Cities Index.
Agenda packet

Orange City Council
February 13, 2024

Document
Agenda packet
Meeting
February 13, 2024
Body
Orange City Council
Pages
32
Original file
81.5 MB
Text extracted from the city's file for reading and search. Open the original on cityoforange.legistar.com. That file is the official record.

177
Income Earned
As of October 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
63743HFF4
National Rural Utilities
Note

5.45%
Due
10/30/2025
10/20/2022
10/31/2022
495,000.00
494,539.63

0.00 0.00
494,558.41
11,315.56
13,488.75

74.94 2,248.13

18.78 0.00

18.78 2,266.91
2,266.91
69371RR81
Paccar Financial Corp
Note

3.15%
Due
06/13/2024
06/06/2022
06/13/2022
895,000.00
894,927.91

0.00 0.00
894,936.64
8,457.75

0.00 10,807.13
2,349.38

8.73 0.00

8.73 2,358.11
2,358.11
713448FQ6
Pepsico Inc.

Callable Note Cont
1/13/26

4.55%
Due
02/13/2026
02/13/2023
02/15/2023
195,000.00
194,910.47

0.00 0.00
194,913.68
1,183.00

0.00 1,922.38
739.38

3.21 0.00

3.21 742.59
742.59
78016FZW7
Royal Bank of Canada
Note

4.9%
Due
01/12/2028
03/30/2023
03/31/2023
1,000,000.00
998,201.58

0.00 0.00
998,237.23
10,752.78

0.00 14,836.11
4,083.33

35.65 0.00

35.65 4,118.98
4,118.98
89236THP3
Toyota Motor Credit Corp
Note

0.8%
Due
10/16/2025
11/19/2020
11/19/2020
5,000,000.00
5,010,407.37

0.00 0.00
5,009,974.89
18,333.33
20,000.00
1,666.67
3,333.34

0.00 432.48
(
432.48
)
2,900.86
2,900.86
907818GE2
Union Pacific Corp
Callable Note Cont
1/21/26

4.75%
Due
02/21/2026
02/13/2023
02/21/2023
470,000.00
469,752.63

0.00 0.00
469,761.41
2,480.56

0.00 4,340.97
1,860.41

8.78 0.00

8.78 1,869.19
1,869.19
9128284N7
US Treasury
Note

2.875%
Due
05/15/2028
07/31/2023
07/31/2023
2,000,000.00
1,887,416.43

0.00 0.00
1,889,484.02
21,718.75

0.00 26,562.50
4,843.75
2,067.59

0.00 2,067.59
6,911.34
6,911.34
91282CCZ2
US Treasury
Note

0.875%
Due
09/30/2026
09/30/2021
09/30/2021
3,000,000.00
2,988,334.52

0.00 0.00
2,988,664.78

71.72 0.00
2,295.08
2,223.36
330.26

0.00 330.26
2,553.62
2,553.62
91282CFH9
US Treasury
Note

3.125%
Due
08/31/2027
03/30/2023
03/31/2023
1,950,000.00
1,906,740.13

0.00 0.00
1,907,677.94
5,189.73

0.00 10,379.46
5,189.73
937.81

0.00 937.81
6,127.54
6,127.54
Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

Page 16 ends

178
Income Earned
As of October 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
91324PEN8
United Health Group Inc
Note

5.15%
Due
10/15/2025
12/28/2022
12/30/2022
775,000.00
783,604.02

0.00 0.00
783,246.00
18,404.10
19,956.25
1,773.89
3,326.04

0.00 358.02
(
358.02
)
2,968.02
2,968.02
92348KAA1
Verizon Master Trust
2021-1
A

0.5%
Due
05/20/2027
10/21/2022
10/25/2022
220,000.00
210,826.53

0.00 0.00
211,386.33

33.61 91.67

33.61 91.67
559.80

0.00 559.80
651.47
651.47
Total Fixed Income
100,945,000.00
100,687,389.08

0.00 0.00
100,692,021.90
348,573.44
132,196.02
364,480.03
148,102.61
11,372.26
6,739.44
4,632.82
152,735.43
152,735.43

CASH & EQUIVALENT
31846V203
First American
Govt Obligation Fund Class Y
Various
Various
204,683.58
78,344.66
133,069.71
6,730.79
204,683.58

0.00 873.69

0.00 873.69

0.00 0.00

0.00 873.69
873.69
62479MY64
MUFG Bank Ltd/NY
Discount CP

5.55%
Due
11/06/2023
07/28/2023
07/28/2023
400,000.00
397,780.00

0.00 0.00
399,691.67

0.00 0.00

0.00 0.00
1,911.67

0.00 1,911.67
1,911.67
1,911.67
Total Cash & Equivalent
604,683.58
476,124.66
133,069.71
6,730.79
604,375.25

0.00 873.69

0.00 873.69
1,911.67

0.00 1,911.67
2,785.36
2,785.36

TOTAL PORTFOLIO
101,549,683.58
101,163,513.74
133,069.71
6,730.79
101,296,397.15
348,573.44
133,069.71
364,480.03
148,976.30
13,283.93
6,739.44
6,544.49
155,520.79
155,520.79
Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

Page 17 ends

179
Cash Flow Report
As of October 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
11/06/2023
Maturity
62479MY64
400,000.00
MUFG Bank Ltd/NY Discount CP

5.55%
Due
11/6/2023
400,000.00

0.00 400,000.00
11/08/2023
Interest
14913Q3B3
1,250,000.00
Caterpillar Finl Service Note

2.15%
Due
11/8/2024

0.00 13,437.50
13,437.50
11/15/2023
Interest
4581X0EK0
1,720,000.00
Inter-American Dev Bank Note

4.5%
Due
5/15/2026

0.00 27,735.00
27,735.00
11/15/2023
Interest
9128284N7
2,000,000.00
US Treasury Note

2.875%
Due
5/15/2028

0.00 28,750.00
28,750.00
11/15/2023
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
11/15/2023
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,281.51
1,649.13
8,930.64
11/15/2023
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
11/15/2023
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
11/17/2023
Interest
3135GA4S7
5,000,000.00
FNMA Callable Note Qtrly
11/17/2022

