs allocated based on the proportional benefit conferred to each assessed business. Activities funded by the MTMD, are specifically targeted to increase demand for room nights at assessed businesses. All room night sales do not represent the same benefit to the payors. For example, a higher priced room night is of greater benefit than a lower priced room night because the assessee derives greater revenue. To account for this benefit differential and to make sure the benefits are proportional, an assessment formula based on a percentage of revenue has been selected. The proposed formula accurately reflects greater benefit to assessed businesses with higher priced room nights.

The term “gross short-term sleeping room rental revenue” as used herein means the consideration charged, whether or not received, for the occupancy of space in an assessed business valued in money, whether to be received in money, goods, labor or otherwise, including all receipts, cash, credits and property and services of any kind or nature, without any deduction therefrom whatsoever. Gross short-term sleeping room rental revenue does not include compensation for services or products.

Gross short-term sleeping room rental revenue shall not include, and therefore the assessment shall not be charged upon, any federal, state, or local taxes collected, including but not limited to transient occupancy taxes.
#7..
- 110 -
MTMD Management District Plan 16
January 10, 2024
The assessment is levied upon and a direct obligation of the assessed business. However, the assessed business may, at its discretion, pass the assessment on to transients. The amount of assessment, if passed on to each transient, shall be disclosed in advance and separately stated from the amount of rent charged and any other applicable taxes, and each transient shall receive a receipt for payment from the business. If the MTMD assessment is identified separately it shall be disclosed as the “MTMD Assessment.” As an alternative, the disclosure may include the amount of the MTMD assessment and the amount of the assessment imposed pursuant to the California Tourism Marketing Act, Government Code §13995 et seq. and shall be disclosed as the “Tourism Assessment.” The assessment is imposed solely upon and is the sole obligation of the assessed business even if it is passed on to transients. The assessment shall not be considered revenue for calculation of transient occupancy taxes.

Bonds shall not be issued.

E. Interest and Penalty Charges
The MTMD shall reimburse the City of Modesto for any costs associated with collecting unpaid assessments. If sums in excess of the delinquent MTMD assessment are sought to be recovered in the same collection action by the City, the MTMD shall bear its pro rata share of such collection costs.

Assessed businesses which are delinquent in paying the assessment shall be responsible for paying:

1. Delinquency
Any assessed business that fails to remit any assessment imposed by this Plan within the time required shall, in addition to the amount of the assessment, pay a penalty of five percent (5%) of the amount of the assessment per month or fraction thereof until paid; the maximum penalty imposed on any one delinquency shall not exceed twenty-five percent (25%) of the amount of the assessment.

2. Fraud
If the City determines that the non-payment of any assessment due from any transient or assessed business under this Plan is due to intentional non-payment or fraud, a penalty of twenty-five percent (25%) of the amount of the assessment shall be added thereto in addition to the penalties stated above.

3. Penalties
Every penalty imposed and collected under the provisions of this section by the City, shall be required to be paid and shall be retained by the City to cover the cost of collection of the delinquency.

F. Time and Manner for Collecting Assessments
The MTMD assessment will be implemented beginning July 1, 2024, or as soon as possible thereafter, and ending ten (10) years from its start date. The City will be responsible for collecting the assessment on a quarterly basis and is subject to change as determined by the City (including any delinquencies, interest and penalties) from each assessed business located in the City of Modesto. The City shall take all reasonable efforts to collect the assessments from each assessed business. The City shall forward the assessments collected to the Owners’ Association.
#7..
- 111 -
MTMD Management District Plan 17
January 10, 2024
VI. GOVERNANCE
A. Owners’ Association
The City Council, through adoption of this Management District Plan, has the right, pursuant to Streets and Highways Code §36651, to identify the body that shall implement the proposed program, which shall be the Owners’ Association of the MTMD as defined in Streets and Highways Code §36612. The City Council has determined that Visit Modesto, Inc. (VM) will continue to serve as the Owners’ Association for the MTMD.

TMD Management Committee
VM will create a TMD Management Committee charged with managing funds and implementing programs in accordance with this Plan. The TMD Management Committee will be required to provide an annual report on activities and expenditures to the City of Modesto, which will also be available to assessed business owners. The TMD Management Committee must also hold open meetings and make records available pursuant to the Brown Act and Public Records Act.

B. Brown Act and California Public Records Act Compliance An Owners’ Association is a private entity and may not be considered a public entity for any purpose, nor may its board members or staff be considered to be public officials for any purpose. The Owners’ Association is, however, subject to government regulations relating to transparency, namely the Ralph M. Brown Act and the California Public Records Act. These regulations are designed to promote public accountability. The Owners’ Association acts as a legislative body under the Ralph M. Brown Act (Government Code §54950 et seq.). Thus, meetings of VM board and certain committees must be held in compliance with the public notice and other requirements of the Brown Act. Accordingly, the Owners’ Association shall publicly report any action taken and the vote or abstention on that action of each member present for the action. The Owners’ Association is also subject to the record keeping and disclosure requirements of the California Public Records Act.

C. Annual Report
VM shall present an annual report at the end of each year of operation to the City Council pursuant to Streets and Highways Code §36650 (see Appendix 1). The annual report shall include:
• Any proposed changes in the boundaries of the improvement district or in any benefit zones or classification of businesses within the district.
• The improvements and activities to be provided for that fiscal year. • An estimate of the cost of providing the improvements and the activities for that fiscal year. • The method and basis of levying the assessment in sufficient detail to allow each business owner to estimate the amount of the assessment to be levied against his or her business for that fiscal year.
• The estimated amount of any surplus or deficit revenues to be carried over from a previous fiscal year.
• The estimated amount of any contributions to be made from sources other than assessments levied pursuant to this part.
#7..
- 112 -
MTMD Management District Plan 18
January 10, 2024
APPENDIX 1 – LAW
*** THIS DOCUMENT IS CURRENT THROUGH THE 2023 SUPPLEMENT *** (ALL 2022 LEGISLATION)

STREETS AND HIGHWAYS CODE
DIVISION 18. PARKING
PART 7. PROPERTY AND BUSINESS IMPROVEMENT DISTRICT LAW OF 1994 CHAPTER 1. General Provisions
ARTICLE 1. Declarations
36600. Citation of part
This part shall be known and may be cited as the “Property and Business Improvement District Law of 1994.” 36601. Legislative findings and declarations; Legislative guidance The Legislature finds and declares all of the following:
(a) Businesses located and operating within business districts in some of this state’s communities are economically disadvantaged, are underutilized, and are unable to attract customers due to inadequate facilities, services, and activities in the business districts. (b) It is in the public interest to promote the economic revitalization and physical maintenance of business districts in order to create jobs, attract new businesses, and prevent the erosion of the business districts. (c) It is of particular local benefit to allow business districts to fund business related improvements, maintenance, and activities through the levy of assessments upon the businesses or real property that receive benefits from those improvements.
(d) Assessments levied for the purpose of conferring special benefit upon the real property or a specific benefit upon the businessesin a business district are not taxesfor the general benefit of a city, even if property, businesses, or persons not assessed receive incidental or collateral effects that benefit them. (e) Property and business improvement districts formed throughout this state have conferred special benefits upon properties and businesses within their districts and have made those properties and businesses more useful by providing the following benefits:
(1) Crime reduction. A study by the Rand Corporation has confirmed a 12-percent reduction in the incidence of robbery and an 8-percent reduction in the total incidence of violent crimes within the 30 districts studied.
(2) Job creation.
(3) Business attraction.
(4) Business retention.
(5) Economic growth.
(6) New investments.
(f) With the dissolution of redevelopment agencies throughout the state, property and business improvement districts have become even more important tools with which communities can combat blight, promote economic opportunities, and create a clean and safe environment. (g) Since the enactment of this act, the people of California have adopted Proposition 218, which added Article XIII D to the Constitution in order to place certain requirements and restrictions on the formation of, #7..
- 113 -
MTMD Management District Plan 19
January 10, 2024
and activities, expenditures, and assessments by property-based districts. Article XIII D of the Constitution provides that property-based districts may only levy assessments for special benefits. (h) The act amending this section is intended to provide the Legislature’s guidance with regard to this act, its interaction with the provisions of Article XIII D of the Constitution, and the determination of special benefits in property-based districts.
(1) The lack of legislative guidance has resulted in uncertainty and inconsistent application of this act, which discourages the use of assessments to fund needed improvements, maintenance, and activities in property-based districts, contributing to blight and other underutilization of property. (2) Activities undertaken for the purpose of conferring special benefits upon property to be assessed inherently produce incidental or collateral effects that benefit property or persons not assessed.

Therefore, for special benefits to exist as a separate and distinct category from general benefits, the incidental or collateral effects of those special benefits are inherently part of those special benefits.

The mere fact that special benefits produce incidental or collateral effects that benefit property or persons not assessed does not convert any portion of those special benefits or their incidental or collateral effects into general benefits.
(3) It is of the utmost importance that property-based districts created under this act have clarity regarding restrictions on assessmentsthey may levy and the proper determination ofspecial benefits.

Legislative clarity with regard to this act will provide districts with clear instructions and courts with legislative intent regarding restrictions on property-based assessments, and the manner in which special benefits should be determined.
36602. Purpose of part
The purpose of this part is to supplement previously enacted provisions of law that authorize cities to levy assessments within property and business improvement districts, to ensure that those assessments conform to all constitutional requirements and are determined and assessed in accordance with the guidance set forth in this act. This part does not affect or limit any other provisions of law authorizing or providing for the furnishing of improvements or activities or the raising of revenue for these purposes.
36603. Preemption of authority or charter city to adopt ordinances levying assessments Nothing in this part is intended to preempt the authority of a charter city to adopt ordinances providing for a different method of levying assessments for similar or additional purposes from those set forth in this part. A property and business improvement district created pursuant to this part is expressly exempt from the provisions of the Special Assessment Investigation, Limitation and Majority Protest Act of 1931 (Division 4 (commencing with Section 2800)). 36603.5. Part prevails over conflicting provisions
Any provision of this part that conflicts with any other provision of law shall prevail over the other provision of law, as to districts created under this part.
36604. Severability
This part is intended to be construed liberally and, if any provision is held invalid, the remaining provisions shall remain in full force and effect. Assessments levied under this part are not special taxes.

ARTICLE 2. Definitions
36606. “Activities”
“Activities” means, but is not limited to, all of the following that benefit businesses or real property in the district:
#7..
- 114 -
MTMD Management District Plan 20
January 10, 2024
(a) Promotion of public events.
(b) Furnishing of music in any public place.
(c) Promotion of tourism within the district.
(d) Marketing and economic development, including retail retention and recruitment. (e) Providing security, sanitation, graffiti removal, street and sidewalk cleaning, and other municipal services supplemental to those normally provided by the municipality. (f) Other services provided for the purpose of conferring special benefit upon assessed real property or specific benefits upon assessed businesses located in the district. 36606.5. “Assessment”
“Assessment” means a levy for the purpose of acquiring, constructing, installing, or maintaining improvements and providing activities that will provide certain benefits to properties or businesses located within a property and business improvement district.
36607. “Business”
“Business” means all types of businesses and includes financial institutions and professions. 36608. “City”
“City” means a city, county, city and county, or an agency or entity created pursuant to Article 1 (commencing with Section 6500) of Chapter 5 of Division 7 of Title 1 of the Government Code, the public member agencies of which includes only cities, counties, or a city and county, or the State of California. 36609. “City council”
“City council” means the city council of a city or the board of supervisors of a county, or the agency, commission, or board created pursuant to a joint powers agreement and which is a city within the meaning of this part. 36609.4. “Clerk”
“Clerk” means the clerk of the legislative body.
36609.5. “General benefit”
“General benefit” means, for purposes of a property-based district, any benefit that is not a “special benefit” as defined in Section 36615.5.
36610. “Improvement”
“Improvement” means the acquisition, construction, installation, or maintenance of any tangible property with an estimated useful life of five years or more including, but not limited to, the following:
(a) Parking facilities.
(b) Benches, booths, kiosks, display cases, pedestrian shelters, and signs. (c) Trash receptacles and public restrooms.
(d) Lighting and heating facilities.
(e) Decorations.
(f) Parks.
(g) Fountains.
(h) Planting areas.
#7..
- 115 -
MTMD Management District Plan 21
January 10, 2024
(i) Closing, opening, widening, or narrowing of existing streets. (j) Facilities or equipment, or both, to enhance security of persons and property within the district. (k) Ramps, sidewalks, plazas, and pedestrian malls.
(l) Rehabilitation or removal of existing structures.
36611. “Management district plan”; “Plan”
“Management district plan” or “plan” means a proposal as defined in Section 36622. 36612. “Owners’ association”
“Owners’ association” means a private nonprofit entity that is under contract with a city to administer or implement improvements, maintenance, and activities specified in the management district plan. An owners’ association may be an existing nonprofit entity or a newly formed nonprofit entity. An owners’ association is a private entity and may not be considered a public entity for any purpose, nor may its board members or staff be considered to be public officials for any purpose. Notwithstanding this section, an owners’ association shall comply with the Ralph M. Brown Act (Chapter 9 (commencing with Section 54950) of Part 1 of Division 2 of Title 5 of the Government Code), at all times when matters within the subject matter of the district are heard, discussed, or deliberated, and with the California Public Records Act (Division 10 (commencing with Section 7920.000) of Title 1 of the Government Code), for all records relating to activities of the district.
36614. “Property”
“Property” means real property situated within a district. 36614.5. “Property and business improvement district”; “District” “Property and business improvement district,” or “district,” means a property and business improvement district established pursuant to this part.
36614.6. “Property-based assessment”
“Property-based assessment” means any assessment made pursuant to this part upon real property. 36614.7. “Property-based district”
“Property-based district” means any district in which a city levies a property-based assessment. 36615. “Property owner”; “Business owner”; “Owner”
“Property owner” means any person shown as the owner of land on the last equalized assessment roll or otherwise known to be the owner of land by the city council. “Business owner” means any person recognized by the city as the owner of the business. “Owner” means either a business owner or a property owner. The city council has no obligation to obtain other information as to the ownership of land or businesses, and its determination of ownership shall be final and conclusive for the purposes of this part. Wherever this part requires the signature of the property owner, the signature of the authorized agent of the property owner shall be sufficient. Wherever this part requires the signature of the business owner, the signature of the authorized agent of the business owner shall be sufficient. 36615.5. “Special benefit”
#7..
- 116 -
MTMD Management District Plan 22
January 10, 2024
(a) “Special benefit” means, for purposes of a property-based district, a particular and distinct benefit over and above general benefits conferred on real property located in a district or to the public at large. Special benefit includes incidental or collateral effects that arise from the improvements, maintenance, or activities of property-based districts even if those incidental or collateral effects benefit property or persons not assessed. Special benefit excludes general enhancement of property value.
(b) “Special benefit” also includes, for purposes of a property-based district, a particular and distinct benefit provided directly to each assessed parcel within the district. Merely because parcels throughout an assessment district share the same special benefits does not make the benefits general. 36616. “Tenant”
“Tenant” means an occupant pursuant to a lease of commercial space or a dwelling unit, other than an owner.

ARTICLE 3. Prior Law
36617. Alternate method of financing certain improvements and activities; Effect on other provisions This part provides an alternative method of financing certain improvements and activities. The provisions of this part shall not affect or limit any other provisions of law authorizing or providing for the furnishing of improvements or activities or the raising of revenue for these purposes. Every improvement area established pursuant to the Parking and Business Improvement Area Law of 1989 (Part 6 (commencing with Section 36500) of this division) is valid and effective and is unaffected by this part.

CHAPTER 2. Establishment
36620. Establishment of property and business improvement district A property and business improvement district may be established as provided in this chapter. 36620.5. Requirement of consent of city council
A county may not form a district within the territorial jurisdiction of a city without the consent of the city council of that city. A city may not form a district within the unincorporated territory of a county without the consent of the board of supervisors of that county. A city may not form a district within the territorial jurisdiction of another city without the consent of the city council of the other city.
36621. Initiation of proceedings; Petition of property or business owners in proposed district (a) Upon the submission of a written petition, signed by the property or business owners in the proposed district who will pay more than 50 percent of the assessments proposed to be levied, the city council may initiate proceedings to form a district by the adoption of a resolution expressing its intention to form a district.