0.375%
Due
5/17/2024

0.00 9,375.00
9,375.00
11/20/2023
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 11/21/2023
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
11/25/2023
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
11/25/2023
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
NOV 2023
407,281.51
93,792.84
501,074.35
12/06/2023
Interest
24422EWF2
280,000.00
John Deere Capital Corp Note

3.4%
Due
6/6/2025

0.00 4,760.00
4,760.00
12/09/2023
Interest
3130AEB25
2,000,000.00
FHLB Note

3.25%
Due
6/9/2028

0.00 32,500.00
32,500.00
12/13/2023
Interest
69371RR81
895,000.00
Paccar Financial Corp Note

3.15%
Due
6/13/2024

0.00 14,096.25
14,096.25
Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

Page 18 ends

180
Cash Flow Report
As of October 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
12/13/2023
Interest
06406RBF3
955,000.00
Bank of NY Mellon Corp Callable Note Cont
6/13/2024

3.43%
Due
6/13/2025

0.00 16,378.25
16,378.25
12/14/2023
Interest
3135GA5Y3
4,375,000.00
FNMA Callable Note Qtrly
12/14/2021

0.375%
Due
6/14/2024

0.00 8,203.13
8,203.13
12/15/2023
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,311.92
1,618.72
8,930.64
12/15/2023
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
12/15/2023
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
12/15/2023
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
12/20/2023
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 12/21/2023
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
12/23/2023
Interest
40434CAD7
3,000,000.00
HSBC USA Inc Note

3.5%
Due
6/23/2024

0.00 52,500.00
52,500.00
12/25/2023
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
12/25/2023
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
12/29/2023
Maturity
3135GABN0
1,950,000.00
FNMA Callable Note Qtrly
12/29/2021

0.28%
Due
12/29/2023
1,950,000.00
2,730.00
1,952,730.00
DEC 2023
1,957,311.92
145,632.56
2,102,944.48
01/12/2024
Interest
459058KT9
2,000,000.00
Intl. Bank Recon & Development Note

3.5%
Due
7/12/2028

0.00 35,000.00
35,000.00
01/12/2024
Interest
78016FZW7
1,000,000.00
Royal Bank of Canada Note

4.9%
Due
1/12/2028

0.00 24,500.00
24,500.00
01/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
01/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

Page 19 ends

181
Cash Flow Report
As of October 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
01/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
01/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,342.44
1,588.20
8,930.64
01/17/2024
Interest
3133EPQC2
2,000,000.00
FFCB Note

4.625%
Due
7/17/2026

0.00 46,250.00
46,250.00
01/17/2024
Interest
61747YET8
775,000.00
Morgan Stanley Callable Note Cont
7/17/2025

4.679%
Due
7/17/2026

0.00 18,131.13
18,131.13
01/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 01/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
01/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
01/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
01/28/2024
Call
3130ANA42
4,000,000.00
FHLB Callable Note Qtrly
1/28/2022

0.65%
Due
4/28/2025
4,000,000.00
13,000.00
4,013,000.00
01/29/2024
Interest
3130ANDF4
5,000,000.00
FHLB Callable Note Annual
7/29/2022

0.9%
Due
7/29/2026

0.00 22,500.00
22,500.00
JAN 2024
4,007,342.44
173,815.54
4,181,157.98
02/08/2024
Interest
037833EB2
3,000,000.00
Apple Inc Callable Note Cont
1/8/2026

0.7%
Due
2/8/2026

0.00 10,500.00
10,500.00
02/13/2024
Interest
713448FQ6
195,000.00
Pepsico Inc. Callable Note Cont
1/13/26

4.55%
Due
2/13/2026

0.00 4,436.25
4,436.25
02/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
02/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
02/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
02/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,373.10
1,557.54
8,930.64
Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

Page 20 ends

182
Cash Flow Report
As of October 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
02/18/2024
Interest
3135GA4W8
5,000,000.00
FNMA Callable Note Qtrly
11/18/2022

0.5%
Due
2/18/2025

0.00 12,500.00
12,500.00
02/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 02/21/2024
Interest
907818GE2
470,000.00
Union Pacific Corp Callable Note Cont
1/21/26

4.75%
Due
2/21/2026

0.00 11,162.50
11,162.50
02/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
02/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
02/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
02/29/2024
Interest
91282CFH9
1,950,000.00
US Treasury Note

3.125%
Due
8/31/2027

0.00 30,468.75
30,468.75
FEB 2024
7,373.10
83,471.25
90,844.35
03/02/2024
Interest
3133EPCF0
2,000,000.00
FFCB Note

4.5%
Due
3/2/2026

0.00 45,000.00
45,000.00
03/06/2024
Interest
191216CL2
3,000,000.00
Coca Cola Company Callable Note Cont
8/6/2024

1.75%
Due
9/6/2024

0.00 26,250.00
26,250.00
03/08/2024
Interest
24422EXD6
505,000.00
John Deere Capital Corp Note

5.15%
Due
9/8/2026

0.00 13,003.75
13,003.75
03/10/2024
Interest
3130ATS57
2,000,000.00
FHLB Note

4.5%
Due
3/10/2028

0.00 45,000.00
45,000.00
03/14/2024
Interest
06368LAQ9
1,000,000.00
Bank of Montreal Callable Note Cont
8/14/2027

4.7%
Due
9/14/2027

0.00 23,500.00
23,500.00
03/15/2024
Interest
3133EPDJ1
2,000,000.00
FFCB Note

4.375%
Due
9/15/2027

0.00 43,750.00
43,750.00
03/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
03/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
03/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,403.88
1,526.76
8,930.64
Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

Page 21 ends

183
Cash Flow Report
As of October 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
03/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
03/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 03/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
03/25/2024
Interest
3134GWVE3
4,575,000.00
FHLMC Callable Note Qtrly
3/25/2021

0.4%
Due
9/25/2024

0.00 9,150.00
9,150.00
03/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
03/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
03/28/2024
Maturity
3130ALLM4
5,000,000.00
FHLB Callable Note Qtrly
6/28/2021

0.35%
Due
3/28/2024
5,000,000.00
8,750.00
5,008,750.00
03/29/2024
Maturity
3134GWXC5
2,700,000.00
FHLMC Callable Note Qtrly
9/29/2021

0.35%
Due
3/29/2024
2,700,000.00
4,725.00
2,704,725.00
03/31/2024
Interest
91282CCZ2
3,000,000.00
US Treasury Note

0.875%
Due
9/30/2026

0.00 13,125.00
13,125.00
MAR 2024
7,707,403.88
246,626.72
7,954,030.60
04/15/2024
Interest
91324PEN8
775,000.00
United Health Group Inc Note

5.15%
Due
10/15/2025

0.00 19,956.25
19,956.25
04/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
04/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
04/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,434.79
1,495.85
8,930.64
04/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
04/16/2024
Interest
89236THP3
5,000,000.00
Toyota Motor Credit Corp Note

0.8%
Due
10/16/2025

0.00 20,000.00
20,000.00
04/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

Page 22 ends

184
Cash Flow Report
As of October 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
04/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
04/22/2024
Interest
06051GJR1
1,250,000.00
Bank of America Corp Callable Note Cont
4/22/2024

0.976%
Due
4/22/2025

0.00 6,100.00
6,100.00
04/22/2024
Interest
46647PBK1
1,250,000.00
JP Morgan Chase & Co Callable Note Cont
4/22/2025

2.083%
Due
4/22/2026

0.00 13,018.75
13,018.75
04/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
04/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
04/28/2024
Interest
3134GW3Z7
9,000,000.00
FHLMC Callable Note Qtrly
10/28/2021

0.6%
Due
10/28/2025

0.00 27,000.00
27,000.00
04/29/2024
Interest
3130AMBG6
5,000,000.00
FHLB Callable Note Qtrly
7/29/2021

0.75%
Due
4/29/2025

0.00 18,750.00
18,750.00
04/30/2024
Interest
63743HFF4
495,000.00
National Rural Utilities Note

5.45%
Due
10/30/2025

0.00 13,488.75
13,488.75
APR 2024
7,434.79
132,655.81
140,090.60
05/08/2024
Interest
14913Q3B3
1,250,000.00
Caterpillar Finl Service Note

2.15%
Due
11/8/2024

0.00 13,437.50
13,437.50
05/15/2024
Interest
4581X0EK0
1,720,000.00
Inter-American Dev Bank Note

4.5%
Due
5/15/2026

0.00 38,700.00
38,700.00
05/15/2024
Interest
9128284N7
2,000,000.00
US Treasury Note

2.875%
Due
5/15/2028

0.00 28,750.00
28,750.00
05/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
05/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
05/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
05/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,465.83
1,464.81
8,930.64
05/17/2024
Maturity
3135GA4S7
5,000,000.00
FNMA Callable Note Qtrly
11/17/2022

0.375%
Due
5/17/2024
5,000,000.00
9,375.00
5,009,375.00
Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

Page 23 ends

185
Cash Flow Report
As of October 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
05/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,976.08

91.67 22,067.75
05/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
05/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
05/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
MAY 2024
5,029,441.91
104,573.52
5,134,015.43
06/06/2024
Interest
24422EWF2
280,000.00
John Deere Capital Corp Note

3.4%
Due
6/6/2025

0.00 4,760.00
4,760.00
06/09/2024
Interest
3130AEB25
2,000,000.00
FHLB Note

3.25%
Due
6/9/2028

0.00 32,500.00
32,500.00
06/13/2024
Call
06406RBF3
955,000.00
Bank of NY Mellon Corp Callable Note Cont
6/13/2024

3.43%
Due
6/13/2025
955,000.00
16,378.25
971,378.25
06/13/2024
Maturity
69371RR81
895,000.00
Paccar Financial Corp Note

3.15%
Due
6/13/2024
895,000.00
14,096.25
909,096.25
06/14/2024
Maturity
3135GA5Y3
4,375,000.00
FNMA Callable Note Qtrly
12/14/2021

0.375%
Due
6/14/2024
4,375,000.00
8,203.13
4,383,203.13
06/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
06/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,497.00
1,433.64
8,930.64
06/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
06/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
06/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,981.40

82.51 22,063.91
06/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
06/23/2024
Maturity
40434CAD7
3,000,000.00
HSBC USA Inc Note

3.5%
Due
6/23/2024
3,000,000.00
52,500.00
3,052,500.00
Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

Page 24 ends

186
Cash Flow Report
As of October 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
06/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
06/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,828.67
430.00
10,258.67
JUN 2024
9,264,307.07
142,708.32
9,407,015.39
07/12/2024
Interest
78016FZW7
1,000,000.00
Royal Bank of Canada Note

4.9%
Due
1/12/2028

0.00 24,500.00
24,500.00
07/12/2024
Interest
459058KT9
2,000,000.00
Intl. Bank Recon & Development Note

3.5%
Due
7/12/2028

0.00 35,000.00
35,000.00
07/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
07/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
07/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
07/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,528.30
1,402.34
8,930.64
07/17/2024
Interest
3133EPQC2
2,000,000.00
FFCB Note

4.625%
Due
7/17/2026

0.00 46,250.00
46,250.00
07/17/2024
Interest
61747YET8
775,000.00
Morgan Stanley Callable Note Cont
7/17/2025

4.679%
Due
7/17/2026

0.00 18,131.13
18,131.13
07/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,986.71

73.35 22,060.06
07/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
07/22/2024
Interest
06051GJR1
1,250,000.00
Bank of America Corp Callable Note Cont
4/22/2024

0.976%
Due
4/22/2025

0.00 19,084.72
19,084.72
07/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,866.35
387.74
10,254.09
07/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
07/29/2024
Interest
3130ANDF4
5,000,000.00
FHLB Callable Note Annual
7/29/2022