The amount of assessment attributable to property or a business owned by the same property or business owner that is in excess of 40 percent of the amount of all assessments proposed to be levied, shall not be included in determining whether the petition is signed by property or business owners who will pay more than 50 percent of the total amount of assessments proposed to be levied. (b) The petition of property or business owners required under subdivision (a) shall include a summary of the management district plan. That summary shall include all of the following:
(1) A map showing the boundaries of the district.
(2) Information specifying where the complete management district plan can be obtained. #7..
- 117 -
MTMD Management District Plan 23
January 10, 2024
(3) Information specifying that the complete management district plan shall be furnished upon request.
(c) The resolution of intention described in subdivision (a) shall contain all of the following:
(1) A brief description of the proposed improvements, maintenance, and activities, the amount of the proposed assessment, a statement as to whether the assessment will be levied on property or businesses within the district, a statement as to whether bonds will be issued, and a description of the exterior boundaries of the proposed district, which may be made by reference to any plan or map that is on file with the clerk. The descriptions and statements do not need to be detailed and shall be sufficient if they enable an owner to generally identify the nature and extent of the improvements, maintenance, and activities, and the location and extent of the proposed district. (2) A time and place for a public hearing on the establishment of the property and business improvement district and the levy of assessments, which shall be consistent with the requirements of Section 36623.
36622. Contents of management district plan
The management district plan shall include, but is not limited to, all of the following:
(a) If the assessment will be levied on property, a map of the district in sufficient detail to locate each parcel of property and, if businesses are to be assessed, each business within the district. If the assessment will be levied on businesses, a map that identifies the district boundaries in sufficient detail to allow a business owner to reasonably determine whether a business is located within the district boundaries. If the assessment will be levied on property and businesses, a map of the district in sufficient detail to locate each parcel of property and to allow a business owner to reasonably determine whether a business is located within the district boundaries.
(b) The name of the proposed district.
(c) A description of the boundaries of the district, including the boundaries of benefit zones, proposed for establishment or extension in a manner sufficient to identify the affected property and businesses included, which may be made by reference to any plan or map that is on file with the clerk. The boundaries of a proposed property assessment district shall not overlap with the boundaries of another existing property assessment district created pursuant to this part. This part does not prohibit the boundaries of a district created pursuant to this part to overlap with other assessment districts established pursuant to other provisions of law, including, but not limited to, the Parking and Business Improvement Area Law of 1989 (Part 6 (commencing with Section 36500)). This part does not prohibit the boundaries of a business assessment district created pursuant to this part to overlap with another business assessment district created pursuant to this part. This part does not prohibit the boundaries of a business assessment district created pursuant to this part to overlap with a property assessment district created pursuant to this part. (d) The improvements, maintenance, and activities proposed for each year of operation of the district and the estimated cost thereof. If the improvements, maintenance, and activities proposed for each year of operation are the same, a description of the first year’s proposed improvements, maintenance, and activities and a statement that the same improvements, maintenance, and activities are proposed for subsequent years shall satisfy the requirements of this subdivision.
(e) The total annual amount proposed to be expended for improvements, maintenance, or activities, and debt service in each year of operation of the district. If the assessment is levied on businesses, this amount may be estimated based upon the assessment rate. If the total annual amount proposed to be expended in each year of operation of the district is not significantly different, the amount proposed to be expended in the initial year and a statement that a similar amount applies to subsequent years shall satisfy the requirements of this subdivision.
(f) The proposed source or sources of financing, including the proposed method and basis of levying the assessment in sufficient detail to allow each property or business owner to calculate the amount of the assessment to be levied against their property or business. The plan also shall state whether bonds will be issued to finance improvements.
#7..
- 118 -
MTMD Management District Plan 24
January 10, 2024
(g) The time and manner of collecting the assessments.
(h) The specific number of years in which assessments will be levied. In a new district, the maximum number of years shall be five. Upon renewal, a district shall have a term not to exceed 10 years. Notwithstanding these limitations, a district created pursuant to this part to finance capital improvements with bonds may levy assessments until the maximum maturity of the bonds. The management district plan may set forth specific increases in assessments for each year of operation of the district. (i) The proposed time for implementation and completion of the management district plan. (j) Any proposed rules and regulations to be applicable to the district. (k)
(1) A list of the properties or businesses to be assessed, including the assessor’s parcel numbers for properties to be assessed, and a statement of the method or methods by which the expenses of a district will be imposed upon benefited real property or businesses, in proportion to the benefit received by the property or business, to defray the cost thereof. (2) In a property-based district, the proportionate special benefit derived by each identified parcel shall be determined exclusively in relationship to the entirety of the capital cost of a public improvement, the maintenance and operation expenses of a public improvement, or the cost of the activities. An assessment shall not be imposed on any parcel that exceeds the reasonable cost of the proportional special benefit conferred on that parcel. Only special benefits are assessable, and a property-based district shall separate the general benefits, if any, from the special benefits conferred on a parcel. Parcels within a property-based district that are owned or used by any city, public agency, the State of California, or the United States shall not be exempt from assessment unless the governmental entity can demonstrate by clear and convincing evidence that those publicly owned parcels in fact receive no special benefit. The value of any incidental, secondary, or collateral effects that arise from the improvements, maintenance, or activities of a property-based district and that benefit property or persons not assessed shall not be deducted from the entirety of the cost of any special benefit or affect the proportionate special benefit derived by each identified parcel. (3) In a property-based district, properties throughout the district may share the same special benefits. In a district with boundaries that define which parcels are to receive improvements, maintenance, or activities over and above those services provided by the city, the improvements, maintenance, or activities themselves may constitute a special benefit. The city may impose assessments that are less than the proportional special benefit conferred, but shall not impose assessments that exceed the reasonable costs of the proportional special benefit conferred. Because one or more parcels pay less than the special benefit conferred does not necessarily mean that other parcels are assessed more than the reasonable cost of their special benefit. (l) In a property-based district, a detailed engineer’s report prepared by a registered professional engineer certified by the State of California supporting all assessments contemplated by the management district plan. (m) Any other item or matter required to be incorporated therein by the city council. 36623. Procedure to levy assessment
(a) If a city council proposes to levy a new or increased property assessment, the notice and protest and hearing procedure shall comply with Section 53753 of the Government Code. (b) If a city council proposes to levy a new or increased business assessment, the notice and protest and hearing procedure shall comply with Section 54954.6 of the Government Code, except that notice shall be mailed to the owners of the businesses proposed to be assessed. A protest may be made orally or in writing by any interested person. Every written protest shall be filed with the clerk at or before the time fixed for the public hearing. The city council may waive any irregularity in the form or content of any written protest. A written protest may be withdrawn in writing at any time before the conclusion of the public hearing. Each written protest shall contain a description of the business in which the person subscribing the protest is interested sufficient to identify the business and, if a person subscribing is not shown on the official records of the city as the owner of the business, the protest shall contain or be accompanied by written evidence that #7..
- 119 -
MTMD Management District Plan 25
January 10, 2024
the person subscribing is the owner of the business or the authorized representative. A written protest that does not comply with this section shall not be counted in determining a majority protest. If written protests are received from the owners or authorized representatives of businesses in the proposed district that will pay 50 percent or more of the assessments proposed to be levied and protests are not withdrawn so as to reduce the protests to less than 50 percent, no further proceedings to levy the proposed assessment against such businesses, as contained in the resolution of intention, shall be taken for a period of one year from the date of the finding of a majority protest by the city council. (c) If a city council proposes to conduct a single proceeding to levy both a new or increased property assessment and a new or increased business assessment, the notice and protest and hearing procedure for the property assessment shall comply with subdivision (a), and the notice and protest and hearing procedure for the business assessment shall comply with subdivision (b). If a majority protest is received from either the property or business owners, that respective portion of the assessment shall not be levied. The remaining portion of the assessment may be levied unless the improvement or other special benefit was proposed to be funded by assessing both property and business owners.
36624. Changes to proposed assessments
At the conclusion of the public hearing to establish the district, the city council may adopt, revise, change, reduce, or modify the proposed assessment or the type or types of improvements, maintenance, and activities to be funded with the revenues from the assessments. Proposed assessments may only be revised by reducing any or all of them. At the public hearing, the city council may only make changes in, to, or from the boundaries of the proposed property and business improvement district that will exclude territory that will not benefit from the proposed improvements, maintenance, and activities. Any modifications, revisions, reductions, or changes to the proposed assessment district shall be reflected in the notice and map recorded pursuant to Section 36627. 36625. Resolution of formation
(a) If the city council, following the public hearing, decides to establish a proposed property and business improvement district, the city council shall adopt a resolution of formation that shall include, but is not limited to, all of the following:
(1) A brief description of the proposed improvements, maintenance, and activities, the amount of the proposed assessment, a statement as to whether the assessment will be levied on property, businesses, or both within the district, a statement on whether bonds will be issued, and a description of the exterior boundaries of the proposed district, which may be made by reference to any plan or map that is on file with the clerk. The descriptions and statements need not be detailed and shall be sufficient if they enable an owner to generally identify the nature and extent of the improvements, maintenance, and activities and the location and extent of the proposed district. (2) The number, date of adoption, and title of the resolution of intention. (3) The time and place where the public hearing was held concerning the establishment of the district.
(4) A determination regarding any protests received. The city shall not establish the district or levy assessments if a majority protest was received.
(5) A statement that the properties, businesses, or properties and businesses in the district established by the resolution shall be subject to any amendments to this part. (6) A statement that the improvements, maintenance, and activities to be conferred on businesses and properties in the district will be funded by the levy of the assessments. The revenue from the levy of assessments within a district shall not be used to provide improvements, maintenance, or activities outside the district or for any purpose other than the purposes specified in the resolution of intention, as modified by the city council at the hearing concerning establishment of the district.

Notwithstanding the foregoing, improvements and activities that must be provided outside the #7..
- 120 -
MTMD Management District Plan 26
January 10, 2024
district boundaries to create a special or specific benefit to the assessed parcels or businesses may be provided, but shall be limited to marketing or signage pointing to the district. (7) A finding that the property or businesses within the area of the property and business improvement district will be benefited by the improvements, maintenance, and activities funded by the proposed assessments, and, for a property-based district, that property within the district will receive a special benefit.
(8) In a property-based district, the total amount of all special benefits to be conferred on the properties within the property-based district.
(b) The adoption of the resolution of formation and, if required, recordation of the notice and map pursuant to Section 36627 shall constitute the levy of an assessment in each of the fiscal years referred to in the management district plan.
36627. Notice and assessment diagram
Following adoption of the resolution establishing district assessments on properties pursuant to Section 36625, the clerk shall record a notice and an assessment diagram pursuant to Section 3114. No other provision of Division 4.5 (commencing with Section 3100) applies to an assessment district created pursuant to this part. 36628. Establishment of separate benefit zones within district; Categories of businesses The city council may establish one or more separate benefit zones within the district based upon the degree of benefit derived from the improvements or activities to be provided within the benefit zone and may impose a different assessment within each benefit zone. If the assessment is to be levied on businesses, the city council may also define categories of businesses based upon the degree of benefit that each will derive from the improvements or activities to be provided within the district and may impose a different assessment or rate of assessment on each category of business, or on each category of business within each zone. 36628.5. Assessments on businesses or property owners
The city council may levy assessments on businesses or on property owners, or a combination of the two, pursuant to this part. The city council shall structure the assessments in whatever manner it determines corresponds with the distribution of benefits from the proposed improvements, maintenance, and activities, provided that any propertybased assessment conforms with the requirements set forth in paragraph (2) of subdivision (k) of Section 36622. 36629. Provisions and procedures applicable to benefit zones and business categories All provisions of this part applicable to the establishment, modification, or disestablishment of a property and business improvement district apply to the establishment, modification, or disestablishment of benefit zones or categories of business. The city council shall, to establish, modify, or disestablish a benefit zone or category of business, follow the procedure to establish, modify, or disestablish a property and business improvement district. 36630. Expiration of district; Creation of new district If a property and business improvement district expires due to the time limit set pursuant to subdivision (h) of Section 36622, a new management district plan may be created and the district may be renewed pursuant to this part.

CHAPTER 3. Assessments
36631. Time and manner of collection of assessments; Delinquent payments #7..
- 121 -
MTMD Management District Plan 27
January 10, 2024
The collection of the assessments levied pursuant to this part shall be made at the time and in the manner set forth by the city council in the resolution levying the assessment. Assessments levied on real property may be collected at the same time and in the same manner as for the ad valorem property tax, and may provide for the same lien priority and penalties for delinquent payment. All delinquent payments for assessments levied pursuant to this part may be charged interest and penalties.
36632. Assessments to be based on estimated benefit; Classification of real property and businesses; Exclusion of residential and agricultural property
(a) The assessments levied on real property pursuant to this part shall be levied on the basis of the estimated benefit to the real property within the property and business improvement district. The city council may classify properties for purposes of determining the benefit to property of the improvements and activities provided pursuant to this part.
(b) Assessments levied on businesses pursuant to this part shall be levied on the basis of the estimated benefit to the businesses within the property and business improvement district. The city council may classify businesses for purposes of determining the benefit to the businesses of the improvements and activities provided pursuant to this part.
(c) Properties zoned solely for residential use, or that are zoned for agricultural use, are conclusively presumed not to benefit from the improvements and service funded through these assessments, and shall not be subject to any assessment pursuant to this part.
36633. Time for contesting validity of assessment
The validity of an assessment levied under this part shall not be contested in an action or proceeding unless the action or proceeding is commenced within 30 days after the resolution levying the assessment is adopted pursuant to Section 36625. An appeal from a final judgment in an action or proceeding shall be perfected within 30 days after the entry of judgment.
36634. Service contracts authorized to establish levels of city services The city council may execute baseline service contracts that would establish levels of city services that would continue after a property and business improvement district has been formed. 36635. Request to modify management district plan
The owners’ association may, at any time, request that the city council modify the management district plan. Any modification of the management district plan shall be made pursuant to this chapter. 36636. Modification of plan by resolution after public hearing; Adoption of resolution of intention (a) Upon the written request of the owners’ association, the city council may modify the management district plan after conducting one public hearing on the proposed modifications. The city council may modify the improvements and activities to be funded with the revenue derived from the levy of the assessments by adopting a resolution determining to make the modifications after holding a public hearing on the proposed modifications. If the modification includes the levy of a new or increased assessment, the city council shall comply with Section 36623. Notice of all other public hearings pursuant to this section shall comply with both of the following:
(1) The resolution of intention shall be published in a newspaper of general circulation in the city once at least seven days before the public hearing.
#7..
- 122 -
MTMD Management District Plan 28
January 10, 2024
(2) A complete copy of the resolution of intention shall be mailed by first class mail, at least 10 days before the public hearing, to each business owner or property owner affected by the proposed modification.
(b) The city council shall adopt a resolution of intention which states the proposed modification prior to the public hearing required by this section. The public hearing shall be held not more than 90 days after the adoption of the resolution of intention.
36637. Reflection of modification in notices recorded and maps Any subsequent modification of the resolution shall be reflected in subsequent notices and maps recorded pursuant to Division 4.5 (commencing with Section 3100), in a manner consistent with the provisions of Section 36627.

CHAPTER 3.5. Financing
36640. Bonds authorized; Procedure; Restriction on reduction or termination of assessments (a)The city council may, by resolution, determine and declare that bonds shall be issued to finance the estimated cost of some or all of the proposed improvements described in the resolution of formation adopted pursuant to Section 36625, if the resolution of formation adopted pursuant to that section provides for the issuance of bonds, under the Improvement Bond Act of 1915 (Division 10 (commencing with Section 8500)) or in conjunction with Marks-Roos Local Bond Pooling Act of 1985 (Article 4 (commencing with Section 6584) of Chapter 5 of Division 7 of Title 1 of the Government Code). Either act, as the case may be, shall govern the proceedings relating to the issuance of bonds, although proceedings under the Bond Act of 1915 may be modified by the city council as necessary to accommodate assessments levied upon business pursuant to this part.
(b) The resolution adopted pursuant to subdivision (a) shall generally describe the proposed improvements specified in the resolution of formation adopted pursuant to Section 36625, set forth the estimated cost of those improvements, specify the number of annual installments and the fiscal years during which they are to be collected. The amount of debt service to retire the bonds shall not exceed the amount of revenue estimated to be raised from assessments over 30 years.
(c) Notwithstanding any other provision of this part, assessments levied to pay the principal and interest on any bond issued pursuant to this section shall not be reduced or terminated if doing so would interfere with the timely retirement of the debt.

CHAPTER 4. Governance
36650. Report by owners’ association; Approval or modification by city council (a) The owners’ association shall cause to be prepared a report for each fiscal year, except the first year, for which assessments are to be levied and collected to pay the costs of the improvements, maintenance, and activities described in the report. The owners’ association’s first report shall be due after the first year of operation of the district. The report may propose changes, including, but not limited to, the boundaries of the property and business improvement district or any benefit zones within the district, the basis and method of levying the assessments, and any changes in the classification of property, including any categories of business, if a classification is used.
(b) The report shall be filed with the clerk and shall refer to the property and business improvement district by name, specify the fiscal year to which the report applies, and, with respect to that fiscal year, shall contain all of the following information:
(1) Any proposed changes in the boundaries of the property and business improvement district or in any benefit zones or classification of property or businesses within the district. #7..
- 123 -
MTMD Management District Plan 29
January 10, 2024
(2) The improvements, maintenance, and activities to be provided for that fiscal year. (3) An estimate of the cost of providing the improvements, maintenance, and activities for that fiscal year.
(4) The method and basis of levying the assessment in sufficient detail to allow each real property or business owner, as appropriate, to estimate the amount of the assessment to be levied against his or her property or business for that fiscal year.
(5) The estimated amount of any surplus or deficit revenues to be carried over from a previous fiscal year.
(6) The estimated amount of any contributions to be made from sources other than assessments levied pursuant to this part.
(c) The city council may approve the report as filed by the owners’ association or may modify any particular contained in the report and approve it as modified. Any modification shall be made pursuant to Sections 36635 and 36636.

The city council shall not approve a change in the basis and method of levying assessments that would impair an authorized or executed contract to be paid from the revenues derived from the levy of assessments, including any commitment to pay principal and interest on any bonds issued on behalf of the district. 36651. Designation of owners’ association to provide improvements, maintenance, and activities The management district plan may, but is not required to, state that an owners’ association will provide the improvements, maintenance, and activities described in the management district plan. If the management district plan designates an owners’ association, the city shall contract with the designated nonprofit corporation to provide services.

CHAPTER 5. Renewal
36660. Renewal of district; Transfer or refund of remaining revenues; District term limit (a) Any district previously established whose term has expired, or will expire, may be renewed by following the procedures for establishment as provided in this chapter. (b) Upon renewal, any remaining revenues derived from the levy of assessments, or any revenues derived from the sale of assets acquired with the revenues, shall be transferred to the renewed district. If the renewed district includes additional parcels or businesses not included in the prior district, the remaining revenues shall be spent to benefit only the parcels or businesses in the prior district. If the renewed district does not include parcels or businesses included in the prior district, the remaining revenues attributable to these parcels shall be refunded to the owners of these parcels or businesses. (c) Upon renewal, a district shall have a term not to exceed 10 years, or, if the district is authorized to issue bonds, until the maximum maturity of those bonds. There is no requirement that the boundaries, assessments, improvements, or activities of a renewed district be the same as the original or prior district.

CHAPTER 6. Disestablishment
36670. Circumstances permitting disestablishment of district; Procedure (a) Any district established or extended pursuant to the provisions of this part, where there is no indebtedness, outstanding and unpaid, incurred to accomplish any of the purposes of the district, may be disestablished by resolution by the city council in either of the following circumstances:
(1) If the city council finds there has been misappropriation of funds, malfeasance, or a violation of law in connection with the management of the district, it shall notice a hearing on disestablishment. (2) During the operation of the district, there shall be a 30-day period each year in which assessees may request disestablishment of the district. The first such period shall begin one year after the date of establishment of the district and shall continue for 30 days. The next such 30-day period shall #7..
- 124 -
MTMD Management District Plan 30
January 10, 2024
begin two years after the date of the establishment of the district. Each successive year of operation of the district shall have such a 30-day period. Upon the written petition of the owners or authorized representatives of real property or the owners or authorized representatives of businesses in the district who pay 50 percent or more of the assessments levied, the city council shall pass a resolution of intention to disestablish the district. The city council shall notice a hearing on disestablishment. (b) The city council shall adopt a resolution of intention to disestablish the district prior to the public hearing required by this section. The resolution shall state the reason for the disestablishment, shall state the time and place of the public hearing, and shall contain a proposal to dispose of any assets acquired with the revenues of the assessments levied within the property and business improvement district. The notice of the hearing on disestablishment required by this section shall be given by mail to the property owner of each parcel or to the owner of each business subject to assessment in the district, as appropriate. The city shall conduct the public hearing not less than 30 days after mailing the notice to the property or business owners. The public hearing shall be held not more than 60 days after the adoption of the resolution of intention. 36671. Refund of remaining revenues upon disestablishment or expiration without renewal of district; Calculation of refund; Use of outstanding revenue collected after disestablishment of district (a) Upon the disestablishment or expiration without renewal of a district, any remaining revenues, after all outstanding debts are paid, derived from the levy of assessments, or derived from the sale of assets acquired with the revenues, or from bond reserve or construction funds, shall be refunded to the owners of the property or businesses then located and operating within the district in which assessments were levied by applying the same method and basis that was used to calculate the assessments levied in the fiscal year in which the district is disestablished or expires. All outstanding assessment revenue collected after disestablishment shall be spent on improvements and activities specified in the management district plan. (b) If the disestablishment occurs before an assessment is levied for the fiscal year, the method and basis that was used to calculate the assessments levied in the immediate prior fiscal year shall be used to calculate the amount of any refund.
#7..
- 125 -
MTMD Management District Plan 31
January 10, 2024
APPENDIX 2 – ASSESSED BUSINESSES
Hotel Address City, State, Zip
Apex Inn 2225 Yosemite Blvd Modesto, CA 95354-3003
Baymont Inn & Suites 4100 Salida Blvd Modesto, CA 95358-8840 Best Western Palm Court Inn 2001 W Orangeburg Ave Modesto, CA 95350-3741 Comfort Inn Modesto 2025 W Orangeburg Ave Modesto, CA 95350-3741 Discovery Inn 115 Downey Ave Modesto, CA 95354-1201
Doubletree Hotel Modesto 1150 9th St Modesto, CA 95354-0823 Economy Inn 602 Mchenry Ave Modesto, CA 95350-5412
El Capitan Motel 1121 Needham St Modesto, CA 95354-0731 Modesto Days Inn 1312 Mchenry Ave Modesto, CA 95350-5377 Modesto Hotel 1720 Sisk Rd Modesto, CA 95350-2500
Modesto Marriott Residence Inn 2901 HealthCare Way Modesto, CA 95356 Motel 6 807 Needham St Modesto, CA 95354-0736
Motel 6 Modesto 1920 W Orangeburg Ave Modesto, CA 95350-3740 Quality Inn 500 Kansas Ave Modesto, CA 95351-1605
Ramada By Wyndham 1525 Mchenry Ave Modesto, CA 95350-4576 Rodeway Inn 912 Mchenry Ave Modesto, CA 95350-5417
Springhill Suites Modesto 1901 W Orangeburg Ave Modesto, CA 95350-3838 Tiki Lodge 936 Mchenry Ave Modesto, CA 95350-5417
Townhouse Lodge 909 16th St Modesto, CA 95354-1117
Travelers Motel 710 N 9th St Modesto, CA 95350-5795
Yosemite Inn 500 Kansas Ave Modesto, CA 95351-1605
#7..
- 126 -
#7..
- 127 -
#7..
- 128 -

CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 3, 2025
Date: April 21, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: DeAnna Christensen, Director of Finance
SUBJECT: Monthly Investment Report – March 2025
CONTACT: Calogero Maniscalco, Senior Financial Analyst
[email protected], 209-577-5219
DESCRIPTION:

Consider accepting the Monthly Investment Report for March 2025. (Funding Source: Various Funds)
STRATEGIC PLAN ELEMENT:

This item supports the City of Modesto 2020-2025 Strategic Plan focus of Governance and Service Delivery under Goal H: Achieve Financial Sustainability.

BACKGROUND:

The City’s Finance Department submits a monthly investment report to Council and the City Manager. Attached are the March investment reports (see attachment list below) generated by Public Financial Management, the City’s investment advisor. Investments in the portfolio (attachment 4) are for the City of Modesto, Modesto Public Financing Authority, Community Facilities Districts, Tuolumne River Regional Park, Successor Agency to the Redevelopment Agency, and the Modesto-Ceres Fire Protection Agency Joint Powers Authority.

DISCUSSION:

It is the function of the Finance Department to deposit and invest funds in accordance with sound treasury management and to safeguard the principal and maintain the liquidity needs of the City. The purpose of the Monthly Investment Report is to keep the City Council and City Manager informed of the City’s investment portfolio. As shown in Attachment 2, on March 31, 2025 the City had a closing market value of $485,425,054 in its investment portfolio. #8..
- 129 -
City Council, June 3, 2025
Monthly Investment Report – March 2025

FISCAL IMPACT:

In March, the approximate yield of the City’s combined investments was 4.09% (see attachment 3) on a weighted average. For the portfolio of securities alone, the yield to maturity on cost was

4.00%. For comparative purposes, the yields (as of March 31, 2025) of other investments commonly used by public agencies are listed below:

Local Agency Investment Fund: 4.31%
1-Year U.S. Treasury Note: 4.12%
2-Year U.S. Treasury Note: 3.92%

The Portfolio maintains sufficient liquidity to meet the City's projected expenditure requirements for at least the next six months.

COMMITTEE RECOMMENDATION:

This item is being presented as informational to share the monthly Investment Report and activity to Council and the public; therefore, this item is not required to be presented to a Committee.

CEQA/NEPA REQUIREMENTS:

N/A
RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Motion accepting the Monthly Investment Report for March 2025.

Approved by:

DeAnna Christensen, Director of Finance
Joseph P. Lopez, City Manager
Attachments:

1. Monthly Investment Report

2. Account Statement

3. Combined Yields

4. Portfolio Holdings and Earnings Projections

5. Cash with Fiscal Agent
#8..
- 130 -
#8..
- 131 -
#8..
- 132 -
#8..
- 133 -
#8..
- 134 -
#8..
- 135 -
#8..
- 136 -
#8..
- 137 -
#8..
- 138 -
For the Month Ending March 31, 2025
Account Statement
Consolidated Summary Statement
CITY OF MODESTO - Combined Portfolio
Investment Allocation
Investment Type Closing Market Value Percent
Asset-Backed Security 31,805,161.17 6.55
Corporate Note 59,241,775.33 12.20
Bank Note 9,783,418.83 2.02
Certificate of Deposit 3,557,648.50 0.73
Federal Agency Commercial Mortgage-Backed Security 84,640,267.44 17.44 Municipal Bond / Note 3,004,938.36 0.62
U.S. Treasury Bond / Note 249,352,573.00 51.37
CAMP Pool 44,039,271.43 9.07
Total $485,425,054.06 100.00%
Portfolio Summary
and Income
Closing
Portfolio Holdings Market Value
Cash Dividends
PFMAM Managed Account 1,610,640.14 441,385,782.63
CAMP Pool 0.00 44,039,271.43
Total $1,610,640.14 $485,425,054.06
Maturity Distribution (Fixed Income Holdings)
Portfolio Holdings Closing Market Value Percent
44,039,271.43
11,711,848.78

0.00 23,685,828.50
49,785,973.42
67,747,452.73
64,170,219.00
119,757,446.85
104,527,013.35

0.00 9.07

2.41 0.00

4.88 10.26

13.96 13.22

24.67 21.53

0.00 Under 30 days
31 to 60 days
61 to 90 days
91 to 180 days
181 days to 1 year
1 to 2 years
2 to 3 years
3 to 4 years
4 to 5 years
Over 5 years
Total $485,425,054.06
894
100.00%
Weighted Average Days to Maturity
Sector Allocation

6.55%
ABS

12.20%
Corporate Note

2.02%
Bank Note

0.73%
Cert of Deposit

17.44%
Federal Agency
Commercial
Mortgage-Backed
Security

0.62%
Muni Bond / Note

51.37%
US TSY Bond / Note

9.07%
CAMP Pool
PFM Asset Management Summary Page 1
#8..
- 139 -
Managed Account Summary Statement For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Total Cash Basis Earnings
Plus Net Realized Gains/Losses
Less Purchased Interest Related to Interest/Coupons
Interest/Dividends/Coupons Received
Earnings Reconciliation (Cash Basis) - Managed Account
Less Beginning Accrued Interest
Less Beginning Amortized Value of Securities
Less Cost of New Purchases
Plus Coupons/Dividends Received
Plus Proceeds of Maturities/Calls/Principal Payments
Plus Proceeds from Sales
Ending Accrued Interest
Ending Amortized Value of Securities
Earnings Reconciliation (Accrual Basis)
$440,147,677.57
(2,693,505.84)
(10,361,182.82)
13,628,605.90

0.00 664,187.82
$441,385,782.63
1,407,041.09
(4,654.89)
208,253.94
$1,610,640.14
Total
441,208,762.16
2,430,110.30
10,370,821.90
2,693,505.84
1,397,402.01
(13,633,260.79)
(440,640,600.74)
(2,556,954.94)
Total Accrual Basis Earnings $1,269,785.74
Closing Market Value
Change in Current Value
Unsettled Trades
Principal Acquisitions
Principal Dispositions
Maturities/Calls
Opening Market Value
Transaction Summary - Managed Account
_________________
_________________
_______________________________________________ _______________________________________________ Reconciling Transactions Net Cash Contribution
Security Purchases
Principal Payments
Coupon/Interest/Dividend Income
Sale Proceeds
Maturities/Calls
Cash Transactions Summary - Managed Account
2,525,000.00
10,370,821.90
1,397,402.01
168,505.84
(13,633,260.79)

0.08 0.00
Cash Balance
Closing Cash Balance $1,612,956.53
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 1 U.S. Bancorp Asset Management, Inc.
#8..
- 140 -
Portfolio Summary and Statistics For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Account Summary
Description Par Value Market Value Percent
U.S. Treasury Bond / Note 253,810,000.00 249,352,573.00 56.48 Municipal Bond / Note 3,035,000.00 3,004,938.36 0.68
Federal Agency Commercial
Mortgage-Backed Security
83,730,478.11 84,640,267.44 19.18
Corporate Note 59,200,000.00 59,241,775.33 13.42
Certificate of Deposit 3,500,000.00 3,557,648.50 0.81
Bank Note 9,635,000.00 9,783,418.83 2.22
Asset-Backed Security 31,544,247.63 31,805,161.17 7.21
Managed Account Sub-Total 444,454,725.74 441,385,782.63 100.00% Accrued Interest 2,430,110.30
Total Portfolio 444,454,725.74 443,815,892.93
Unsettled Trades 0.00 0.00
Sector Allocation

7.21%
ABS

2.22%
Bank Note

0.81%
Cert of Deposit

13.42%
Corporate Note

19.18%
Federal Agency
Commercial
Mortgage-Backed
Security

0.68%
Muni Bond / Note

56.48%
US TSY Bond / Note
0 - 6 Months 6 - 12 Months 1 - 2 Years 2 - 3 Years 3 - 4 Years 4 - 5 Years Over 5 Years

8.02%

11.28%

15.35% 14.54%

27.13%

23.68%

0.00%
Maturity Distribution Characteristics
Yield to Maturity at Cost
Yield to Maturity at Market
Weighted Average Days to Maturity 1000

4.05%

4.19%
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 2 U.S. Bancorp Asset Management, Inc.
#8..
- 141 -
Managed Account Issuer Summary For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Credit Quality (S&P Ratings)

3.48%
A

8.63%
A+

0.46%
A0.84%
AA

76.86%
AA+

1.19%
AA6.60%
AAA

1.94%
NR
Issuer Summary
Issuer of Holdings Percent
Market Value
Adobe Inc 2,918,846.62 0.66
American Express Co 3,127,299.39 0.71
Apple Inc 5,193,541.60 1.18
BA Credit Card Trust 1,379,956.30 0.31
Bank of America Corp 10,212,779.29 2.32
Bank of New York Mellon Corp 3,364,081.88 0.76
BlackRock Inc 370,230.09 0.08
Bristol-Myers Squibb Co 2,182,547.83 0.49
Citigroup Inc 6,719,993.24 1.52
Cooperatieve Rabobank UA 3,557,648.50 0.81
Deere & Co 2,604,590.01 0.59
Eli Lilly & Co 2,930,532.95 0.66
Federal Home Loan Mortgage Corp 81,318,863.59 18.43
Federal National Mortgage Association 3,321,403.85 0.75 Fifth Third Auto Trust 2,446,281.80 0.55
GM Financial Consumer Automobile Receiv 367,045.10 0.08 Home Depot Inc 3,487,617.39 0.79
Honda Auto Receivables Owner Trust 2,238,070.80 0.51
Hyundai Auto Receivables Trust 3,665,704.24 0.83
JPMorgan Chase & Co 12,357,917.84 2.81
Kubota Credit Owner Trust 2,458,407.34 0.56
Mastercard Inc 2,511,065.60 0.57
Microsoft Corp 5,893,578.00 1.34
Morgan Stanley 4,072,228.00 0.92
New Jersey Turnpike Authority 492,880.51 0.11
PACCAR Inc 1,150,399.89 0.26
PepsiCo Inc 2,686,743.94 0.61
State Board of Administration Finance C 1,785,193.20 0.40 State Street Corp 1,899,838.50 0.43
Target Corp 351,212.49 0.08
Toyota Auto Receivables Owner Trust 1,470,857.58 0.33
Toyota Motor Corp 2,871,797.60 0.65
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 3 U.S. Bancorp Asset Management, Inc.
#8..
- 142 -
Managed Account Issuer Summary For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Issuer of Holdings Percent
Market Value
United States Treasury 249,352,573.00 56.50
University of California Board of Regen 726,864.65 0.16 USAA Auto Owner Trust 2,972,143.11 0.67
Walmart Inc 1,213,856.08 0.28
Wells Fargo & Co 5,711,190.83 1.29
Total $441,385,782.63 100.00%
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 4 U.S. Bancorp Asset Management, Inc.
#8..
- 143 -
Managed Account Detail of Securities Held For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note

US TREASURY N/B
DTD 05/15/2015 2.125% 05/15/2025
912828XB1 11,015,000.00 AA+ Aaa 05/14/24 05/15/24 10,694,446.29 5.15 88,584.03 10,975,543.80 10,984,984.13

US TREASURY N/B
DTD 07/31/2023 4.750% 07/31/2025
91282CHN4 10,805,000.00 AA+ Aaa 07/30/24 07/31/24 10,799,091.02 4.81 85,066.99 10,803,003.80 10,820,191.83

US TREASURY N/B
DTD 09/15/2022 3.500% 09/15/2025
91282CFK2 11,115,000.00 AA+ Aaa 09/16/24 09/16/24 11,061,595.90 4.00 17,971.26 11,090,461.79 11,080,443.47

US TREASURY N/B
DTD 12/31/2020 0.375% 12/31/2025
91282CBC4 2,675,000.00 AA+ Aaa 04/05/21 04/07/21 2,611,573.24 0.00 2,521.67 2,664,948.56 2,601,750.48

US TREASURY N/B
DTD 02/01/2021 0.375% 01/31/2026
91282CBH3 2,400,000.00 AA+ Aaa 07/02/21 07/07/21 2,353,875.00 0.00 1,491.71 2,391,570.93 2,326,932.00

US TREASURY N/B
DTD 02/01/2021 0.375% 01/31/2026
91282CBH3 5,000,000.00 AA+ Aaa 02/17/22 02/18/22 4,719,531.25 1.85 3,107.73 4,940,718.66 4,847,775.00

US TREASURY N/B
DTD 02/01/2021 0.375% 01/31/2026
91282CBH3 5,775,000.00 AA+ Aaa 01/04/22 01/06/22 5,570,167.97 0.00 3,589.43 5,732,958.43 5,599,180.13

US TREASURY N/B
DTD 02/01/2021 0.375% 01/31/2026
91282CBH3 7,980,000.00 AA+ Aaa 05/03/22 05/04/22 7,256,812.50 2.95 4,959.94 7,818,763.02 7,737,048.90

US TREASURY N/B
DTD 02/28/2019 2.500% 02/28/2026
9128286F2 3,210,000.00 AA+ Aaa 03/01/21 03/01/21 3,492,881.25 0.70 6,978.26 3,261,616.14 3,163,981.44

US TREASURY N/B
DTD 03/01/2021 0.500% 02/28/2026
91282CBQ3 4,645,000.00 AA+ Aaa 04/06/22 04/07/22 4,259,973.05 2.76 2,019.57 4,554,898.82 4,495,672.54

US TREASURY N/B
DTD 03/01/2021 0.500% 02/28/2026
91282CBQ3 6,000,000.00 AA+ Aaa 12/03/21 12/07/21 5,838,281.25 1.15 2,608.70 5,965,121.54 5,807,112.00

US TREASURY N/B
DTD 03/31/2021 0.750% 03/31/2026
91282CBT7 2,480,000.00 AA+ Aaa 09/07/21 09/09/21 2,479,031.25 0.76 50.82 2,479,788.09 2,400,295.28

US TREASURY N/B
DTD 03/31/2021 0.750% 03/31/2026
91282CBT7 4,925,000.00 AA+ Aaa 04/29/21 04/30/21 4,896,719.73 0.87 100.92 4,919,268.36 4,766,715.43

US TREASURY N/B
DTD 06/01/2021 0.750% 05/31/2026
91282CCF6 1,405,000.00 AA+ Aaa 06/23/21 06/25/21 1,396,987.11 0.87 3,531.80 1,403,109.12 1,352,861.86 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 5 U.S. Bancorp Asset Management, Inc.
#8..
- 144 -
Managed Account Detail of Securities Held For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note

US TREASURY N/B
DTD 06/01/2021 0.750% 05/31/2026
91282CCF6 4,615,000.00 AA+ Aaa 04/06/22 04/07/22 4,253,551.76 2.76 11,600.89 4,513,603.63 4,443,741.97

US TREASURY N/B
DTD 06/01/2021 0.750% 05/31/2026
91282CCF6 4,800,000.00 AA+ Aaa 06/06/22 06/08/22 4,399,125.00 2.99 12,065.93 4,682,744.75 4,621,876.80

US TREASURY N/B
DTD 08/31/2021 0.750% 08/31/2026
91282CCW9 4,640,000.00 AA+ Aaa 04/06/22 04/07/22 4,258,106.25 2.75 3,026.09 4,517,138.10 4,435,366.72

US TREASURY N/B
DTD 09/30/2021 0.875% 09/30/2026
91282CCZ2 4,310,000.00 AA+ Aaa 04/05/22 04/07/22 3,968,398.83 2.77 103.04 4,195,854.71 4,117,567.12

US TREASURY N/B
DTD 11/15/2016 2.000% 11/15/2026
912828U24 4,545,000.00 AA+ Aaa 06/06/22 06/08/22 4,355,920.90 3.01 34,401.38 4,475,830.41 4,405,809.38

US TREASURY N/B
DTD 02/15/2017 2.250% 02/15/2027
912828V98 9,220,000.00 AA+ Aaa 07/05/22 07/07/22 8,981,576.56 2.85 25,787.98 9,123,016.59 8,940,523.36

US TREASURY N/B
DTD 03/31/2022 2.500% 03/31/2027
91282CEF4 910,000.00 AA+ Aaa 11/29/22 11/30/22 854,973.44 4.03 62.16 884,643.26 885,472.77

US TREASURY N/B
DTD 04/30/2020 0.500% 04/30/2027
912828ZN3 6,480,000.00 AA+ Aaa 08/03/22 08/05/22 5,791,500.00 2.92 13,604.42 6,177,760.84 6,040,578.24

US TREASURY N/B
DTD 06/30/2020 0.500% 06/30/2027
912828ZV5 5,545,000.00 AA+ Aaa 08/09/22 08/10/22 4,920,754.30 2.99 6,969.54 5,258,231.67 5,141,473.72

US TREASURY N/B
DTD 08/15/2017 2.250% 08/15/2027
9128282R0 1,200,000.00 AA+ Aaa 08/29/22 08/31/22 1,142,625.00 3.30 3,356.35 1,172,548.76 1,155,093.60

US TREASURY N/B
DTD 08/15/2017 2.250% 08/15/2027
9128282R0 2,985,000.00 AA+ Aaa 09/01/22 09/06/22 2,830,036.52 3.40 8,348.93 2,910,610.66 2,873,295.33

US TREASURY N/B
DTD 09/30/2022 4.125% 09/30/2027
91282CFM8 5,380,000.00 AA+ Aaa 11/01/22 11/03/22 5,344,903.91 4.27 606.35 5,362,138.60 5,408,158.92

US TREASURY N/B
DTD 10/31/2022 4.125% 10/31/2027
91282CFU0 2,715,000.00 AA+ Aaa 12/06/22 12/08/22 2,752,755.47 3.81 47,025.00 2,734,912.42 2,728,786.77

US TREASURY N/B
DTD 10/31/2022 4.125% 10/31/2027
91282CFU0 3,160,000.00 AA+ Aaa 12/13/22 12/14/22 3,229,495.31 3.63 54,732.60 3,196,775.58 3,176,046.48 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 6 U.S. Bancorp Asset Management, Inc.
#8..
- 145 -
Managed Account Detail of Securities Held For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note

US TREASURY N/B
DTD 11/02/2020 0.500% 10/31/2027
91282CAU5 8,775,000.00 AA+ Aaa 01/04/23 01/06/23 7,472,803.71 3.91 18,422.65 8,076,892.49 8,044,551.45

US TREASURY N/B
DTD 01/03/2023 3.875% 12/31/2027
91282CGC9 4,250,000.00 AA+ Aaa 06/01/23 06/05/23 4,266,933.59 3.78 41,399.34 4,260,180.43 4,246,183.50