0.9%
Due
7/29/2026

0.00 22,500.00
22,500.00
JUL 2024
39,381.36
179,653.82
219,035.18
Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

Page 25 ends

187
Cash Flow Report
As of October 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
08/08/2024
Interest
037833EB2
3,000,000.00
Apple Inc Callable Note Cont
1/8/2026

0.7%
Due
2/8/2026

0.00 10,500.00
10,500.00
08/13/2024
Interest
713448FQ6
195,000.00
Pepsico Inc. Callable Note Cont
1/13/26

4.55%
Due
2/13/2026

0.00 4,436.25
4,436.25
08/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
08/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
08/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
08/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,559.73
1,370.91
8,930.64
08/18/2024
Interest
3135GA4W8
5,000,000.00
FNMA Callable Note Qtrly
11/18/2022

0.5%
Due
2/18/2025

0.00 12,500.00
12,500.00
08/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,992.02

64.19 22,056.21
08/21/2024
Interest
907818GE2
470,000.00
Union Pacific Corp Callable Note Cont
1/21/26

4.75%
Due
2/21/2026

0.00 11,162.50
11,162.50
08/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
08/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,904.19
345.31
10,249.50
08/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
08/31/2024
Interest
91282CFH9
1,950,000.00
US Treasury Note

3.125%
Due
8/31/2027

0.00 30,468.75
30,468.75
AUG 2024
39,455.94
83,172.45
122,628.39
09/02/2024
Interest
3133EPCF0
2,000,000.00
FFCB Note

4.5%
Due
3/2/2026

0.00 45,000.00
45,000.00
09/06/2024
Maturity
191216CL2
3,000,000.00
Coca Cola Company Callable Note Cont
8/6/2024

1.75%
Due
9/6/2024
3,000,000.00
26,250.00
3,026,250.00
09/08/2024
Interest
24422EXD6
505,000.00
John Deere Capital Corp Note

5.15%
Due
9/8/2026

0.00 13,003.75
13,003.75
Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

Page 26 ends

188
Cash Flow Report
As of October 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
09/10/2024
Interest
3130ATS57
2,000,000.00
FHLB Note

4.5%
Due
3/10/2028

0.00 45,000.00
45,000.00
09/14/2024
Interest
06368LAQ9
1,000,000.00
Bank of Montreal Callable Note Cont
8/14/2027

4.7%
Due
9/14/2027

0.00 23,500.00
23,500.00
09/15/2024
Interest
3133EPDJ1
2,000,000.00
FFCB Note

4.375%
Due
9/15/2027

0.00 43,750.00
43,750.00
09/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
09/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
09/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
09/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,591.29
1,339.35
8,930.64
09/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,997.33

55.03 22,052.36
09/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
09/25/2024
Maturity
3134GWVE3
4,575,000.00
FHLMC Callable Note Qtrly
3/25/2021

0.4%
Due
9/25/2024
4,575,000.00
9,150.00
4,584,150.00
09/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,942.16
302.72
10,244.88
09/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
09/30/2024
Interest
91282CCZ2
3,000,000.00
US Treasury Note

0.875%
Due
9/30/2026

0.00 13,125.00
13,125.00
SEP 2024
7,614,530.78
232,800.39
7,847,331.17
10/15/2024
Interest
91324PEN8
775,000.00
United Health Group Inc Note

5.15%
Due
10/15/2025

0.00 19,956.25
19,956.25
10/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
10/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

Page 27 ends

189
Cash Flow Report
As of October 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
10/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,622.99
1,307.65
8,930.64
10/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
10/16/2024
Interest
89236THP3
5,000,000.00
Toyota Motor Credit Corp Note

0.8%
Due
10/16/2025

0.00 20,000.00
20,000.00
10/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
22,002.65

45.86 22,048.51
10/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027
10,676.10
882.00
11,558.10
10/22/2024
Interest
06051GJR1
1,250,000.00
Bank of America Corp Callable Note Cont
4/22/2024

0.976%
Due
4/22/2025

0.00 19,294.44
19,294.44
10/22/2024
Interest
46647PBK1
1,250,000.00
JP Morgan Chase & Co Callable Note Cont
4/22/2025

2.083%
Due
4/22/2026

0.00 13,018.75
13,018.75
10/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,980.28
259.97
10,240.25
10/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
10/28/2024
Interest
3134GW3Z7
9,000,000.00
FHLMC Callable Note Qtrly
10/28/2021

0.6%
Due
10/28/2025

0.00 27,000.00
27,000.00
10/29/2024
Interest
3130AMBG6
5,000,000.00
FHLB Callable Note Qtrly
7/29/2021

0.75%
Due
4/29/2025

0.00 18,750.00
18,750.00
OCT 2024
50,282.02
131,957.46
182,239.48
TOTAL
36,131,546.72
1,750,860.68
37,882,407.40
Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

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190
Important Disclosures
City of Orange
Account #10888
Chandler Asset Management, Inc.
;͞
Chandler
͟Ϳ
is an SEC registered investment adviser. For additional information about our firm, please see our current disclosures (Form ADV). To obtain a copy of our current disclosures, you may contact your client service representative by calling the number on the front of this statement or you may visit our website at www.chandlerasset.com.

Information contained in this monthly statement is confidential and is provided for informational purposes only and should not be construed as specific investment or legal advice. The information contained herein was obtained from sources believed to be reliable as of the date of this statement, but may become outdated or superseded at any time without notice.

Custody:

Your qualified custodian bank maintains control of all assets reflected in this statement and we urge you to compare this statement to the one you receive from your qualified custodian. Chandler does not have any authority to withdraw or deposit funds from/to the custodian account.

Valuation:

Prices are provided by IDC, an independent pricing source. In the event IDC does not provide a price or if the price provided is not reflective of fair market value, Chandler will obtain pricing from an alternative approved third party pricing source in accordance with our written valuation policy and procedures. Our valuation procedures are also disclosed in Item 5 of our Form ADV Part 2A.