US TREASURY N/B
DTD 01/31/2023 3.500% 01/31/2028
91282CGH8 2,220,000.00 AA+ Aaa 05/16/23 05/18/23 2,218,265.63 3.52 12,878.45 2,218,955.75 2,195,284.74

US TREASURY N/B
DTD 02/01/2021 0.750% 01/31/2028
91282CBJ9 3,450,000.00 AA+ Aaa 01/31/23 01/31/23 2,994,761.72 3.66 4,288.67 3,191,965.16 3,159,986.10

US TREASURY N/B
DTD 02/28/2023 4.000% 02/29/2028
91282CGP0 1,120,000.00 AA+ Aaa 03/03/23 03/06/23 1,105,343.75 4.29 3,895.65 1,111,436.44 1,122,537.92

US TREASURY N/B
DTD 02/28/2023 4.000% 02/29/2028
91282CGP0 2,825,000.00 AA+ Aaa 03/03/23 03/07/23 2,793,660.16 4.25 9,826.09 2,806,678.25 2,831,401.45

US TREASURY N/B
DTD 03/31/2021 1.250% 03/31/2028
91282CBS9 2,555,000.00 AA+ Aaa 05/08/23 05/09/23 2,299,400.20 3.49 87.26 2,398,466.57 2,364,473.65

US TREASURY N/B
DTD 03/31/2023 3.625% 03/31/2028
91282CGT2 2,675,000.00 AA+ Aaa 05/01/23 05/02/23 2,672,178.71 3.65 264.94 2,673,278.93 2,653,578.60

US TREASURY N/B
DTD 05/01/2023 3.500% 04/30/2028
91282CHA2 2,810,000.00 AA+ Aaa 05/01/23 05/01/23 2,796,937.89 3.60 41,296.13 2,801,952.42 2,775,532.54

US TREASURY N/B
DTD 05/01/2023 3.500% 04/30/2028
91282CHA2 6,530,000.00 AA+ Aaa 05/03/23 05/04/23 6,559,844.14 3.40 95,965.75 6,548,417.26 6,449,903.02

US TREASURY N/B
DTD 04/01/2024 4.125% 03/31/2029
91282CKG5 3,450,000.00 AA+ Aaa 04/09/24 04/11/24 3,411,861.33 4.37 388.83 3,418,694.89 3,471,831.60

US TREASURY N/B
DTD 04/30/2024 4.625% 04/30/2029
91282CKP5 4,430,000.00 AA+ Aaa 10/16/24 10/17/24 4,571,725.39 3.85 86,030.11 4,558,508.92 4,540,750.00

US TREASURY N/B
DTD 04/30/2024 4.625% 04/30/2029
91282CKP5 5,190,000.00 AA+ Aaa 05/02/24 05/03/24 5,201,961.33 4.57 100,789.23 5,199,978.74 5,319,750.00

US TREASURY N/B
DTD 05/31/2024 4.500% 05/31/2029
91282CKT7 1,430,000.00 AA+ Aaa 06/06/24 06/07/24 1,442,959.38 4.30 21,567.86 1,441,019.68 1,459,437.98 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 7 U.S. Bancorp Asset Management, Inc.
#8..
- 146 -
Managed Account Detail of Securities Held For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
U.S. Treasury Bond / Note

US TREASURY N/B
DTD 05/31/2024 4.500% 05/31/2029
91282CKT7 4,190,000.00 AA+ Aaa 06/05/24 06/06/24 4,224,698.44 4.31 63,195.33 4,219,492.56 4,276,255.34

US TREASURY N/B
DTD 07/01/2024 4.250% 06/30/2029
91282CKX8 2,920,000.00 AA+ Aaa 07/01/24 07/02/24 2,896,959.38 4.43 31,196.41 2,900,098.15 2,952,508.36

US TREASURY N/B
DTD 07/31/2024 4.000% 07/31/2029
91282CLC3 2,105,000.00 AA+ Aaa 08/01/24 08/02/24 2,119,636.33 3.85 13,955.80 2,117,859.29 2,108,123.82

US TREASURY N/B
DTD 09/03/2024 3.625% 08/31/2029
91282CLK5 7,550,000.00 AA+ Aaa 09/04/24 09/05/24 7,565,630.86 3.58 23,798.91 7,563,998.55 7,446,776.40

US TREASURY N/B
DTD 09/30/2024 3.500% 09/30/2029
91282CLN9 8,695,000.00 AA+ Aaa 10/02/24 10/03/24 8,670,205.66 3.56 831.49 8,672,493.63 8,527,212.59

US TREASURY N/B
DTD 10/31/2024 4.125% 10/31/2029
91282CLR0 4,850,000.00 AA+ Aaa 11/01/24 11/04/24 4,838,064.45 4.18 84,004.14 4,838,966.47 4,879,934.20

US TREASURY N/B
DTD 12/02/2024 4.125% 11/30/2029
91282CMA6 6,315,000.00 AA+ Aaa 12/05/24 12/06/24 6,326,347.27 4.08 87,308.34 6,325,707.97 6,356,192.75

US TREASURY N/B
DTD 12/31/2024 4.375% 12/31/2029
91282CMD0 12,365,000.00 AA+ Aaa 01/06/25 01/07/25 12,337,468.55 4.43 135,989.38 12,338,630.41 12,574,623.85

US TREASURY N/B
DTD 01/31/2025 4.250% 01/31/2030
91282CMG3 4,610,000.00 AA+ Aaa 02/04/25 02/05/25 4,592,892.57 4.33 32,473.76 4,593,376.22 4,663,305.43

US TREASURY N/B
DTD 02/28/2023 4.000% 02/28/2030
91282CGQ8 8,565,000.00 AA+ Aaa 03/04/25 03/05/25 8,580,724.80 3.96 29,791.30 8,580,537.77 8,573,702.04 Security Type Sub-Total 253,810,000.00 246,475,955.30 3.39 1,383,919.31 251,065,167.99 249,352,573.00 Municipal Bond / Note

UNIV OF CALIFORNIA-BG (CALLABLE)
DTD 07/16/2020 0.883% 05/15/2025
91412HGE7 220,000.00 AA Aa2 07/14/20 07/16/20 220,796.40 0.81 733.87 220,020.15 219,055.10

UNIV OF CALIFORNIA-BG (CALLABLE)
DTD 07/16/2020 0.883% 05/15/2025
91412HGE7 510,000.00 AA Aa2 07/10/20 07/16/20 510,000.00 0.88 1,701.25 510,000.00 507,809.55

FLORIDA ST BRD OF ADM
DTD 09/16/2020 1.258% 07/01/2025
341271AD6 505,000.00 AA Aa2 09/03/20 09/16/20 508,570.35 1.11 1,588.23 505,186.28 500,845.87 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 8 U.S. Bancorp Asset Management, Inc.
#8..
- 147 -
Managed Account Detail of Securities Held For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Municipal Bond / Note

FLORIDA ST BRD OF ADM
DTD 09/16/2020 1.258% 07/01/2025
341271AD6 1,295,000.00 AA Aa2 09/03/20 09/16/20 1,295,000.00 1.26 4,072.78 1,295,000.00 1,284,347.33

NJ TPK AUTH -B-TXBL
DTD 02/04/2021 1.047% 01/01/2026
646140DP5 505,000.00 AA- A1 01/22/21 02/04/21 505,000.00 1.05 1,321.84 505,000.00 492,880.51 Security Type Sub-Total 3,035,000.00 3,039,366.75 1.10 9,417.97 3,035,206.43 3,004,938.36 Federal Agency Commercial Mortgage-Backed Security
FHMS K061 A2
DTD 01/01/2017 3.347% 11/01/2026
3137BTUM1 2,397,940.64 AA+ Aaa 05/19/23 05/24/23 2,324,129.03 4.29 6,688.26 2,363,171.33 2,356,420.30 FHMS K064 A2
DTD 05/01/2017 3.224% 03/01/2027
3137BXQY1 4,000,000.00 AA+ Aaa 08/16/23 08/18/23 3,773,125.00 4.94 10,746.67 3,875,105.05 3,923,596.00 FHMS K065 A2
DTD 07/01/2017 3.243% 04/01/2027
3137F1G44 2,275,000.00 AA+ Aaa 08/16/23 08/18/23 2,144,987.30 4.93 6,148.19 2,202,106.67 2,229,936.80 FHMS K066 A2
DTD 08/01/2017 3.117% 06/01/2027
3137F2LJ3 3,530,000.00 AA+ Aaa 08/17/23 08/22/23 3,301,101.56 4.97 9,169.18 3,396,931.05 3,448,365.22 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
3137HAMR4 3,479,724.26 AA+ Aaa 09/20/23 09/28/23 3,425,116.93 5.19 13,918.90 3,441,025.63 3,515,826.39 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
3137HAMG8 1,871,022.32 AA+ Aaa 09/07/23 09/14/23 1,843,041.17 5.01 7,250.21 1,851,510.50 1,887,197.31 FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
3137HAD45 2,778,420.17 AA+ Aaa 07/19/23 07/27/23 2,778,350.71 4.78 11,060.43 2,778,374.44 2,795,287.96 FHMS K505 A2
DTD 07/01/2023 4.819% 06/01/2028
3137HACX2 3,500,000.00 AA+ Aaa 07/13/23 07/20/23 3,534,958.00 4.59 14,055.42 3,522,924.57 3,547,187.00 FNA 2023-M6 A2
DTD 07/01/2023 4.182% 07/01/2028
3136BQDE6 3,343,218.35 AA+ Aaa 07/18/23 07/31/23 3,286,540.35 4.58 11,649.92 3,305,496.20 3,321,403.85 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
3137HAMN3 2,010,152.37 AA+ Aaa 09/19/23 09/28/23 2,010,142.31 5.27 8,831.27 2,010,146.09 2,047,251.74 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 9 U.S. Bancorp Asset Management, Inc.
#8..
- 148 -
Managed Account Detail of Securities Held For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Federal Agency Commercial Mortgage-Backed Security
FHMS K506 A2
DTD 09/01/2023 4.650% 08/01/2028
3137HAMH6 3,800,000.00 AA+ Aaa 09/07/23 09/14/23 3,743,786.60 4.99 14,725.00 3,759,847.24 3,834,386.20 FHMS K508 A2
DTD 10/01/2023 4.740% 08/01/2028
3137HAQ74 3,850,000.00 AA+ Aaa 10/11/23 10/19/23 3,765,546.40 5.25 15,207.50 3,788,506.15 3,895,595.55 FHMS K509 A2
DTD 10/01/2023 4.850% 09/01/2028
3137HAST4 2,890,000.00 AA+ Aaa 10/25/23 10/31/23 2,797,858.13 5.60 11,680.42 2,820,847.19 2,934,006.03 FHMS K507 A2
DTD 09/01/2023 4.800% 09/01/2028
3137HAMS2 3,800,000.00 AA+ Aaa 09/20/23 09/28/23 3,754,578.60 5.07 15,200.00 3,766,578.03 3,852,440.00 FHMS K510 A2
DTD 11/01/2023 5.069% 10/01/2028
3137HB3D4 1,465,000.00 AA+ Aaa 11/14/23 11/21/23 1,460,764.69 5.14 6,188.40 1,461,827.16 1,497,131.84 FHMS K511 A2
DTD 12/01/2023 4.860% 10/01/2028
3137HB3G7 2,125,000.00 AA+ Aaa 11/28/23 12/07/23 2,118,894.88 4.93 8,606.25 2,120,394.60 2,157,971.50 FHMS K512 A2
DTD 12/01/2023 5.000% 11/01/2028
3137HBCF9 1,935,000.00 AA+ Aaa 12/11/23 12/21/23 1,953,069.03 4.79 8,062.50 1,948,802.54 1,973,858.67 FHMS K513 A2
DTD 01/01/2024 4.724% 12/01/2028
3137HBFY5 2,190,000.00 AA+ Aaa 01/10/24 01/18/24 2,211,875.91 4.50 8,621.30 2,207,004.57 2,215,388.67 FHMS K514 A2
DTD 02/01/2024 4.572% 12/01/2028
3137HBLV4 2,220,000.00 AA+ Aaa 02/01/24 02/08/24 2,242,197.78 4.34 8,458.20 2,237,417.19 2,234,465.52 FHMS K518 A2
DTD 03/01/2024 5.400% 01/01/2029
3137HC2L5 2,715,000.00 AA+ Aaa 03/19/24 03/28/24 2,780,553.68 4.83 12,217.50 2,768,959.94 2,808,982.44 FHMS K517 A2
DTD 03/01/2024 5.355% 01/01/2029
3137HC2C5 3,355,000.00 AA+ Aaa 03/05/24 03/14/24 3,455,603.03 4.67 14,971.69 3,435,911.51 3,462,873.32 FHMS K515 A2
DTD 02/01/2024 5.400% 01/01/2029
3137HBPD0 3,750,000.00 AA+ Aaa 02/14/24 02/22/24 3,851,025.00 4.79 16,875.00 3,830,400.29 3,872,928.75 FHMS K516 A2
DTD 03/01/2024 5.477% 01/01/2029
3137HBPM0 3,750,000.00 AA+ Aaa 02/29/24 03/07/24 3,862,488.75 4.79 17,115.63 3,840,202.40 3,884,085.00 FHMS K520 A2
DTD 04/01/2024 5.180% 03/01/2029
3137HCKV3 2,125,000.00 AA+ Aaa 04/23/24 04/30/24 2,133,625.38 5.09 9,172.92 2,132,285.12 2,184,427.75 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 10 U.S. Bancorp Asset Management, Inc.
#8..
- 149 -
Managed Account Detail of Securities Held For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Federal Agency Commercial Mortgage-Backed Security
FHMS K524 A2
DTD 07/01/2024 4.720% 05/01/2029
3137HDV56 3,245,000.00 AA+ Aaa 07/16/24 07/25/24 3,264,927.54 4.58 12,763.67 3,262,658.83 3,285,588.46 FHMS K522 A2
DTD 06/01/2024 4.803% 05/01/2029
3137HDJJ0 3,850,000.00 AA+ Aaa 06/05/24 06/13/24 3,849,988.45 4.80 15,409.63 3,850,000.00 3,908,608.55 FHMS K526 A2
DTD 08/01/2024 4.543% 07/01/2029
3137HDXL9 3,500,000.00 AA+ Aaa 08/07/24 08/15/24 3,532,739.00 4.33 13,250.42 3,528,977.13 3,521,301.00 FHMS K530 A2
DTD 11/01/2024 4.792% 09/01/2029
3137HHJL6 3,980,000.00 AA+ Aaa 11/19/24 11/27/24 4,000,723.86 4.67 15,893.47 3,999,704.97 4,043,755.62 Security Type Sub-Total 83,730,478.11 83,201,739.07 4.84 323,937.95 83,507,116.39 84,640,267.44 Corporate Note

BRISTOL-MYERS SQUIBB CO (CALLABLE)
DTD 11/13/2020 0.750% 11/13/2025
110122DN5 2,230,000.00 A A2 06/23/21 06/25/21 2,210,888.90 0.95 6,411.25 2,227,311.36 2,182,547.83

BANK OF NY MELLON CORP (CALLABLE)
DTD 01/28/2021 0.750% 01/28/2026
06406RAQ0 3,465,000.00 A Aa3 02/02/21 02/04/21 3,465,831.60 0.75 4,547.81 3,465,137.67 3,364,081.88

BANK OF AMERICA CORP (CALLABLE)
DTD 03/22/2022 3.384% 04/02/2026
06051GKM0 2,025,000.00 A- A1 03/17/22 03/22/22 2,025,000.00 3.38 34,072.65 2,025,000.00 2,024,896.73

MICROSOFT CORP (CALLABLE)
DTD 08/08/2016 2.400% 08/08/2026
594918BR4 3,000,000.00 AAA Aaa 02/23/22 02/25/22 3,033,150.00 2.14 10,600.00 3,010,071.15 2,933,142.00

BANK OF AMERICA NA (CALLABLE)
DTD 08/18/2023 5.526% 08/18/2026
06428CAA2 3,750,000.00 A+ Aa1 08/15/23 08/18/23 3,749,700.00 5.53 24,751.88 3,749,861.94 3,809,366.25

MASTERCARD INC (CALLABLE)
DTD 11/21/2016 2.950% 11/21/2026
57636QAG9 2,560,000.00 A+ Aa3 12/20/22 12/22/22 2,434,099.20 4.33 27,271.11 2,507,280.71 2,511,065.60

JP MORGAN CHASE BANK NA (CALLABLE)
DTD 12/08/2023 5.110% 12/08/2026
48125LRU8 850,000.00 AA- Aa2 06/03/24 06/04/24 849,226.50 5.15 13,633.76 849,471.56 860,797.55

JP MORGAN CHASE BANK NA (CALLABLE)
DTD 12/08/2023 5.110% 12/08/2026
48125LRU8 3,500,000.00 AA- Aa2 12/05/23 12/08/23 3,500,000.00 5.11 56,139.03 3,500,000.00 3,544,460.50

TARGET CORP (CALLABLE)
DTD 01/24/2022 1.950% 01/15/2027
87612EBM7 365,000.00 A A2 01/19/22 01/24/22 364,379.50 1.99 1,502.58 364,776.88 351,212.49 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 11 U.S. Bancorp Asset Management, Inc.
#8..
- 150 -
Managed Account Detail of Securities Held For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Corporate Note

MICROSOFT CORP (CALLABLE)
DTD 02/06/2017 3.300% 02/06/2027
594918BY9 3,000,000.00 AAA Aaa 12/14/22 12/16/22 2,914,170.00 4.06 15,125.00 2,961,693.32 2,960,436.00

HOME DEPOT INC (CALLABLE)
DTD 09/14/2017 2.800% 09/14/2027
437076BT8 3,610,000.00 A A2 01/26/23 01/30/23 3,405,674.00 4.16 4,773.22 3,501,574.60 3,487,617.39

JPMORGAN CHASE & CO (CALLABLE)
DTD 02/24/2022 2.947% 02/24/2028
46647PCW4 1,535,000.00 A A1 09/14/23 09/18/23 1,403,557.95 5.13 4,649.30 1,449,101.47 1,490,508.03

WALMART INC (CALLABLE)
DTD 04/18/2023 3.900% 04/15/2028
931142FB4 1,220,000.00 AA Aa2 05/16/23 05/18/23 1,217,279.40 3.95 21,939.67 1,218,315.60 1,213,856.08

APPLE INC (CALLABLE)
DTD 05/10/2023 4.000% 05/10/2028
037833ET3 5,200,000.00 AA+ Aaa 05/16/23 05/18/23 5,216,380.00 3.93 81,466.67 5,210,123.62 5,193,541.60

JOHN DEERE CAPITAL CORP
DTD 07/14/2023 4.950% 07/14/2028
24422EXB0 495,000.00 A A1 07/13/23 07/14/23 501,732.00 4.64 5,240.81 499,424.42 504,607.46

JOHN DEERE CAPITAL CORP
DTD 07/14/2023 4.950% 07/14/2028
24422EXB0 895,000.00 A A1 07/14/23 07/18/23 903,690.45 4.73 9,475.81 900,724.28 912,371.06

JOHN DEERE CAPITAL CORP
DTD 07/14/2023 4.950% 07/14/2028
24422EXB0 1,165,000.00 A A1 07/11/23 07/14/23 1,163,264.15 4.98 12,334.44 1,163,859.16 1,187,611.49

PACCAR FINANCIAL CORP
DTD 08/10/2023 4.950% 08/10/2028
69371RS64 1,130,000.00 A+ A1 08/17/23 08/21/23 1,122,914.90 5.09 7,924.13 1,125,211.91 1,150,399.89

TOYOTA MOTOR CREDIT CORP
DTD 09/11/2023 5.250% 09/11/2028
89236TLB9 2,800,000.00 A+ A1 09/06/23 09/11/23 2,795,128.00 5.29 8,166.67 2,796,515.71 2,871,797.60

CITIBANK NA (CALLABLE)
DTD 09/29/2023 5.803% 09/29/2028
17325FBB3 5,650,000.00 A+ Aa3 09/26/23 09/29/23 5,650,000.00 5.80 1,821.50 5,650,000.00 5,881,265.80

STATE STREET CORP (CALLABLE)
DTD 08/20/2024 4.530% 02/20/2029
857477CN1 1,900,000.00 A Aa3 08/14/24 08/20/24 1,900,000.00 4.53 9,802.42 1,900,000.00 1,899,838.50

BLACKROCK FUNDING INC (CALLABLE)
DTD 03/14/2024 4.700% 03/14/2029
09290DAA9 365,000.00 AA- Aa3 03/05/24 03/14/24 364,339.35 4.74 810.10 364,466.38 370,230.09

ADOBE INC (CALLABLE)
DTD 04/04/2024 4.800% 04/04/2029
00724PAF6 1,295,000.00 A+ A1 04/03/24 04/05/24 1,296,709.40 4.77 30,562.00 1,296,398.94 1,314,750.04 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 12 U.S. Bancorp Asset Management, Inc.
#8..
- 151 -
Managed Account Detail of Securities Held For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Corporate Note

ADOBE INC (CALLABLE)
DTD 04/04/2024 4.800% 04/04/2029
00724PAF6 1,580,000.00 A+ A1 04/01/24 04/04/24 1,577,645.80 4.83 37,288.00 1,578,069.35 1,604,096.58

PEPSICO INC (CALLABLE)
DTD 07/17/2024 4.500% 07/17/2029
713448FX1 1,935,000.00 A+ A1 07/15/24 07/17/24 1,932,000.75 4.53 17,898.75 1,932,392.25 1,951,279.16

ELI LILLY & CO (CALLABLE)
DTD 08/14/2024 4.200% 08/14/2029
532457CQ9 660,000.00 A+ Aa3 08/12/24 08/14/24 658,554.60 4.25 3,619.00 658,722.92 655,644.66

ELI LILLY & CO (CALLABLE)
DTD 08/14/2024 4.200% 08/14/2029
532457CQ9 2,290,000.00 A+ Aa3 08/13/24 08/14/24 2,293,343.40 4.17 12,556.83 2,292,962.69 2,274,888.29

PEPSICO INC (CALLABLE)
DTD 02/07/2025 4.600% 02/07/2030
713448GB8 730,000.00 A+ A1 02/05/25 02/07/25 728,773.60 4.64 5,037.00 728,807.74 735,464.78 Security Type Sub-Total 59,200,000.00 58,677,433.45 4.20 469,421.39 58,927,275.63 59,241,775.33 Certificate of Deposit

COOPERAT RABOBANK UA/NY
DTD 07/20/2023 5.080% 07/17/2026
21684LGS5 3,500,000.00 A+ Aa2 07/17/23 07/20/23 3,500,000.00 5.08 36,547.78 3,500,000.00 3,557,648.50 Security Type Sub-Total 3,500,000.00 3,500,000.00 5.08 36,547.78 3,500,000.00 3,557,648.50 Bank Note

WELLS FARGO BANK NA (CALLABLE)
DTD 08/09/2023 5.450% 08/07/2026
94988J6D4 5,635,000.00 A+ Aa2 08/15/23 08/17/23 5,621,645.05 5.54 46,066.13 5,628,934.10 5,711,190.83

MORGAN STANLEY BANK NA (CALLABLE)
DTD 05/30/2024 5.504% 05/26/2028
61690U8B9 1,360,000.00 A+ Aa3 05/28/24 05/30/24 1,360,000.00 5.50 25,991.11 1,360,000.00 1,384,557.52

MORGAN STANLEY BANK NA (CALLABLE)
DTD 05/30/2024 5.504% 05/26/2028
61690U8B9 2,640,000.00 A+ Aa3 05/30/24 05/31/24 2,645,570.40 5.45 50,453.33 2,643,816.14 2,687,670.48 Security Type Sub-Total 9,635,000.00 9,627,215.45 5.51 122,510.57 9,632,750.24 9,783,418.83 Asset-Backed Security
CCCIT 2023-A1 A1
DTD 12/11/2023 5.230% 12/08/2027
17305EGW9 835,000.00 AAA Aaa 12/04/23 12/11/23 834,895.29 5.23 13,707.68 834,927.68 838,727.44 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 13 U.S. Bancorp Asset Management, Inc.
#8..
- 152 -
Managed Account Detail of Securities Held For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Asset-Backed Security
KCOT 2023-2A A3
DTD 07/26/2023 5.280% 01/18/2028
500945AC4 890,000.00 NR Aaa 07/18/23 07/26/23 889,775.19 5.29 2,088.53 889,859.56 898,135.49 BAAT 2023-1A A3
DTD 07/31/2023 5.530% 02/15/2028
06428AAC2 1,405,474.04 NR Aaa 07/25/23 07/31/23 1,405,420.77 5.53 3,454.34 1,405,440.33 1,415,479.61 HAROT 2023-3 A3
DTD 08/22/2023 5.410% 02/18/2028
43815QAC1 2,220,000.00 AAA NR 08/15/23 08/22/23 2,219,542.24 5.42 4,337.02 2,219,706.25 2,238,070.80 TAOT 2023-C A3
DTD 08/15/2023 5.160% 04/17/2028
89231FAD2 690,000.00 AAA NR 08/08/23 08/15/23 689,843.92 5.17 1,582.40 689,898.30 694,385.64 USAOT 2023-A A3
DTD 09/15/2023 5.580% 05/15/2028
90291VAC4 2,953,773.60 AAA Aaa 09/07/23 09/15/23 2,953,256.69 5.58 7,325.36 2,953,418.90 2,972,143.11 BAAT 2023-2A A3
DTD 11/21/2023 5.740% 06/15/2028
06054YAC1 2,925,000.00 NR Aaa 11/15/23 11/21/23 2,924,947.06 5.74 7,462.00 2,924,965.82 2,963,036.70 TAOT 2023-D A3
DTD 11/14/2023 5.540% 08/15/2028
89239FAD4 765,000.00 AAA NR 11/07/23 11/14/23 764,917.53 5.54 1,883.60 764,941.30 776,471.94 FITAT 2023-1 A3
DTD 08/23/2023 5.530% 08/15/2028
31680EAD3 2,425,000.00 AAA Aaa 08/15/23 08/23/23 2,424,849.65 5.53 5,960.11 2,424,898.14 2,446,281.80 CHAIT 2023-A1 A
DTD 09/15/2023 5.160% 09/15/2028
161571HT4 3,020,000.00 AAA NR 09/07/23 09/15/23 3,019,162.86 5.17 6,925.87 3,019,399.08 3,053,784.74 AMXCA 2023-3 A
DTD 09/19/2023 5.230% 09/15/2028
02582JKD1 3,090,000.00 AAA NR 09/12/23 09/19/23 3,089,861.88 5.23 7,182.53 3,089,902.51 3,127,299.39 HART 2023-C A3
DTD 11/13/2023 5.540% 10/16/2028
44918CAD4 1,130,000.00 AAA NR 11/03/23 11/13/23 1,129,851.41 5.54 2,782.31 1,129,891.22 1,144,744.24 BACCT 2023-A2 A2
DTD 12/14/2023 4.980% 11/15/2028
05522RDH8 1,365,000.00 NR Aaa 12/07/23 12/14/23 1,364,816.68 4.98 3,021.20 1,364,864.54 1,379,956.30 GMCAR 2024-1 A3
DTD 01/17/2024 4.850% 12/18/2028
36268GAD7 365,000.00 NR Aaa 01/09/24 01/17/24 364,926.60 4.85 737.60 364,943.05 367,045.10 CHAIT 2024-A1 A
DTD 01/31/2024 4.600% 01/16/2029
161571HV9 3,390,000.00 AAA NR 01/24/24 01/31/24 3,389,483.70 4.60 6,930.67 3,389,599.69 3,408,367.02 PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 14 U.S. Bancorp Asset Management, Inc.
#8..
- 153 -
Managed Account Detail of Securities Held For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Rating Rating Date Date Cost at Cost Interest Cost Value Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Par
Asset-Backed Security
KCOT 2025-1A A3
DTD 02/19/2025 4.670% 06/15/2029
50117FAC5 1,550,000.00 NR Aaa 02/11/25 02/19/25 1,549,946.84 4.67 3,217.11 1,549,952.74 1,560,271.85 HART 2025-A A3
DTD 03/12/2025 4.320% 10/15/2029
44935CAD3 2,525,000.00 AAA NR 03/04/25 03/12/25 2,524,627.56 4.32 5,757.00 2,524,636.37 2,520,960.00 Security Type Sub-Total 31,544,247.63 31,540,125.87 5.19 84,355.33 31,541,245.48 31,805,161.17 Managed Account Sub-Total 444,454,725.74 436,061,835.89 3.95 2,430,110.30 441,208,762.16 441,385,782.63 $444,454,725.74 $436,061,835.89 4.05% $2,430,110.30 $441,208,762.16 $441,385,782.63 $443,815,892.93
$2,430,110.30
Total Investments
Accrued Interest
Securities Sub-Total
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 15 U.S. Bancorp Asset Management, Inc.
#8..
- 154 -
Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY N/B 912828XB1 11,015,000.00 MorganSt 99.73 10,984,984.13 290,537.84 9,440.33 DTD 05/15/2015 2.125% 05/15/2025

0.13 5.02
US TREASURY N/B 91282CHN4 10,805,000.00 WellsFar 100.14 10,820,191.83 21,100.81 17,188.03 DTD 07/31/2023 4.750% 07/31/2025

0.34 4.32
US TREASURY N/B 91282CFK2 11,115,000.00 Nomura 99.69 11,080,443.47 18,847.57 (10,018.32) DTD 09/15/2022 3.500% 09/15/2025

0.45 4.34
US TREASURY N/B 91282CBC4 2,675,000.00 JPMorgan 97.26 2,601,750.48 (9,822.76) (63,198.08) DTD 12/31/2020 0.375% 12/31/2025

0.74 4.11
US TREASURY N/B 91282CBH3 2,400,000.00 BNPPSA 96.96 2,326,932.00 (26,943.00) (64,638.93) DTD 02/01/2021 0.375% 01/31/2026

0.82 4.30
US TREASURY N/B 91282CBH3 5,000,000.00 Nomura 96.96 4,847,775.00 128,243.75 (92,943.66) DTD 02/01/2021 0.375% 01/31/2026

0.82 4.30
US TREASURY N/B 91282CBH3 5,775,000.00 MorganSt 96.96 5,599,180.13 29,012.16 (133,778.30) DTD 02/01/2021 0.375% 01/31/2026

0.82 4.30
US TREASURY N/B 91282CBH3 7,980,000.00 JPMorgan 96.96 7,737,048.90 480,236.40 (81,714.12) DTD 02/01/2021 0.375% 01/31/2026

0.82 4.30
US TREASURY N/B 9128286F2 3,210,000.00 GoldmanS 98.57 3,163,981.44 (328,899.81) (97,634.70) DTD 02/28/2019 2.500% 02/28/2026

0.89 4.10
US TREASURY N/B 91282CBQ3 4,645,000.00 Nomura 96.79 4,495,672.54 235,699.49 (59,226.28) DTD 03/01/2021 0.500% 02/28/2026

0.90 4.12
US TREASURY N/B 91282CBQ3 6,000,000.00 WellsFar 96.79 5,807,112.00 (31,169.25) (158,009.54) DTD 03/01/2021 0.500% 02/28/2026

0.90 4.12
US TREASURY N/B 91282CBT7 2,480,000.00 WellsFar 96.79 2,400,295.28 (78,735.97) (79,492.81) DTD 03/31/2021 0.750% 03/31/2026

0.98 4.16
US TREASURY N/B 91282CBT7 4,925,000.00 MorganSt 96.79 4,766,715.43 (130,004.30) (152,552.93) DTD 03/31/2021 0.750% 03/31/2026

0.98 4.16
US TREASURY N/B 91282CCF6 1,405,000.00 BOFAML 96.29 1,352,861.86 (44,125.25) (50,247.26) DTD 06/01/2021 0.750% 05/31/2026

1.15 4.04
US TREASURY N/B 91282CCF6 4,615,000.00 Nomura 96.29 4,443,741.97 190,190.21 (69,861.66) DTD 06/01/2021 0.750% 05/31/2026

1.15 4.04
US TREASURY N/B 91282CCF6 4,800,000.00 Citigrou 96.29 4,621,876.80 222,751.80 (60,867.95) DTD 06/01/2021 0.750% 05/31/2026

1.15 4.04
US TREASURY N/B 91282CCW9 4,640,000.00 RBC Capi 95.59 4,435,366.72 177,260.47 (81,771.38) DTD 08/31/2021 0.750% 08/31/2026

1.39 3.98
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 16 U.S. Bancorp Asset Management, Inc.
#8..
- 155 -
Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY N/B 91282CCZ2 4,310,000.00 RBC Capi 95.54 4,117,567.12 149,168.29 (78,287.59) DTD 09/30/2021 0.875% 09/30/2026

1.46 3.97
US TREASURY N/B 912828U24 4,545,000.00 RBC Capi 96.94 4,405,809.38 49,888.48 (70,021.03) DTD 11/15/2016 2.000% 11/15/2026

1.57 3.96
US TREASURY N/B 912828V98 9,220,000.00 JPMorgan 96.97 8,940,523.36 (41,053.20) (182,493.23) DTD 02/15/2017 2.250% 02/15/2027

1.81 3.94
US TREASURY N/B 91282CEF4 910,000.00 Barclays 97.30 885,472.77 30,499.33 829.51 DTD 03/31/2022 2.500% 03/31/2027

1.90 3.91
US TREASURY N/B 912828ZN3 6,480,000.00 Nomura 93.22 6,040,578.24 249,078.24 (137,182.60) DTD 04/30/2020 0.500% 04/30/2027

2.03 3.92
US TREASURY N/B 912828ZV5 5,545,000.00 WellsFar 92.72 5,141,473.72 220,719.42 (116,757.95) DTD 06/30/2020 0.500% 06/30/2027

2.20 3.90
US TREASURY N/B 9128282R0 1,200,000.00 BNPPSA 96.26 1,155,093.60 12,468.60 (17,455.16) DTD 08/15/2017 2.250% 08/15/2027

2.28 3.91
US TREASURY N/B 9128282R0 2,985,000.00 HSBC 96.26 2,873,295.33 43,258.81 (37,315.33) DTD 08/15/2017 2.250% 08/15/2027

2.28 3.91
US TREASURY N/B 91282CFM8 5,380,000.00 BOFAML 100.52 5,408,158.92 63,255.01 46,020.32 DTD 09/30/2022 4.125% 09/30/2027

2.31 3.90
US TREASURY N/B 91282CFU0 2,715,000.00 Nomura 100.51 2,728,786.77 (23,968.70) (6,125.65) DTD 10/31/2022 4.125% 10/31/2027

2.39 3.91
US TREASURY N/B 91282CFU0 3,160,000.00 JPMorgan 100.51 3,176,046.48 (53,448.83) (20,729.10) DTD 10/31/2022 4.125% 10/31/2027

2.39 3.91
US TREASURY N/B 91282CAU5 8,775,000.00 WellsFar 91.68 8,044,551.45 571,747.74 (32,341.04) DTD 11/02/2020 0.500% 10/31/2027

2.52 3.91
US TREASURY N/B 91282CGC9 4,250,000.00 Nomura 99.91 4,246,183.50 (20,750.09) (13,996.93) DTD 01/03/2023 3.875% 12/31/2027

2.57 3.90
US TREASURY N/B 91282CGH8 2,220,000.00 BNPPSA 98.89 2,195,284.74 (22,980.89) (23,671.01) DTD 01/31/2023 3.500% 01/31/2028

2.66 3.91
US TREASURY N/B 91282CBJ9 3,450,000.00 HSBC 91.59 3,159,986.10 165,224.38 (31,979.06) DTD 02/01/2021 0.750% 01/31/2028

2.76 3.90
US TREASURY N/B 91282CGP0 1,120,000.00 JPMorgan 100.23 1,122,537.92 17,194.17 11,101.48 DTD 02/28/2023 4.000% 02/29/2028

2.72 3.91
US TREASURY N/B 91282CGP0 2,825,000.00 TD Secur 100.23 2,831,401.45 37,741.29 24,723.20 DTD 02/28/2023 4.000% 02/29/2028

2.72 3.91
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 17 U.S. Bancorp Asset Management, Inc.
#8..
- 156 -
Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY N/B 91282CBS9 2,555,000.00 BNPPSA 92.54 2,364,473.65 65,073.45 (33,992.92) DTD 03/31/2021 1.250% 03/31/2028

2.88 3.90
US TREASURY N/B 91282CGT2 2,675,000.00 RBS 99.20 2,653,578.60 (18,600.11) (19,700.33) DTD 03/31/2023 3.625% 03/31/2028

2.77 3.90
US TREASURY N/B 91282CHA2 2,810,000.00 Barclays 98.77 2,775,532.54 (21,405.35) (26,419.88) DTD 05/01/2023 3.500% 04/30/2028

2.85 3.92
US TREASURY N/B 91282CHA2 6,530,000.00 GoldmanS 98.77 6,449,903.02 (109,941.12) (98,514.24) DTD 05/01/2023 3.500% 04/30/2028

2.85 3.92
US TREASURY N/B 91282CKG5 3,450,000.00 BMO 100.63 3,471,831.60 59,970.27 53,136.71 DTD 04/01/2024 4.125% 03/31/2029

3.59 3.95
US TREASURY N/B 91282CKP5 4,430,000.00 JPMorgan 102.50 4,540,750.00 (30,975.39) (17,758.92) DTD 04/30/2024 4.625% 04/30/2029

3.64 3.95
US TREASURY N/B 91282CKP5 5,190,000.00 GoldmanS 102.50 5,319,750.00 117,788.67 119,771.26 DTD 04/30/2024 4.625% 04/30/2029

3.64 3.95
US TREASURY N/B 91282CKT7 1,430,000.00 JPMorgan 102.06 1,459,437.98 16,478.60 18,418.30 DTD 05/31/2024 4.500% 05/31/2029

3.73 3.95
US TREASURY N/B 91282CKT7 4,190,000.00 JPMorgan 102.06 4,276,255.34 51,556.90 56,762.78 DTD 05/31/2024 4.500% 05/31/2029

3.73 3.95
US TREASURY N/B 91282CKX8 2,920,000.00 Citigrou 101.11 2,952,508.36 55,548.98 52,410.21 DTD 07/01/2024 4.250% 06/30/2029

3.83 3.96
US TREASURY N/B 91282CLC3 2,105,000.00 Citigrou 100.15 2,108,123.82 (11,512.51) (9,735.47) DTD 07/31/2024 4.000% 07/31/2029

3.93 3.96
US TREASURY N/B 91282CLK5 7,550,000.00 Citigrou 98.63 7,446,776.40 (118,854.46) (117,222.15) DTD 09/03/2024 3.625% 08/31/2029

4.04 3.96
US TREASURY N/B 91282CLN9 8,695,000.00 TD Secur 98.07 8,527,212.59 (142,993.07) (145,281.04) DTD 09/30/2024 3.500% 09/30/2029