Performance:

Performance results are presented gross-of-advisory fees and represent the client ͛
s Total Return. The deduction of advisory fees lowers performance results. These results include the reinvestment of dividends and other earnings. Past performance may not be indicative of future results. Therefore, clients should not assume that future performance of any specific investment or investment strategy will be profitable or equal to past performance levels. All investment strategies have the potential for profit or loss. Economic factors, market conditions or changes in investment strategies, contributions or withdrawals may materially alter the performance and results of your portfolio.

Source ice Data Indices, LLC ("ICE"), used with permission. ICE PERMITS USE OF THE ICE INDICES AND RELATED DATA ON AN "AS IS" BASIS; ICE, ITS AFFILIATES AND THEIR RESPECTIVE

THIRD PARTY SUPPLIERS DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS, EXPRESS AND/OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE, INCLUDING THE INDICES, INDEX DATA AND ANY DATA INCLUDED IN, RELATED TO, OR DERIVED THEREFROM. NEITHER ICE DATA, ITS AFFILIATES OR

THEIR RESPECTIVE THIRD PARTY PROVIDERS GUARANTEE THE QUALITY, ADEQUACY, ACCURACY, TIMELINESS OR COMPLETENESS OF THE INDICES OR THE INDEX DATA OR ANY COMPONENT THEREOF, AND THE INDICES AND INDEX DATA AND ALL COMPONENTS THEREOF ARE PROVIDED ON AN "AS IS" BASIS AND LICENSEE'S USE IS AT LICENSEE'S OWN RISK. ICE DATA, ITS AFFILIATES AND THEIR RESPECTIVE THIRD PARTY DO NOT SPONSOR, ENDORSE, OR RECOMMEND CHANDLER, OR ANY OF ITS PRODUCTS OR SERVICES.

Index returns assume reinvestment of all distributions. Historical performance results for investment indexes generally do not reflect the deduction of transaction and/or custodial charges or the deduction of an investment management fee, the incurrence of which would have the effect of decreasing historical performance results. It is not possible to invest directly in an index.

Ratings:

Ratings information have been provided by Moody
͛
s, S&P and Fitch through data feeds we believe to be reliable as of the date of this statement, however we cannot guarantee its accuracy.

Security level ratings for U.S. Agency issued mortgage-backed securities ;͞
MBS
͟Ϳ
reflect the issuer rating because the securities themselves are not rated. The issuing U.S. Agency guarantees the full and timely payment of both principal and interest and carries a AA+/Aaa/AAA by S&P, Moody ͛
s and Fitch respectively.

Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

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191
Benchmark Index & Disclosures
City of Orange
Account #10888
Benchmark Index
Disclosure
ICE BofA 1-5 Yr US Treasury & Agency
Index
The ICE BofA 1-5 Year US Treasury & Agency Index tracks the performance of US dollar denominated US Treasury and nonsubordinated US agency debt issued in the US domestic market. Qualifying securities must have an investment grade rating (based on an average of Moody ͛
s,
S&P and Fitch). Qualifying securities must have at least one year remaining term to final maturity and less than five years remaining term to final maturity, at least 18 months to maturity at time of issuance, a fixed coupon schedule, and a minimum amount outstanding of $1 billion for sovereigns and $250 million for agencies.

Execution Time: 11/2/2023 11:02:04 PM
Chandler Asset Management - CONFIDENTIAL

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192

MONTHLY ACCOUNT STATEMENT
City of Orange - Account #10888
NOVEMBER 1, 2023 THROUGH NOVEMBER 30, 2023
Information contained herein is confidential. We urge you to compare this statement to the one you receive from your qualified custodian. Please see Important Disclosures.

CHANDLER

ASSET MANAGEMENT
chandlerasset.com
Chandler Team:

For questions about your account, please call (800) 317-4747, or contact
[email protected]
Custodian
US Bank
Alexander Bazan
(503) 402-5305
193

ACCOUNT SUMMARY
Beg. Values
as of
10/31/23
End Values
as of
11/30/23
Market Value
96,416,628
97,494,535
Accrued Interest
364,480
420,686
Total Market Value
96,781,108
97,915,221
Income Earned
155,521
155,301
Cont/WD
-6,737
Par
101,549,684
101,635,219
Book Value
101,296,397
101,386,574
Cost Value
101,352,862
101,444,532

TOP ISSUERS
Federal Home Loan Bank

22.3%
Federal National Mortgage Assoc

16.2%
Federal Home Loan Mortgage Corp

15.6%
Government of United States

6.6%
Federal Farm Credit Bank

6.2%
Toyota Motor Corp

4.7%
HSBC Holdings PLC

3.1%
Coca Cola Co.

3.0%
Total

77.7%

PORTFOLIO CHARACTERISTICS
Average Modified Duration

1.71 Average Coupon

1.79%
Average Purchase YTM

1.89%
Average Market YTM

5.07%
Average S&P/Moody Rating
AA/Aa1
Average Final Maturity

1.92 yrs
Average Life

1.82 yrs

CREDIT QUALITY (S&P)

MATURITY DISTRIBUTION

SECTOR ALLOCATION
Portfolio Summary
As of November 30, 2023
City of Orange
Account #10888

PERFORMANCE REVIEW
Annualized

TOTAL RATE OF RETURN
1M
3M
YTD
1YR
2YRS
3YRS
5YRS
10YRS
12/31/2021
City of Orange

1.18%

1.40%

3.71%

3.86%
N/A
N/A
N/A
N/A
-1.34%
ICE BofA 1-5 Yr US Treasury & Agency Index

1.48%

1.24%

2.80%

2.86%
N/A
N/A
N/A
N/A
-1.36%
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

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194

BOOK VALUE RECONCILIATION

BEGINNING BOOK VALUE
$101,296,397.15
Acquisition
+ Security Purchases
$709,839.29
+ Money Market Fund Purchases
$602,112.27
+ Money Market Contributions
$0.00
+ Security Contributions
$0.00
+ Security Transfers
$0.00
Total Acquisitions
$1,311,951.56
Dispositions
- Security Sales
$107,811.00
- Money Market Fund Sales
$709,839.29
- MMF Withdrawals
$6,737.25
- Security Withdrawals
$0.00
- Security Transfers
$0.00
- Other Dispositions
$0.00
- Maturities
$400,000.00
- Calls
$0.00
- Principal Paydowns
$0.00
Total Dispositions
$1,224,387.54
Amortization/Accretion
+/- Net Accretion
$4,793.36
$4,793.36
Gain/Loss on Dispositions
+/- Realized Gain/Loss
($2,180.62)
($2,180.62)