4.05 3.97
US TREASURY N/B 91282CLR0 4,850,000.00 HSBC 100.62 4,879,934.20 41,869.75 40,967.73 DTD 10/31/2024 4.125% 10/31/2029

4.08 3.97
US TREASURY N/B 91282CMA6 6,315,000.00 WellsFar 100.65 6,356,192.75 29,845.48 30,484.78 DTD 12/02/2024 4.125% 11/30/2029

4.16 3.96
US TREASURY N/B 91282CMD0 12,365,000.00 BNP Sec 101.70 12,574,623.85 237,155.30 235,993.44 DTD 12/31/2024 4.375% 12/31/2029

4.23 3.97
US TREASURY N/B 91282CMG3 4,610,000.00 BNP Sec 101.16 4,663,305.43 70,412.86 69,929.21 DTD 01/31/2025 4.250% 01/31/2030

4.32 3.98
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 18 U.S. Bancorp Asset Management, Inc.
#8..
- 157 -
Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
U.S. Treasury Bond / Note
US TREASURY N/B 91282CGQ8 8,565,000.00 Nomura 100.10 8,573,702.04 (7,022.76) (6,835.73) DTD 02/28/2023 4.000% 02/28/2030

4.42 3.97
Security Type Sub-Total 253,810,000.00 249,352,573.00 2,876,617.70 (1,712,594.99) 2.26 4.07 Municipal Bond / Note
UNIV OF CALIFORNIA-BG (CALLABLE) 91412HGE7 220,000.00 JPMorgan 04/15/25 99.57 219,055.10 (1,741.30) (965.05) DTD 07/16/2020 0.883% 05/15/2025

0.13 4.33
UNIV OF CALIFORNIA-BG (CALLABLE) 91412HGE7 510,000.00 JPMorgan 04/15/25 99.57 507,809.55 (2,190.45) (2,190.45) DTD 07/16/2020 0.883% 05/15/2025

0.13 4.33
FLORIDA ST BRD OF ADM 341271AD6 505,000.00 BOFAML 99.18 500,845.87 (7,724.48) (4,340.41) DTD 09/16/2020 1.258% 07/01/2025

0.25 4.55
FLORIDA ST BRD OF ADM 341271AD6 1,295,000.00 BOFAML 99.18 1,284,347.33 (10,652.67) (10,652.67) DTD 09/16/2020 1.258% 07/01/2025

0.25 4.55
NJ TPK AUTH -B-TXBL 646140DP5 505,000.00 Citigrou 97.60 492,880.51 (12,119.49) (12,119.49) DTD 02/04/2021 1.047% 01/01/2026

0.74 4.22
Security Type Sub-Total 3,035,000.00 3,004,938.36 (34,428.39) (30,268.07) 0.30 4.44 Federal Agency Commercial Mortgage-Backed Security
FHMS K061 A2 3137BTUM1 2,397,940.64 Citigrou 98.27 2,356,420.30 32,291.27 (6,751.03) DTD 01/01/2017 3.347% 11/01/2026

1.49 4.39
FHMS K064 A2 3137BXQY1 4,000,000.00 MorganSt 98.09 3,923,596.00 150,471.00 48,490.95 DTD 05/01/2017 3.224% 03/01/2027

1.74 4.22
FHMS K065 A2 3137F1G44 2,275,000.00 Citigrou 98.02 2,229,936.80 84,949.50 27,830.13 DTD 07/01/2017 3.243% 04/01/2027

1.88 4.20
FHMS K066 A2 3137F2LJ3 3,530,000.00 CantorFi 97.69 3,448,365.22 147,263.66 51,434.17 DTD 08/01/2017 3.117% 06/01/2027

1.97 4.21
FHMS K507 A1 3137HAMR4 3,479,724.26 BOFAML 101.04 3,515,826.39 90,709.46 74,800.76 DTD 09/01/2023 4.800% 04/01/2028

2.45 4.28
FHMS K506 A1 3137HAMG8 1,871,022.32 WellsFar 100.86 1,887,197.31 44,156.14 35,686.81 DTD 09/01/2023 4.650% 05/01/2028

2.60 4.23
FHMS KJ46 A1 3137HAD45 2,778,420.17 JPMorgan 100.61 2,795,287.96 16,937.25 16,913.52 DTD 07/01/2023 4.777% 06/01/2028

2.07 4.37
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 19 U.S. Bancorp Asset Management, Inc.
#8..
- 158 -
Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Federal Agency Commercial Mortgage-Backed Security
FHMS K505 A2 3137HACX2 3,500,000.00 JPMorgan 101.35 3,547,187.00 12,229.00 24,262.43 DTD 07/01/2023 4.819% 06/01/2028

2.86 4.27
FNA 2023-M6 A2 3136BQDE6 3,343,218.35 JPMorgan 99.35 3,321,403.85 34,863.50 15,907.65 DTD 07/01/2023 4.182% 07/01/2028

2.99 4.34
FHMS KJ47 A1 3137HAMN3 2,010,152.37 JPMorgan 101.85 2,047,251.74 37,109.43 37,105.65 DTD 09/01/2023 5.272% 08/01/2028

2.35 4.38
FHMS K506 A2 3137HAMH6 3,800,000.00 WellsFar 100.90 3,834,386.20 90,599.60 74,538.96 DTD 09/01/2023 4.650% 08/01/2028

3.00 4.28
FHMS K508 A2 3137HAQ74 3,850,000.00 BMO 101.18 3,895,595.55 130,049.15 107,089.40 DTD 10/01/2023 4.740% 08/01/2028

3.02 4.28
FHMS K509 A2 3137HAST4 2,890,000.00 MorganSt 101.52 2,934,006.03 136,147.90 113,158.84 DTD 10/01/2023 4.850% 09/01/2028

3.10 4.29
FHMS K507 A2 3137HAMS2 3,800,000.00 BOFAML 101.38 3,852,440.00 97,861.40 85,861.97 DTD 09/01/2023 4.800% 09/01/2028

3.06 4.28
FHMS K510 A2 3137HB3D4 1,465,000.00 JPMorgan 102.19 1,497,131.84 36,367.15 35,304.68 DTD 11/01/2023 5.069% 10/01/2028

3.13 4.31
FHMS K511 A2 3137HB3G7 2,125,000.00 BOFAML 101.55 2,157,971.50 39,076.62 37,576.90 DTD 12/01/2023 4.860% 10/01/2028

3.16 4.31
FHMS K512 A2 3137HBCF9 1,935,000.00 JPMorgan 102.01 1,973,858.67 20,789.64 25,056.13 DTD 12/01/2023 5.000% 11/01/2028

3.18 4.31
FHMS K513 A2 3137HBFY5 2,190,000.00 BMO 101.16 2,215,388.67 3,512.76 8,384.10 DTD 01/01/2024 4.724% 12/01/2028

3.30 4.31
FHMS K514 A2 3137HBLV4 2,220,000.00 JPMorgan 100.65 2,234,465.52 (7,732.26) (2,951.67) DTD 02/01/2024 4.572% 12/01/2028

3.26 4.31
FHMS K518 A2 3137HC2L5 2,715,000.00 JPMorgan 103.46 2,808,982.44 28,428.76 40,022.50 DTD 03/01/2024 5.400% 01/01/2029

3.37 4.33
FHMS K517 A2 3137HC2C5 3,355,000.00 BOFAML 103.22 3,462,873.32 7,270.29 26,961.81 DTD 03/01/2024 5.355% 01/01/2029

3.39 4.36
FHMS K515 A2 3137HBPD0 3,750,000.00 WellsFar 103.28 3,872,928.75 21,903.75 42,528.46 DTD 02/01/2024 5.400% 01/01/2029

3.29 4.35
FHMS K516 A2 3137HBPM0 3,750,000.00 MorganSt 103.58 3,884,085.00 21,596.25 43,882.60 DTD 03/01/2024 5.477% 01/01/2029

3.33 4.36
FHMS K520 A2 3137HCKV3 2,125,000.00 BOFAML 102.80 2,184,427.75 50,802.37 52,142.63 DTD 04/01/2024 5.180% 03/01/2029

3.50 4.33
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 20 U.S. Bancorp Asset Management, Inc.
#8..
- 159 -
Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Federal Agency Commercial Mortgage-Backed Security
FHMS K524 A2 3137HDV56 3,245,000.00 PIER 101.25 3,285,588.46 20,660.92 22,929.63 DTD 07/01/2024 4.720% 05/01/2029

3.67 4.33
FHMS K522 A2 3137HDJJ0 3,850,000.00 MorganSt 101.52 3,908,608.55 58,620.10 58,608.55 DTD 06/01/2024 4.803% 05/01/2029

3.57 4.33
FHMS K526 A2 3137HDXL9 3,500,000.00 BMO 100.61 3,521,301.00 (11,438.00) (7,676.13) DTD 08/01/2024 4.543% 07/01/2029

3.82 4.34
FHMS K530 A2 3137HHJL6 3,980,000.00 JPMorgan 101.60 4,043,755.62 43,031.76 44,050.65 DTD 11/01/2024 4.792% 09/01/2029

3.94 4.35
Security Type Sub-Total 83,730,478.11 84,640,267.44 1,438,528.37 1,133,151.05 2.98 4.31 Corporate Note
BRISTOL-MYERS SQUIBB CO (CALLABLE) 110122DN5 2,230,000.00 BOFAML 10/13/25 97.87 2,182,547.83 (28,341.07) (44,763.53) DTD 11/13/2020 0.750% 11/13/2025

0.61 4.40
BANK OF NY MELLON CORP (CALLABLE) 06406RAQ0 3,465,000.00 US_BANC 12/28/25 97.09 3,364,081.88 (101,749.72) (101,055.79) DTD 01/28/2021 0.750% 01/28/2026

0.81 4.32
BANK OF AMERICA CORP (CALLABLE) 06051GKM0 2,025,000.00 BOFAML 04/02/25 99.99 2,024,896.73 (103.27) (103.27) DTD 03/22/2022 3.384% 04/02/2026

0.00 5.31
MICROSOFT CORP (CALLABLE) 594918BR4 3,000,000.00 TD Secur 05/08/26 97.77 2,933,142.00 (100,008.00) (76,929.15) DTD 08/08/2016 2.400% 08/08/2026

1.28 4.11
BANK OF AMERICA NA (CALLABLE) 06428CAA2 3,750,000.00 BOFAML 07/17/26 101.58 3,809,366.25 59,666.25 59,504.31 DTD 08/18/2023 5.526% 08/18/2026

1.25 4.34
MASTERCARD INC (CALLABLE) 57636QAG9 2,560,000.00 CSFirstB 08/21/26 98.09 2,511,065.60 76,966.40 3,784.89 DTD 11/21/2016 2.950% 11/21/2026

1.51 4.16
JP MORGAN CHASE BANK NA (CALLABLE) 48125LRU8 850,000.00 Citigrou 11/08/26 101.27 860,797.55 11,571.05 11,325.99 DTD 12/08/2023 5.110% 12/08/2026

1.53 4.33
JP MORGAN CHASE BANK NA (CALLABLE) 48125LRU8 3,500,000.00 JPMorgan 11/08/26 101.27 3,544,460.50 44,460.50 44,460.50 DTD 12/08/2023 5.110% 12/08/2026

1.53 4.33
TARGET CORP (CALLABLE) 87612EBM7 365,000.00 Citigrou 12/15/26 96.22 351,212.49 (13,167.01) (13,564.39) DTD 01/24/2022 1.950% 01/15/2027

1.72 4.16
MICROSOFT CORP (CALLABLE) 594918BY9 3,000,000.00 GoldmanS 11/06/26 98.68 2,960,436.00 46,266.00 (1,257.32) DTD 02/06/2017 3.300% 02/06/2027

1.69 4.05
HOME DEPOT INC (CALLABLE) 437076BT8 3,610,000.00 TD Secur 06/14/27 96.61 3,487,617.39 81,943.39 (13,957.21) DTD 09/14/2017 2.800% 09/14/2027

2.29 4.26
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 21 U.S. Bancorp Asset Management, Inc.
#8..
- 160 -
Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Corporate Note
JPMORGAN CHASE & CO (CALLABLE) 46647PCW4 1,535,000.00 BOFAML 02/24/27 97.10 1,490,508.03 86,950.08 41,406.56 DTD 02/24/2022 2.947% 02/24/2028

1.82 4.89
WALMART INC (CALLABLE) 931142FB4 1,220,000.00 Barclays 03/15/28 99.50 1,213,856.08 (3,423.32) (4,459.52) DTD 04/18/2023 3.900% 04/15/2028

2.76 4.05
APPLE INC (CALLABLE) 037833ET3 5,200,000.00 HSBC 04/10/28 99.88 5,193,541.60 (22,838.40) (16,582.02) DTD 05/10/2023 4.000% 05/10/2028

2.82 4.02
JOHN DEERE CAPITAL CORP 24422EXB0 495,000.00 SBSC 101.94 504,607.46 2,875.46 5,183.04 DTD 07/14/2023 4.950% 07/14/2028

2.98 4.30
JOHN DEERE CAPITAL CORP 24422EXB0 895,000.00 TD Secur 101.94 912,371.06 8,680.61 11,646.78 DTD 07/14/2023 4.950% 07/14/2028

2.98 4.30
JOHN DEERE CAPITAL CORP 24422EXB0 1,165,000.00 Citigrou 101.94 1,187,611.49 24,347.34 23,752.33 DTD 07/14/2023 4.950% 07/14/2028

2.98 4.30
PACCAR FINANCIAL CORP 69371RS64 1,130,000.00 TD Secur 101.81 1,150,399.89 27,484.99 25,187.98 DTD 08/10/2023 4.950% 08/10/2028

3.05 4.37
TOYOTA MOTOR CREDIT CORP 89236TLB9 2,800,000.00 BOFAML 102.56 2,871,797.60 76,669.60 75,281.89 DTD 09/11/2023 5.250% 09/11/2028

3.13 4.42
CITIBANK NA (CALLABLE) 17325FBB3 5,650,000.00 Citigrou 08/29/28 104.09 5,881,265.80 231,265.80 231,265.80 DTD 09/29/2023 5.803% 09/29/2028

3.10 4.52
STATE STREET CORP (CALLABLE) 857477CN1 1,900,000.00 HSBC 02/20/28 99.99 1,899,838.50 (161.50) (161.50) DTD 08/20/2024 4.530% 02/20/2029

2.68 4.74
BLACKROCK FUNDING INC (CALLABLE) 09290DAA9 365,000.00 Citigrou 02/14/29 101.43 370,230.09 5,890.74 5,763.71 DTD 03/14/2024 4.700% 03/14/2029

3.53 4.32
ADOBE INC (CALLABLE) 00724PAF6 1,295,000.00 TD Secur 03/04/29 101.53 1,314,750.04 18,040.64 18,351.10 DTD 04/04/2024 4.800% 04/04/2029

3.50 4.36
ADOBE INC (CALLABLE) 00724PAF6 1,580,000.00 BOFAML 03/04/29 101.53 1,604,096.58 26,450.78 26,027.23 DTD 04/04/2024 4.800% 04/04/2029

3.50 4.36
PEPSICO INC (CALLABLE) 713448FX1 1,935,000.00 Citigrou 06/17/29 100.84 1,951,279.16 19,278.41 18,886.91 DTD 07/17/2024 4.500% 07/17/2029

3.81 4.25
ELI LILLY & CO (CALLABLE) 532457CQ9 660,000.00 MorganSt 07/14/29 99.34 655,644.66 (2,909.94) (3,078.26) DTD 08/14/2024 4.200% 08/14/2029

3.90 4.35
ELI LILLY & CO (CALLABLE) 532457CQ9 2,290,000.00 JPMorgan 07/14/29 99.34 2,274,888.29 (18,455.11) (18,074.40) DTD 08/14/2024 4.200% 08/14/2029

3.90 4.35
PEPSICO INC (CALLABLE) 713448GB8 730,000.00 MorganSt 01/07/30 100.75 735,464.78 6,691.18 6,657.04 DTD 02/07/2025 4.600% 02/07/2030

4.26 4.43
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 22 U.S. Bancorp Asset Management, Inc.
#8..
- 161 -
Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Security Type Sub-Total 59,200,000.00 59,241,775.33 564,341.88 314,499.70 2.27 4.35 Certificate of Deposit
COOPERAT RABOBANK UA/NY 21684LGS5 3,500,000.00 RABO UA 101.65 3,557,648.50 57,648.50 57,648.50 DTD 07/20/2023 5.080% 07/17/2026

1.23 3.77
Security Type Sub-Total 3,500,000.00 3,557,648.50 57,648.50 57,648.50 1.23 3.77 Bank Note
WELLS FARGO BANK NA (CALLABLE) 94988J6D4 5,635,000.00 WellsFar 07/07/26 101.35 5,711,190.83 89,545.78 82,256.73 DTD 08/09/2023 5.450% 08/07/2026

1.23 4.41
MORGAN STANLEY BANK NA (CALLABLE) 61690U8B9 1,360,000.00 MorganSt 05/26/27 101.81 1,384,557.52 24,557.52 24,557.52 DTD 05/30/2024 5.504% 05/26/2028

1.98 4.80
MORGAN STANLEY BANK NA (CALLABLE) 61690U8B9 2,640,000.00 MorganSt 05/26/27 101.81 2,687,670.48 42,100.08 43,854.34 DTD 05/30/2024 5.504% 05/26/2028

1.98 4.80
Security Type Sub-Total 9,635,000.00 9,783,418.83 156,203.38 150,668.59 1.54 4.57 Asset-Backed Security
CCCIT 2023-A1 A1 17305EGW9 835,000.00 Citigrou 100.45 838,727.44 3,832.15 3,799.76 DTD 12/11/2023 5.230% 12/08/2027

0.66 4.53
KCOT 2023-2A A3 500945AC4 890,000.00 JPMorgan 100.91 898,135.49 8,360.30 8,275.93 DTD 07/26/2023 5.280% 01/18/2028

1.12 4.50
BAAT 2023-1A A3 06428AAC2 1,405,474.04 BOFAML 100.71 1,415,479.61 10,058.84 10,039.28 DTD 07/31/2023 5.530% 02/15/2028

0.80 4.68
HAROT 2023-3 A3 43815QAC1 2,220,000.00 BOFAML 100.81 2,238,070.80 18,528.56 18,364.55 DTD 08/22/2023 5.410% 02/18/2028

0.86 4.50
TAOT 2023-C A3 89231FAD2 690,000.00 BNPPSA 100.64 694,385.64 4,541.72 4,487.34 DTD 08/15/2023 5.160% 04/17/2028

0.91 4.51
USAOT 2023-A A3 90291VAC4 2,953,773.60 JPMorgan 100.62 2,972,143.11 18,886.42 18,724.21 DTD 09/15/2023 5.580% 05/15/2028

0.72 4.74
BAAT 2023-2A A3 06054YAC1 2,925,000.00 BOFAML 101.30 2,963,036.70 38,089.64 38,070.88 DTD 11/21/2023 5.740% 06/15/2028

1.01 4.50
TAOT 2023-D A3 89239FAD4 765,000.00 JPMorgan 101.50 776,471.94 11,554.41 11,530.64 DTD 11/14/2023 5.540% 08/15/2028

1.20 4.34
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 23 U.S. Bancorp Asset Management, Inc.
#8..
- 162 -
Managed Account Fair Market Value & Analytics For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost at Mkt Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective YTM Duration
Asset-Backed Security
FITAT 2023-1 A3 31680EAD3 2,425,000.00 JPMorgan 100.88 2,446,281.80 21,432.15 21,383.66 DTD 08/23/2023 5.530% 08/15/2028