ENDING BOOK VALUE
$101,386,573.91

CASH TRANSACTION SUMMARY

BEGINNING BALANCE
$204,683.58
Acquisition
Contributions
$0.00
Security Sale Proceeds
$107,811.00
Accrued Interest Received
$44.92
Interest Received
$93,792.84
Dividend Received
$463.51
Principal on Maturities
$400,000.00
Interest on Maturities
$0.00
Calls/Redemption (Principal)
$0.00
Interest from Calls/Redemption
$0.00
Principal Paydown
$0.00
Total Acquisitions
$602,112.27
Dispositions
Withdrawals
$6,737.25
Security Purchase
$709,839.29
Accrued Interest Paid
$0.00
Total Dispositions
$716,576.54

ENDING BOOK VALUE
$90,219.31
Reconciliation Summary
As of November 30, 2023
City of Orange
Account #10888
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

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195
Holdings Report
As of November 30, 2023
City of Orange
Account #10888
CUSIP
Security Description
Par Value/Units
Purchase Date
Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
ABS
05593AAC3
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
100,000.00
02/07/2023

5.22%
99,997.62
99,998.51

99.59 5.68%
99,588.60

86.00 0.10%
(
409.91
)
Aaa / AAA
NR

1.99 0.89
43815JAC7
Honda Auto Receivables Owner
2023-1

A
3 5.04%
Due
4/21/2027
210,000.00
02/16/2023

5.10%
209,960.98
209,970.46

99.41 5.47%
208,752.18
294.00

0.21%
(
1,218.28
)
Aaa / NR
AAA

3.39 1.60
92348KAA1
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
220,000.00
10/21/2022

4.28%
204,668.75
211,928.07

97.56 3.13%
214,623.43

33.61 0.22%
2,695.36
Aaa / AAA
AAA

3.47 0.93
47800CAC0
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
395,000.00
02/22/2023

5.07%
394,928.03
394,939.50

99.29 5.48%
392,189.62
879.53

0.40%
(
2,749.88
)
Aaa / NR
AAA

3.96 1.69
05592XAD2
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028
190,000.00
07/11/2023

5.54%
189,966.33
189,970.07
100.45

5.28%
190,861.46
173.22

0.20%
891.39

NR / AAA
AAA

4.24 1.82
02582JJZ4
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028
350,000.00
06/07/2023

4.92%
349,968.96
349,973.91

99.51 5.14%
348,285.70
757.56

0.36%
(
1,688.21
)

NR / AAA
AAA

4.46 2.26
438123AC5
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028
330,000.00
11/01/2023

5.74%
329,941.89
329,942.90
101.09

5.24%
333,608.88
1,195.43

0.34%
3,665.98
Aaa / NR
AAA

4.56 2.19
161571HT4
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028
1,060,000.00
09/07/2023

5.23%
1,059,706.17
1,059,726.81
100.42

5.05%
1,064,404.31
2,430.93

1.09%
4,677.50

NR / AAA
AAA

4.80 2.54
02582JKD1
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028
1,055,000.00
09/12/2023

5.29%
1,054,952.84
1,054,955.99
100.43

5.12%
1,059,496.41
2,452.29

1.08%
4,540.42

NR / AAA
AAA

4.80 2.53
Total ABS
3,910,000.00

5.20%
3,894,091.57
3,901,406.22

5.08%
3,911,810.59
8,302.57

4.00%
10,404.37
Aaa / AAA
AAA

4.42 2.18
AGENCY
3135GABN0
FNMA Callable Note Qtrly
12/29/2021

0.28%
Due
12/29/2023
1,950,000.00
12/29/2020

0.28%
1,950,000.00
1,950,000.00

99.61 5.13%
1,942,398.90
2,305.33

1.99%
(
7,601.10
)
Aaa / AA+
AA+

0.08 0.08
3130ALLM4
FHLB Callable Note Qtrly
6/28/2021

0.35%
Due
3/28/2024
4,890,000.00
03/29/2021

0.37%
4,887,066.00
4,889,683.82

98.41 5.29%
4,812,156.09
2,995.13

4.92%
(
77,527.73
)
Aaa / AA+
NR

0.33 0.32
3134GWXC5
FHLMC Callable Note Qtrly
9/29/2021

0.35%
Due
3/29/2024
2,700,000.00
12/10/2020

0.35%
2,700,000.00
2,700,000.00

98.40 5.28%
2,656,683.90
1,627.50

2.71%
(
43,316.10
)
Aaa / NR
AA+

0.33 0.32
3135GA4S7
FNMA Callable Note Qtrly
11/17/2022

0.375%
Due
5/17/2024
5,000,000.00
11/20/2020

0.38%
5,000,000.00
5,000,000.00

97.73 5.40%
4,886,300.00
729.17

4.99%
(
113,700.00
)
Aaa / AA+
AA+

0.46 0.45
3135GA5Y3
FNMA Callable Note Qtrly
12/14/2021

0.375%
Due
6/14/2024
4,375,000.00
12/14/2020

0.38%
4,375,000.00
4,375,000.00

97.40 5.33%
4,261,280.63
7,610.68

4.36%
(
113,719.37
)
Aaa / AA+
AA+

0.54 0.52
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

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196
Holdings Report
As of November 30, 2023
City of Orange
Account #10888
CUSIP
Security Description
Par Value/Units
Purchase Date
Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
AGENCY
3134GWVE3
FHLMC Callable Note Qtrly
3/25/2021