0.90 4.57
CHAIT 2023-A1 A 161571HT4 3,020,000.00 JPMorgan 101.12 3,053,784.74 34,621.88 34,385.66 DTD 09/15/2023 5.160% 09/15/2028

1.38 4.39
AMXCA 2023-3 A 02582JKD1 3,090,000.00 Citigrou 101.21 3,127,299.39 37,437.51 37,396.88 DTD 09/19/2023 5.230% 09/15/2028

1.37 4.43
HART 2023-C A3 44918CAD4 1,130,000.00 BNPPSA 101.30 1,144,744.24 14,892.83 14,853.02 DTD 11/13/2023 5.540% 10/16/2028

1.17 4.43
BACCT 2023-A2 A2 05522RDH8 1,365,000.00 BOFAML 101.10 1,379,956.30 15,139.62 15,091.76 DTD 12/14/2023 4.980% 11/15/2028

1.53 4.31
GMCAR 2024-1 A3 36268GAD7 365,000.00 Barclays 100.56 367,045.10 2,118.50 2,102.05 DTD 01/17/2024 4.850% 12/18/2028

1.17 4.38
CHAIT 2024-A1 A 161571HV9 3,390,000.00 JPMorgan 100.54 3,408,367.02 18,883.32 18,767.33 DTD 01/31/2024 4.600% 01/16/2029

1.69 4.32
KCOT 2025-1A A3 50117FAC5 1,550,000.00 JPMorgan 100.66 1,560,271.85 10,325.01 10,319.11 DTD 02/19/2025 4.670% 06/15/2029

2.55 4.44
HART 2025-A A3 44935CAD3 2,525,000.00 Barclays 99.84 2,520,960.00 (3,667.56) (3,676.37) DTD 03/12/2025 4.320% 10/15/2029

2.07 4.44
Security Type Sub-Total 31,544,247.63 31,805,161.17 265,035.30 263,915.69 1.28 4.48 Managed Account Sub-Total 444,454,725.74 441,385,782.63 5,323,946.74 177,020.47 2.29 4.20 Total Investments $443,815,892.93
$2,430,110.30
$441,385,782.63
Accrued Interest
Securities Sub-Total $444,454,725.74 $5,323,946.74 $177,020.47 2.33 4.19% PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 24 U.S. Bancorp Asset Management, Inc.
#8..
- 163 -
Managed Account Security Transactions & Interest For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method
BUY
03/05/25 US TREASURY N/B
DTD 02/28/2023 4.000% 02/28/2030
03/04/25 91282CGQ8 8,565,000.00 (8,580,724.80) (4,654.89) (8,585,379.69) 03/12/25 HART 2025-A A3
DTD 03/12/2025 4.320% 10/15/2029
03/04/25 44935CAD3 2,525,000.00 (2,524,627.56) 0.00 (2,524,627.56) 03/06/25 FED HOME LN DISCOUNT NT
DTD 03/12/2024 0.000% 03/12/2025
03/05/25 313385CY0 2,525,000.00 (2,523,253.54) 0.00 (2,523,253.54) Transaction Type Sub-Total 13,615,000.00 (13,628,605.90) (4,654.89) (13,633,260.79)

INTEREST
03/25/25 FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
03/01/25 3137HAD45 0.00 11,074.31 11,074.31
03/25/25 FHMS K506 A2
DTD 09/01/2023 4.650% 08/01/2028
03/01/25 3137HAMH6 0.00 14,725.00 14,725.00
03/25/25 FHMS K524 A2
DTD 07/01/2024 4.720% 05/01/2029
03/01/25 3137HDV56 0.00 12,763.67 12,763.67
03/25/25 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
03/01/25 3137HAMN3 0.00 8,867.03 8,867.03
03/25/25 FHMS K515 A2
DTD 02/01/2024 5.400% 01/01/2029
03/01/25 3137HBPD0 0.00 16,875.00 16,875.00
03/25/25 FHMS K518 A2
DTD 03/01/2024 5.400% 01/01/2029
03/01/25 3137HC2L5 0.00 12,217.50 12,217.50
03/25/25 FHMS K512 A2
DTD 12/01/2023 5.000% 11/01/2028
03/01/25 3137HBCF9 0.00 8,062.50 8,062.50
03/25/25 FHMS K516 A2
DTD 03/01/2024 5.477% 01/01/2029
03/01/25 3137HBPM0 0.00 17,115.63 17,115.63
03/25/25 FHMS K507 A2
DTD 09/01/2023 4.800% 09/01/2028
03/01/25 3137HAMS2 0.00 15,200.00 15,200.00
03/25/25 FHMS K508 A2
DTD 10/01/2023 4.740% 08/01/2028
03/01/25 3137HAQ74 0.00 15,207.50 15,207.50
03/25/25 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
03/01/25 3137HAMR4 0.00 13,993.00 13,993.00
03/25/25 FHMS K509 A2
DTD 10/01/2023 4.850% 09/01/2028
03/01/25 3137HAST4 0.00 11,680.42 11,680.42
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 25 U.S. Bancorp Asset Management, Inc.
#8..
- 164 -
Managed Account Security Transactions & Interest For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method

INTEREST
03/25/25 FHMS K526 A2
DTD 08/01/2024 4.543% 07/01/2029
03/01/25 3137HDXL9 0.00 13,250.42 13,250.42
03/25/25 FHMS K513 A2
DTD 01/01/2024 4.724% 12/01/2028
03/01/25 3137HBFY5 0.00 8,621.30 8,621.30
03/25/25 FHMS K510 A2
DTD 11/01/2023 5.069% 10/01/2028
03/01/25 3137HB3D4 0.00 6,188.40 6,188.40
03/25/25 FHMS K514 A2
DTD 02/01/2024 4.572% 12/01/2028
03/01/25 3137HBLV4 0.00 8,458.20 8,458.20
03/25/25 FHMS K066 A2
DTD 08/01/2017 3.117% 06/01/2027
03/01/25 3137F2LJ3 0.00 9,169.18 9,169.18
03/25/25 FHMS K530 A2
DTD 11/01/2024 4.792% 09/01/2029
03/01/25 3137HHJL6 0.00 15,893.47 15,893.47
03/25/25 FHMS K064 A2
DTD 05/01/2017 3.224% 03/01/2027
03/01/25 3137BXQY1 0.00 10,746.67 10,746.67
03/25/25 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
03/01/25 3137HAMG8 0.00 7,258.71 7,258.71
03/25/25 FHMS K065 A2
DTD 07/01/2017 3.243% 04/01/2027
03/01/25 3137F1G44 0.00 6,148.19 6,148.19
03/25/25 FHMS K517 A2
DTD 03/01/2024 5.355% 01/01/2029
03/01/25 3137HC2C5 0.00 14,971.69 14,971.69
03/25/25 FNA 2023-M6 A2
DTD 07/01/2023 4.182% 07/01/2028
03/01/25 3136BQDE6 0.00 11,650.00 11,650.00
03/25/25 FHMS K505 A2
DTD 07/01/2023 4.819% 06/01/2028
03/01/25 3137HACX2 0.00 14,055.42 14,055.42
03/25/25 FHMS K511 A2
DTD 12/01/2023 4.860% 10/01/2028
03/01/25 3137HB3G7 0.00 8,606.25 8,606.25
03/25/25 FHMS K061 A2
DTD 01/01/2017 3.347% 11/01/2026
03/01/25 3137BTUM1 0.00 6,704.09 6,704.09
03/25/25 FHMS K522 A2
DTD 06/01/2024 4.803% 05/01/2029
03/01/25 3137HDJJ0 0.00 15,409.63 15,409.63
03/25/25 FHMS K520 A2
DTD 04/01/2024 5.180% 03/01/2029
03/01/25 3137HCKV3 0.00 9,172.92 9,172.92
03/03/25 MONEY MARKET FUND
DTD 01/01/2010 0.000% --
03/03/25 MONEY0002 0.00 2,117.27 2,117.27
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 26 U.S. Bancorp Asset Management, Inc.
#8..
- 165 -
Managed Account Security Transactions & Interest For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method

INTEREST
03/11/25 TOYOTA MOTOR CREDIT CORP
DTD 09/11/2023 5.250% 09/11/2028
03/11/25 89236TLB9 0.00 73,500.00 73,500.00
03/14/25 HOME DEPOT INC (CALLABLE)
DTD 09/14/2017 2.800% 09/14/2027
03/14/25 437076BT8 0.00 50,540.00 50,540.00
03/14/25 BLACKROCK FUNDING INC (CALLABLE)
DTD 03/14/2024 4.700% 03/14/2029
03/14/25 09290DAA9 0.00 8,577.50 8,577.50
03/15/25 HART 2023-C A3
DTD 11/13/2023 5.540% 10/16/2028
03/15/25 44918CAD4 0.00 5,216.83 5,216.83
03/15/25 BACCT 2023-A2 A2
DTD 12/14/2023 4.980% 11/15/2028
03/15/25 05522RDH8 0.00 5,664.75 5,664.75
03/15/25 USAOT 2023-A A3
DTD 09/15/2023 5.580% 05/15/2028
03/15/25 90291VAC4 0.00 14,019.75 14,019.75
03/15/25 TAOT 2023-C A3
DTD 08/15/2023 5.160% 04/17/2028
03/15/25 89231FAD2 0.00 2,967.00 2,967.00
03/15/25 BAAT 2023-2A A3
DTD 11/21/2023 5.740% 06/15/2028
03/15/25 06054YAC1 0.00 13,991.25 13,991.25
03/15/25 KCOT 2023-2A A3
DTD 07/26/2023 5.280% 01/18/2028
03/15/25 500945AC4 0.00 3,916.00 3,916.00
03/15/25 US TREASURY N/B
DTD 09/15/2022 3.500% 09/15/2025
03/15/25 91282CFK2 0.00 194,512.50 194,512.50
03/15/25 CHAIT 2024-A1 A
DTD 01/31/2024 4.600% 01/16/2029
03/15/25 161571HV9 0.00 12,995.00 12,995.00
03/15/25 FITAT 2023-1 A3
DTD 08/23/2023 5.530% 08/15/2028
03/15/25 31680EAD3 0.00 11,175.21 11,175.21
03/15/25 CHAIT 2023-A1 A
DTD 09/15/2023 5.160% 09/15/2028
03/15/25 161571HT4 0.00 12,986.00 12,986.00
03/15/25 AMXCA 2023-3 A
DTD 09/19/2023 5.230% 09/15/2028
03/15/25 02582JKD1 0.00 13,467.25 13,467.25
03/15/25 HART 2021-C A3
DTD 11/17/2021 0.740% 05/15/2026
03/15/25 44935FAD6 0.00 5.99 5.99
03/15/25 TAOT 2023-D A3
DTD 11/14/2023 5.540% 08/15/2028
03/15/25 89239FAD4 0.00 3,531.75 3,531.75
03/15/25 KCOT 2025-1A A3
DTD 02/19/2025 4.670% 06/15/2029
03/15/25 50117FAC5 0.00 5,227.81 5,227.81
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 27 U.S. Bancorp Asset Management, Inc.
#8..
- 166 -
Managed Account Security Transactions & Interest For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method

INTEREST
03/15/25 BAAT 2023-1A A3
DTD 07/31/2023 5.530% 02/15/2028
03/15/25 06428AAC2 0.00 6,751.21 6,751.21
03/16/25 GMCAR 2024-1 A3
DTD 01/17/2024 4.850% 12/18/2028
03/16/25 36268GAD7 0.00 1,475.21 1,475.21
03/18/25 HAROT 2023-3 A3
DTD 08/22/2023 5.410% 02/18/2028
03/18/25 43815QAC1 0.00 10,008.50 10,008.50
03/29/25 CITIBANK NA (CALLABLE)
DTD 09/29/2023 5.803% 09/29/2028
03/29/25 17325FBB3 0.00 163,934.75 163,934.75
03/31/25 US TREASURY N/B
DTD 09/30/2024 3.500% 09/30/2029
03/31/25 91282CLN9 0.00 152,162.50 152,162.50
03/31/25 US TREASURY N/B
DTD 04/01/2024 4.125% 03/31/2029
03/31/25 91282CKG5 0.00 71,156.25 71,156.25
03/31/25 US TREASURY N/B
DTD 03/31/2021 0.750% 03/31/2026
03/31/25 91282CBT7 0.00 27,768.75 27,768.75
03/31/25 US TREASURY N/B
DTD 03/31/2021 1.250% 03/31/2028
03/31/25 91282CBS9 0.00 15,968.75 15,968.75
03/31/25 US TREASURY N/B
DTD 09/30/2021 0.875% 09/30/2026
03/31/25 91282CCZ2 0.00 18,856.25 18,856.25
03/31/25 US TREASURY N/B
DTD 09/30/2022 4.125% 09/30/2027
03/31/25 91282CFM8 0.00 110,962.50 110,962.50
03/31/25 US TREASURY N/B
DTD 03/31/2022 2.500% 03/31/2027
03/31/25 91282CEF4 0.00 11,375.00 11,375.00
03/31/25 US TREASURY N/B
DTD 03/31/2023 3.625% 03/31/2028
03/31/25 91282CGT2 0.00 48,484.38 48,484.38
Transaction Type Sub-Total 0.00 1,397,402.01 1,397,402.01

MATURITY
03/12/25 FED HOME LN DISCOUNT NT
DTD 03/12/2024 0.000% 03/12/2025
03/12/25 313385CY0 2,525,000.00 2,525,000.00 0.00 2,525,000.00 1,746.46 0.00 Transaction Type Sub-Total 2,525,000.00 2,525,000.00 0.00 2,525,000.00 1,746.46 0.00

PAYDOWNS
PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 28 U.S. Bancorp Asset Management, Inc.
#8..
- 167 -
Managed Account Security Transactions & Interest For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method

PAYDOWNS
03/25/25 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
03/01/25 3137HAMN3 8,140.38 8,140.38 0.00 8,140.38 0.04 0.03 03/25/25 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
03/01/25 3137HAMR4 18,524.71 18,524.71 0.00 18,524.71 290.70 211.14 03/25/25 FNA 2023-M6 A2
DTD 07/01/2023 4.182% 07/01/2028
03/01/25 3136BQDE6 24.09 24.09 0.00 24.09 0.41 0.28
03/25/25 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
03/01/25 3137HAMG8 2,194.21 2,194.21 0.00 2,194.21 32.82 23.44 03/25/25 FHMS K061 A2
DTD 01/01/2017 3.347% 11/01/2026
03/01/25 3137BTUM1 5,677.04 5,677.04 0.00 5,677.04 174.75 86.48 03/25/25 FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
03/01/25 3137HAD45 3,487.57 3,487.57 0.00 3,487.57 0.09 0.06 03/15/25 BAAT 2023-1A A3
DTD 07/31/2023 5.530% 02/15/2028
03/15/25 06428AAC2 59,525.96 59,525.96 0.00 59,525.96 2.25 1.45 03/15/25 HART 2021-C A3
DTD 11/17/2021 0.740% 05/15/2026
03/15/25 44935FAD6 9,705.48 9,705.48 0.00 9,705.48 2.16 0.56 03/15/25 USAOT 2023-A A3
DTD 09/15/2023 5.580% 05/15/2028
03/15/25 90291VAC4 61,226.40 61,226.40 0.00 61,226.40 10.71 7.44 Transaction Type Sub-Total 168,505.84 168,505.84 0.00 168,505.84 513.93 330.88 SELL
03/05/25 US TREASURY N/B
DTD 11/30/2020 0.375% 11/30/2025
03/04/25 91282CAZ4 4,635,000.00 4,507,899.61 4,536.31 4,512,435.92 253,114.45 (50,087.63) FIFO 03/05/25 US TREASURY N/B
DTD 11/30/2020 0.375% 11/30/2025
03/04/25 91282CAZ4 3,425,000.00 3,331,080.08 3,352.08 3,334,432.16 133.79 (76,865.18) FIFO 03/06/25 US TREASURY N/B
DTD 12/31/2020 0.375% 12/31/2025
03/05/25 91282CBC4 1,040,000.00 1,008,881.25 700.28 1,009,581.53 (27,096.88) (30,455.08) FIFO 03/06/25 US TREASURY N/B
DTD 12/31/2020 0.375% 12/31/2025
03/05/25 91282CBC4 500,000.00 485,039.06 336.67 485,375.73 (13,574.22) (14,728.66) FIFO 03/06/25 US TREASURY N/B
DTD 12/31/2020 0.375% 12/31/2025
03/05/25 91282CBC4 1,060,000.00 1,028,282.82 713.74 1,028,996.56 (6,583.59) (27,356.23) FIFO Transaction Type Sub-Total 10,660,000.00 10,361,182.82 9,639.08 10,370,821.90 205,993.55 (199,492.78) PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 29 U.S. Bancorp Asset Management, Inc.
#8..
- 168 -
Managed Account Security Transactions & Interest For the Month Ending March 31, 2025 CITY OF MODESTO - Combined Portfolio
Transaction Type
Trade Settle Security Description CUSIP Par Proceeds
Principal Accrued
Interest Total Cost
Realized G/L Realized G/L Sale
Amort Cost Method
Managed Account Sub-Total (573,917.24) 1,402,386.20 828,468.96 208,253.94 (199,161.90) Total Security Transactions ($573,917.24) $1,402,386.20 $828,468.96 $208,253.94 ($199,161.90) PFM Asset Management, a division of CITY OF MODESTO - COMBINED PORTFOLIO Page 30 U.S. Bancorp Asset Management, Inc.
#8..
- 169 -
Attachment 3
City of Modesto Combined Yields
Month
Ending
Combined
Yield
CAMP
Balance
CAMP Monthly
Distribution Yields
Long Term
Amortized Cost
Balance
Long Term Portfolio
Yield
Short Term
Amortized Cost
Balance
Short Term
Portfolio Yield
4/30/2023 2.58% 47,555,527.53 4.97% 357,043,234.53 1.99% 40,860,577.92 4.97% 5/31/2023 2.71% 47,763,982.55 5.16% 360,186,419.97 2.10% 41,114,697.00 5.21% 6/30/2023 2.75% 47,969,832.62 5.24% 360,251,679.25 2.14% 41,289,235.20 5.21% 7/31/2023 2.94% 48,186,346.94 5.31% 360,659,807.46 2.35% 41,419,189.81 5.28% 8/31/2023 3.14% 48,412,208.12 5.52% 392,278,686.76 2.60% 41,598,139.19 5.44% 9/30/2023 3.36% 48,632,969.13 5.55% 392,056,693.34 2.85% 41,767,569.64 5.55% 10/31/2023 3.40% 48,862,493.00 5.56% 393,319,562.86 2.89% 41,829,190.02 5.63% 11/30/2023 3.46% 49,086,612.73 5.58% 396,095,890.19 2.97% 41,987,235.92 5.60% 12/31/2023 3.51% 49,318,080.86 5.55% 393,872,751.60 3.03% 42,137,084.04 5.60% 1/31/2024 3.54% 49,549,288.20 5.54% 395,563,681.33 3.07% 42,286,932.15 5.60% 2/29/2024 3.57% 49,765,331.51 5.50% 400,022,027.47 3.13% 42,269,831.92 5.45% 3/31/2024 3.59% 49,996,308.29 5.48% 397,576,602.33 3.16% 42,372,823.25 5.35% 4/30/2024 3.61% 50,219,345.80 5.44% 398,650,446.11 3.19% 42,473,217.00 5.35% 5/31/2024 3.68% 50,450,429.25 5.43% 399,100,250.21 3.29% 42,706,970.79 5.27% 6/30/2024 3.76% 50,674,988.39 5.43% 399,326,031.56 3.39% 42,808,365.69 5.27% 7/31/2024 3.79% 50,908,210.76 5.43% 400,074,642.53 3.44% 43,066,591.51 5.14% 8/31/2024 3.65% 36,112,852.04 5.41% 400,899,946.42 3.34% 43,149,544.75 5.10% 9/30/2024 3.73% 21,244,197.28 5.29% 401,135,133.05 3.54% 43,205,826.11 4.78% 10/31/2024 3.80% 35,394,422.01 5.03% 403,285,397.15 3.62% 32,709,563.98 4.65% 11/30/2024 3.83% 36,072,860.08 4.87% 404,702,479.08 3.67% 32,740,820.12 4.65% 12/31/2024 3.84% 28,695,113.02 4.73% 405,389,405.62 3.71% 32,773,649.87 4.65% 1/31/2025 3.92% 28,806,032.00 4.55% 405,929,868.49 3.82% 32,806,480.28 4.65% 2/28/2025 3.96% 28,905,743.58 4.51% 407,804,449.58 3.87% 32,836,151.16 4.65% 3/31/2025 4.09% 44,039,271.43 4.47% 408,339,752.77 4.00% 32,869,009.39 4.65% Notes:

1. Long and Short Term Portfolio AC Balance is the amortized cost value of the separately managed portfolios.

2. Long and Short Term Portfolio Yields are the separately managed portfolios yield at costs. #8..
- 170 -
Attachment 4
City of Modesto - Portfolio Holdings and Earnings Projections Issuer Par Maturity Date Current Yield
Years to
Maturity
Expected
Earnings Rate
to June 30,
2025
Expected
Earnings to
June 30,
2025
Main Portfolio
Federal Agency CMBS
FHLMC 2,397,941 11/1/2026 4.390% 2 163,498 4.29% 25,652 FHLMC 4,000,000 3/1/2027 4.220% 2 378,836 4.94% 49,249
FHLMC 2,275,000 4/1/2027 4.200% 2 224,841 4.93% 27,990
FHLMC 3,530,000 6/1/2027 4.210% 2 380,468 4.97% 43,715
FHLMC 3,479,724 4/1/2028 4.280% 3 542,898 5.19% 45,035
FHLMC 1,871,022 5/1/2028 4.230% 3 289,242 5.01% 23,355
FHLMC 3,500,000 6/1/2028 4.270% 3 509,990 4.59% 40,077
FHLMC 2,778,420 6/1/2028 4.370% 3 421,128 4.78% 33,094
FNMA 3,343,218 7/1/2028 4.340% 3 497,904 4.58% 38,139
FHLMC 3,800,000 8/1/2028 4.280% 3 632,885 4.99% 47,246
FHLMC 2,010,152 8/1/2028 4.380% 3 353,928 5.27% 26,421
FHLMC 3,850,000 8/1/2028 4.280% 3 675,261 5.25% 50,409
FHLMC 3,800,000 9/1/2028 4.280% 3 660,406 5.07% 48,078
FHLMC 2,890,000 9/1/2028 4.290% 3 554,692 5.60% 40,382
FHLMC 1,465,000 10/1/2028 4.310% 4 263,823 5.14% 18,756 FHLMC 2,125,000 10/1/2028 4.310% 4 367,088 4.93% 26,098 FHLMC 1,935,000 11/1/2028 4.310% 4 332,729 4.79% 23,096 FHLMC 2,190,000 12/1/2028 4.310% 4 361,949 4.50% 24,562 FHLMC 2,220,000 12/1/2028 4.310% 4 354,380 4.34% 24,048 FHLMC 3,750,000 1/1/2029 4.350% 4 674,714 4.79% 44,751
FHLMC 3,750,000 1/1/2029 4.360% 4 675,038 4.79% 44,773
FHLMC 3,355,000 1/1/2029 4.360% 4 588,523 4.67% 39,035
FHLMC 2,715,000 1/1/2029 4.330% 4 493,014 4.83% 32,700
FHLMC 2,125,000 3/1/2029 4.330% 4 423,648 5.09% 26,941
FHLMC 3,850,000 5/1/2029 4.330% 4 755,874 4.80% 46,102
FHLMC 3,245,000 5/1/2029 4.330% 4 607,023 4.58% 37,024
FHLMC 3,500,000 7/1/2029 4.340% 4 645,261 4.33% 37,810
FHLMC 3,980,000 9/1/2029 4.350% 4 822,341 4.67% 46,336
U.S. Treasury
U.S. Treasury 11,015,000 5/15/2025 5.015% 0 69,909 4.46% 122,559 U.S. Treasury 10,805,000 7/31/2025 4.320% 0 173,592 4.81% 129,483 U.S. Treasury 11,115,000 9/15/2025 4.339% 0 204,438 4.00% 110,737 U.S. Treasury 2,675,000 12/31/2025 4.109% 1 17,891 0.89% 5,920 U.S. Treasury 2,400,000 1/31/2026 4.302% 1 16,185 0.80% 4,813 U.S. Treasury 5,775,000 1/31/2026 4.302% 1 61,603 1.27% 18,320 U.S. Treasury 5,000,000 1/31/2026 4.302% 1 77,720 1.85% 23,113 U.S. Treasury 7,980,000 1/31/2026 4.302% 1 197,351 2.95% 58,689 U.S. Treasury 3,210,000 2/28/2026 4.103% 1 20,629 0.70% 5,621 U.S. Treasury 6,000,000 2/28/2026 4.121% 1 63,398 1.15% 17,273 U.S. Treasury 4,645,000 2/28/2026 4.121% 1 117,229 2.76% 31,940 U.S. Treasury 4,925,000 3/31/2026 4.158% 1 42,823 0.87% 10,676 U.S. Treasury 2,480,000 3/31/2026 4.158% 1 18,816 0.76% 4,691 U.S. Treasury 1,405,000 5/31/2026 4.040% 1 14,238 0.87% 3,042 U.S. Treasury 4,615,000 5/31/2026 4.040% 1 148,715 2.76% 31,768 U.S. Treasury 4,800,000 5/31/2026 4.040% 1 167,640 2.99% 35,810 U.S. Treasury 4,640,000 8/31/2026 3.980% 1 181,094 2.75% 31,814 U.S. Treasury 4,310,000 9/30/2026 3.970% 2 179,108 2.77% 29,742 U.S. Treasury 4,545,000 11/15/2026 3.960% 2 222,547 3.01% 34,094 U.S. Treasury 9,220,000 2/15/2027 3.940% 2 494,297 2.85% 65,570 U.S. Treasury 910,000 3/31/2027 3.910% 2 73,428 4.03% 9,153 U.S. Treasury 6,480,000 4/30/2027 3.920% 2 393,714 2.92% 47,142 U.S. Treasury 5,545,000 6/30/2027 3.900% 2 373,238 2.99% 41,370 U.S. Treasury 1,200,000 8/15/2027 3.910% 2 94,163 3.30% 9,883 U.S. Treasury 2,985,000 8/15/2027 3.910% 2 241,088 3.40% 25,304 U.S. Treasury 5,380,000 9/30/2027 3.900% 3 575,033 4.27% 57,314 U.S. Treasury 8,775,000 10/31/2027 3.910% 3 887,616 3.91% 85,565 U.S. Treasury 2,715,000 10/31/2027 3.910% 3 267,538 3.81% 25,790 U.S. Treasury 3,160,000 10/31/2027 3.910% 3 296,522 3.63% 28,584 U.S. Treasury 4,250,000 12/31/2027 3.900% 3 442,186 3.78% 40,039 U.S. Treasury 3,450,000 1/31/2028 3.900% 3 358,595 3.66% 31,498 U.S. Treasury 2,220,000 1/31/2028 3.910% 3 221,630 3.52% 19,468 U.S. Treasury 1,120,000 2/29/2028 3.910% 3 140,335 4.29% 11,991 U.S. Treasury 2,825,000 2/29/2028 3.910% 3 350,262 4.25% 29,928 U.S. Treasury 2,555,000 3/31/2028 3.900% 3 267,868 3.49% 22,241 U.S. Treasury 2,675,000 3/31/2028 3.900% 3 293,027 3.65% 24,330 U.S. Treasury 2,810,000 4/30/2028 3.920% 3 312,280 3.60% 25,238 U.S. Treasury 6,530,000 4/30/2028 3.920% 3 684,816 3.40% 55,345 U.S. Treasury 3,450,000 3/31/2029 3.950% 4 604,108 4.37% 37,628 U.S. Treasury 5,190,000 4/30/2029 3.950% 4 969,449 4.57% 59,168 U.S. Treasury 4,430,000 4/30/2029 3.950% 4 696,615 3.85% 42,516 U.S. Treasury 4,190,000 5/31/2029 3.950% 4 753,608 4.31% 45,058 U.S. Treasury 1,430,000 5/31/2029 3.950% 4 256,148 4.30% 15,315 U.S. Treasury 2,920,000 6/30/2029 3.960% 4 549,743 4.43% 32,234 U.S. Treasury 2,105,000 7/31/2029 3.960% 4 351,079 3.85% 20,182 U.S. Treasury 7,550,000 8/31/2029 3.960% 4 1,194,900 3.58% 67,370 U.S. Treasury 8,695,000 9/30/2029 3.970% 5 1,395,308 3.56% 77,234 U.S. Treasury 4,850,000 10/31/2029 3.970% 5 930,336 4.18% 50,544 U.S. Treasury 6,315,000 11/30/2029 3.960% 5 1,204,909 4.08% 64,309 U.S. Treasury 12,365,000 12/31/2029 3.970% 5 2,602,400 4.43% 136,416 U.S. Treasury 4,610,000 1/31/2030 3.980% 5 967,104 4.33% 49,806 Earnings to
Maturity
March 31, 2025
#8..
- 171 -
Attachment 4
City of Modesto - Portfolio Holdings and Earnings Projections Issuer Par Maturity Date Current Yield
Years to
Maturity
Expected
Earnings Rate
to June 30,
2025
Expected
Earnings to
June 30,
2025
Earnings to
Maturity
March 31, 2025
U.S. Treasury 8,565,000 2/28/2030 3.970% 5 1,667,529 3.96% 84,538 Negotiable CD
Rabobank Nederland 3,500,000 7/17/2026 3.770% 1 230,409 5.08% 44,328 Corporate Note
Bristol-Myers Squibb Co 2,230,000 11/13/2025 4.400% 1 13,175 0.95% 5,282 The Bank Of New York Mellon Corporation 3,465,000 1/28/2026 4.323% 1 21,429 0.75% 6,436 Bank Of America Co 2,025,000 4/2/2026 5.310% 1 68,901 3.38% 17,085 Wells Fargo & Company 5,635,000 8/7/2026 4.410% 1 422,290 5.54% 77,790 Microsoft Corp 3,000,000 8/8/2026 4.110% 1 86,997 2.14% 15,993 Bank Of America Co 3,750,000 8/18/2026 4.340% 1 286,859 5.53% 51,691 Mastercard Inc 2,560,000 11/21/2026 4.160% 2 182,165 4.33% 27,628 JPMorgan Chase & Co 3,500,000 12/8/2026 4.330% 2 302,330 5.11% 44,590 JPMorgan Chase & Co 850,000 12/8/2026 4.330% 2 73,979 5.15% 10,911 Target Corp 365,000 1/15/2027 4.160% 2 13,009 1.99% 1,807 Microsoft Corp 3,000,000 2/6/2027 4.050% 2 225,741 4.06% 30,343 Home Depot Inc 3,610,000 9/14/2027 4.260% 2 368,876 4.16% 37,422 JPMorgan Chase & Co 1,535,000 2/24/2028 4.890% 3 228,708 5.13% 19,634 Wal-Mart Stores Inc 1,220,000 4/15/2028 4.050% 3 146,675 3.95% 12,014 Apple Inc 5,200,000 5/10/2028 4.020% 3 635,955 3.93% 50,944 Morgan Stanley 1,360,000 5/26/2028 4.800% 3 236,253 5.50% 18,662 Morgan Stanley 2,640,000 5/26/2028 4.800% 3 454,009 5.45% 35,864 Deere & Company 1,165,000 7/14/2028 4.300% 3 191,053 4.98% 14,476 Deere & Company 495,000 7/14/2028 4.300% 3 75,607 4.64% 5,729 Deere & Company 895,000 7/14/2028 4.300% 3 139,265 4.73% 10,552 Paccar Financial Corp 1,130,000 8/10/2028 4.370% 3 193,658 5.09% 14,351 Toyota Motor Corp 2,800,000 9/11/2028 4.420% 3 511,318 5.29% 36,929 Citigroup Inc 5,650,000 9/29/2028 4.520% 4 1,147,992 5.80% 81,743 State Street Corporation 1,900,000 2/20/2029 4.740% 4 335,319 4.53% 21,459 Blackrock Inc. 365,000 3/14/2029 4.320% 4 68,460 4.74% 4,314 Adobe 1,580,000 4/4/2029 4.360% 4 306,549 4.83% 19,042
Adobe 1,295,000 4/4/2029 4.360% 4 247,927 4.77% 15,400
Pepsico Inc 1,935,000 7/17/2029 4.250% 4 377,206 4.53% 21,877 Eli Lilly & Co 660,000 8/14/2029 4.350% 4 122,699 4.25% 6,992 Eli Lilly & Co 2,290,000 8/14/2029 4.350% 4 417,544 4.17% 23,792 Pepsico Inc 730,000 2/7/2030 4.430% 5 164,556 4.64% 8,441 Asset-Backed Securities
Citigroup Inc 835,000 12/8/2027 4.530% 3 117,572 5.23% 10,895 Kubota Credit Owners Trust 890,000 1/18/2028 4.500% 3 131,863 5.29% 11,730 Bank of America Auto Trust 1,405,474 2/15/2028 4.680% 3 223,839 5.53% 19,381 Honda Auto Receivables 2,220,000 2/18/2028 4.500% 3 347,148 5.42% 29,972 Toyota Motor Corp 690,000 4/17/2028 4.510% 3 108,681 5.17% 8,886 USAA Owners Trust 2,953,774 5/15/2028 4.740% 3 515,621 5.58% 41,123 Bank of America Auto Trust 2,925,000 6/15/2028 4.500% 3 539,142 5.74% 41,862 Fifth Third Auto Trust 2,425,000 8/15/2028 4.570% 3 453,124 5.53% 33,442 Toyota Motor Corp 765,000 8/15/2028 4.340% 3 143,231 5.54% 10,571 American Express Co 3,090,000 9/15/2028 4.430% 3 559,754 5.23% 40,299 Chase Issurance 3,020,000 9/15/2028 4.390% 3 540,307 5.17% 38,899 Hyundai Auto Receivables 1,130,000 10/16/2028 4.430% 4 222,229 5.54% 15,616 Bank Of America Co 1,365,000 11/15/2028 4.310% 4 246,914 4.98% 16,958 Gm Financial Securitized Term 365,000 12/18/2028 4.380% 4 65,924 4.85% 4,418 Chase Issurance 3,390,000 1/16/2029 4.320% 4 593,010 4.60% 38,907 Kubota Credit Owners Trust 1,550,000 6/15/2029 4.440% 4 304,869 4.67% 18,050 Hyundai Auto Receivables 2,525,000 10/15/2029 4.440% 5 496,193 4.32% 27,217 Municipal Securities
University Of California 510,000 5/15/2025 4.330% 0 555 2.35% 2,993 University Of California 220,000 5/15/2025 4.330% 0 219 2.32% 1,270 Florida State Board of Administration Finance 505,000 7/1/2025 4.550% 0 1,408 1.11% 1,393 Florida State Board of Administration Finance 1,295,000 7/1/2025 4.550% 0 4,107 1.26% 4,062 New Jersey Turnpike Authority 505,000 1/1/2026 4.220% 1 3,998 1.05% 1,318 Overnight Investments 44,039,271 Varies Varies 4.18% 458,609 Totals (Main Portfolio) 488,493,997 50,473,806 3.97% 4,830,440 Notes:

1. Earnings projections are based on stated par value, future market expectations and current investment positions.

2. Earnings on overnight investments are based on the investment balances and the Fed Funds Futures rates.

3. Callable securities priced above par are considered to be called on their next call date. #8..
- 172 -
Attachment 5
Issue Name / Type Trustee Bank Investment Total Amount
Instl Res Tre and Agny Cash Adv6541 $271,218.42
Financial Guaranty Insurance Pol $1.00
CAMP $2,197,882.32
Total $2,469,101.74
Instl Res Tre and Agny Cash Adv6541 $306,347.04
Letter of Credit $1.00
CAMP $5,437,290.53
Total $5,743,638.57
2018 Wastewater Refunding Bank of New York Fidelity Inv MM Trsy Only $2,323.89 Fairview Village Refunding US Bank First American Treasury Obligation Fund $196,715.27 Blackrock Federal Fund Instl 30 $183.16
CAMP $3,113,011.12
Total $3,113,194.28
Other Post Employment Benefits Section 115
Trust PARS HighMark Plus Moderate $1,825,241.57
Pension Section 115 Trust PARS HighMark Plus Moderately Conservative $3,017,468.41 Athens Administrators (New Third Party
Administrator - Worker's Compensation) Wells Fargo Bank $551,612.22 George Hills Company - General Liability Claims
Administration Services California Bank & Trust $78,849.90 Kemper Sports Management Inc. BMO Harris Bank Business Money Market $54,788.71 Stanislaus Community Foundation Modesto Commerce Bank Charles Schwab $791,907.54 Village One #2 Refunding Bank of New York
Cash with Fiscal Agent Investments
As of March 31, 2025
2008 Water Refunding COP Bank of New York
2008 Lease Revenue Bonds Bank of New York
#8..
- 173 -

CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 3, 2025
Date: May 6, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: DeAnna Christensen, Director of Finance
SUBJECT: March and April 2025 Grant Application and Awards CONTACT: Maria Garnica, Accounting Manager, [email protected] 209-577-5249
DESCRIPTION:

Consider accepting an informational report on the March and April 2025 grant applications and awards. (Funding Source: Not Applicable)
STRATEGIC PLAN ELEMENT:

This item supports the City of Modesto 2020-2025 Strategic Plan focus of Governance and Service Delivery under Goal H: Achieve Financial Sustainability.

BACKGROUND:

The Finance Department coordinated with California Consulting to update the Administrative Directive 7.2, “Grant Management.” The revised directive was updated on July 26, 2023, to streamline the grant management process and to establish better controls on local match requirements, including potential future costs which could be required as part of a grant agreement.

This directive has eliminated the requirement to go to Council for the application and acceptance of grant awards if the grant does not require local match contributions exceeding $100,000. Grant applications and awards that require a local match contribution which exceeds $100,000 must be approved by the City Council following the Director of Finance and City Manager’s approval. City Manager is authorized to approve all grant applications and awards which exceed $25,000 and those which require local match contribution under $100,000. The Director of Finance is authorized to approve grant applications and awards under $25,000 with no local funding requirements. All grant applications and awards require the approval of the Director of Finance.

Departments may be required to obtain Council’s approval for grant applications and awards with no local match at the discretion of the City Manager.

Due to the need for quick turnaround on grant application and award acceptance required by the granting agencies, this directive allows for City departments to apply for more grants within the grant application periods and provide swift response to award acceptance deadlines. #9..
- 174 -
City Council, June 3, 2025
March and April 2025 Grant Application and Awards