0.4%
Due
9/25/2024
4,575,000.00
11/19/2020

0.41%
4,573,627.50
4,574,708.12

96.07 5.37%
4,395,216.22
3,355.00

4.49%
(
179,491.90
)
Aaa / NR
AA+

0.82 0.80
3135GA4W8
FNMA Callable Note Qtrly
11/18/2022

0.5%
Due
2/18/2025
5,000,000.00
11/20/2020

0.50%
5,000,000.00
5,000,000.00

94.46 5.26%
4,723,215.00
7,152.78

4.83%
(
276,785.00
)
Aaa / AA+
AA+

1.22 1.18
3130ANA42
FHLB Callable Note Qtrly
1/28/2022

0.65%
Due
4/28/2025
4,000,000.00
07/28/2021

0.65%
4,000,000.00
4,000,000.00

94.00 5.11%
3,760,096.00
8,883.33

3.85%
(
239,904.00
)
Aaa / AA+
NR

1.41 1.37
3130AMBG6
FHLB Callable Note Qtrly
7/29/2021

0.75%
Due
4/29/2025
5,000,000.00
05/04/2021

0.75%
5,000,000.00
5,000,000.00

94.13 5.11%
4,706,350.00
3,333.33

4.81%
(
293,650.00
)
Aaa / AA+
NR

1.41 1.37
3134GW3Z7
FHLMC Callable Note Qtrly
10/28/2021

0.6%
Due
10/28/2025
9,000,000.00
10/28/2020

0.60%
9,000,000.00
9,000,000.00

91.79 5.16%
8,261,424.00
4,950.00

8.44%
(
738,576.00
)
Aaa / NR
AA+

1.91 1.85
3133EPCF0
FFCB Note

4.5%
Due
3/2/2026
2,000,000.00
03/27/2023

4.01%
2,026,680.00
2,020,496.22

99.71 4.63%
1,994,266.00
22,250.00

2.06%
(
26,230.22
)
Aaa / AA+
AA+

2.25 2.10
3133EPQC2
FFCB Note

4.625%
Due
7/17/2026
2,000,000.00
07/28/2023

4.66%
1,998,260.00
1,998,457.80
100.03

4.61%
2,000,692.00
34,430.56

2.08%
2,234.20
Aaa / AA+
AA+

2.63 2.41
3130ANDF4
FHLB Callable Note Annual
7/29/2022

0.9%
Due
7/29/2026
5,000,000.00
07/29/2021

0.90%
5,010,000.00
5,000,000.00

90.71 4.65%
4,535,640.00
15,250.00

4.65%
(
464,360.00
)
Aaa / AA+
NR

2.66 2.57
3133EPDJ1
FFCB Note

4.375%
Due
9/15/2027
2,000,000.00
03/27/2023

3.81%
2,045,720.00
2,038,772.35

99.60 4.49%
1,991,988.00
18,472.22

2.05%
(
46,784.35
)
Aaa / AA+
AA+

3.79 3.43
3130ATS57
FHLB Note

4.5%
Due
3/10/2028
2,000,000.00
03/27/2023

3.82%
2,060,420.00
2,052,136.88
100.58

4.35%
2,011,650.00
20,250.00

2.08%
(
40,486.88
)
Aaa / AA+
NR

4.28 3.82
3130AEB25
FHLB Note

3.25%
Due
6/9/2028
2,000,000.00
07/24/2023

4.15%
1,921,180.00
1,926,889.03

95.23 4.43%
1,904,556.00
31,055.56

1.98%
(
22,333.03
)
Aaa / AA+
NR

4.53 4.08
Total Agency
61,490,000.00

1.11%
61,547,953.50
61,526,144.22

5.07%
58,843,912.74
184,650.59

60.29%
(
2,682,231.48
)
Aaa / AA+
AA+

1.55 1.46

CORPORATE
69371RR81
Paccar Financial Corp Note

3.15%
Due
6/13/2024
895,000.00
06/06/2022

3.16%
894,794.15
894,945.09

98.74 5.56%
883,738.22
13,156.50

0.92%
(
11,206.87
)
A
1 / A+
NR

0.54 0.51
40434CAD7
HSBC USA Inc Note

3.5%
Due
6/23/2024
3,000,000.00
12/10/2019

2.14%
3,174,900.00
3,021,638.20

98.72 5.83%
2,961,663.00
46,083.33

3.07%
(
59,975.20
)
A
2 / A-
A+

0.56 0.54
191216CL2
Coca Cola Company Callable Note Cont
8/6/2024

1.75%
Due
9/6/2024
3,000,000.00
09/20/2019

2.00%
2,964,750.00
2,994,555.98

97.56 5.03%
2,926,842.00
12,395.83

3.00%
(
67,713.98
)
A
1 / A+
NR

0.77 0.74
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

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197
Holdings Report
As of November 30, 2023
City of Orange
Account #10888
CUSIP
Security Description
Par Value/Units
Purchase Date
Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration

CORPORATE
14913Q3B3
Caterpillar Finl Service Note

2.15%
Due
11/8/2024
1,250,000.00
05/31/2022

2.87%
1,229,100.00
1,241,945.28

97.11 5.34%
1,213,892.50
1,717.01

1.24%
(
28,052.78
)
A
2 / A
A+

0.94 0.91
06051GJR1
Bank of America Corp Callable Note
Cont
4/22/2024

0.976%
Due
4/22/2025
1,250,000.00
05/31/2022

4.41%
1,192,012.50
1,222,078.06

97.81 6.29%
1,222,575.00
1,321.67

1.25%
496.94
A
1 / A-
AA-

1.39 1.33
24422EWF2
John Deere Capital Corp Note

3.4%
Due
6/6/2025
280,000.00
06/01/2022

3.41%
279,935.60
279,967.51

97.53 5.11%
273,083.16
4,627.78

0.28%
(
6,884.35
)
A
2 / A
A+

1.52 1.43
06406RBF3
Bank of NY Mellon Corp Callable Note
Cont
6/13/2024

3.43%
Due
6/13/2025
955,000.00
06/08/2022

3.43%
955,000.00
955,000.00

98.60 6.04%
941,644.33
15,286.37

0.98%
(
13,355.67
)
A
1 / A
AA-

1.54 1.43
91324PEN8
United Health Group Inc Note

5.15%
Due
10/15/2025
775,000.00
12/28/2022

4.56%
786,780.00
782,899.53
100.47

4.88%
778,671.18
5,099.93

0.80%
(
4,228.35
)
A
2 / A+
A

1.88 1.76
89236THP3
Toyota Motor Credit Corp Note

0.8%
Due
10/16/2025
5,000,000.00
11/19/2020

0.70%
5,025,000.00
5,009,556.36

92.54 5.01%
4,626,825.00
5,000.00

4.73%
(
382,731.36
)
A
1 / A+
A+

1.88 1.82
63743HFF4
National Rural Utilities Note

5.45%
Due
10/30/2025
495,000.00
10/20/2022

5.50%
494,336.70
494,576.58
100.35

5.25%
496,743.39
2,323.06

0.51%
2,166.81
A
2 / A-
A

1.92 1.79
037833EB2
Apple Inc Callable Note Cont
1/8/2026

0.7%
Due
2/8/2026
3,000,000.00
02/08/2021

0.70%
2,999,730.00
2,999,881.71

91.71 4.73%
2,751,195.00
6,591.67

2.82%
(
248,686.71
)
Aaa / AA+
NR

2.19 2.12
713448FQ6
Pepsico Inc. Callable Note Cont
1/13/26

4.55%
Due
2/13/2026
195,000.00
02/13/2023

4.57%
194,886.90
194,916.78

99.59 4.74%
194,202.45
2,661.75

0.20%
(
714.33
)
A
1 / A+
NR

2.21 2.05
907818GE2
Union Pacific Corp Callable Note Cont
1/21/26

4.75%
Due
2/21/2026
470,000.00
02/13/2023

4.77%
469,689.80
469,769.90

99.66 4.91%
468,403.41
6,201.39

0.48%
(
1,366.49
)
A
3 / A-
A-

2.23 2.06
46647PBK1
JP Morgan Chase & Co Callable Note
Cont
4/22/2025

2.083%
Due
4/22/2026
1,250,000.00
05/31/2022

4.68%
1,190,825.00
1,213,619.88

94.99 5.88%
1,187,352.50
2,820.73

1.22%
(
26,267.38
)
A
1 / A-
AA-

2.39 1.34
61747YET8
Morgan Stanley Callable Note Cont
7/17/2025

4.679%
Due
7/17/2026
775,000.00
12/28/2022

5.75%
764,390.25
767,143.05

98.28 5.79%
761,691.70
13,497.62

0.79%
(
5,451.35
)
A
1 / A-
A+

2.63 1.52
24422EXD6
John Deere Capital Corp Note

5.15%
Due
9/8/2026
505,000.00
09/05/2023

5.18%
504,641.45
504,668.93
100.71

4.87%
508,572.37
5,996.17

0.53%
3,903.44
A
2 / A
A+

2.78 2.53
713448FW3
Pepsico Inc. Callable Note Cont
10/10/2026

5.125%
Due
11/10/2026
380,000.00
11/08/2023

5.13%
379,897.40
379,899.37
100.96

4.76%
383,633.56
1,136.04

0.39%
3,734.19
A
1 / A+
NR

2.95 2.63
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 5 ends

198
Holdings Report
As of November 30, 2023
City of Orange
Account #10888
CUSIP
Security Description
Par Value/Units
Purchase Date
Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration

CORPORATE
06368LAQ9
Bank of Montreal Callable Note Cont
8/14/2027

4.7%
Due
9/14/2027
1,000,000.00
03/30/2023

4.91%
991,550.00
992,821.65

97.98 5.29%
979,813.00
10,052.78

1.01%
(
13,008.65
)
A
2 / A-
AA-

3.79 3.39
78016FZW7
Royal Bank of Canada Note

4.9%
Due
1/12/2028
1,000,000.00
03/30/2023

4.95%
997,990.00
998,271.72

98.95 5.19%
989,472.00
18,919.44

1.03%
(
8,799.72
)
A
1 / A
AA-

4.12 3.61
Total Corporate
25,475,000.00

2.67%
25,490,209.75
25,418,155.58

5.30%
24,550,013.77
174,889.07

25.25%
(
868,141.81
)
A
1 / A+
A+

1.75 1.57

MONEY MARKET FUND
31846V203
First American Govt Obligation Fund
Class Y
90,219.31
Various

4.98%
90,219.31
90,219.31

1.00 4.98%
90,219.31

0.00 0.09%

0.00 Aaa / AAA
AAA

0.00 0.00
Total Money Market Fund
90,219.31

4.98%
90,219.31
90,219.31

4.98%
90,219.31

0.00 0.09%

0.00 Aaa / AAA
AAA

0.00 0.00

SUPRANATIONAL
4581X0EK0
Inter-American Dev Bank Note

4.5%
Due
5/15/2026
1,720,000.00
06/27/2023

4.53%
1,718,675.60
1,718,863.35

99.63 4.66%
1,713,658.36
3,440.00

1.75%
(
5,204.99
)
Aaa / AAA
AAA

2.46 2.30
459058KT9
Intl. Bank Recon & Development Note

3.5%
Due
7/12/2028
2,000,000.00
07/24/2023

4.19%
1,938,380.00
1,942,730.45

96.05 4.46%
1,920,974.00
27,027.78

1.99%
(
21,756.45
)
Aaa / AAA
NR

4.62 4.14
Total Supranational
3,720,000.00

4.35%
3,657,055.60
3,661,593.80

4.55%
3,634,632.36
30,467.78

3.74%
(
26,961.44
)
Aaa / AAA
AAA

3.61 3.28

US TREASURY
91282CCZ2
US Treasury Note

0.875%
Due
9/30/2026
3,000,000.00
09/30/2021

1.01%
2,980,546.88
2,988,984.38

90.61 4.44%
2,718,165.00
4,446.72

2.78%
(
270,819.38
)
Aaa / AA+
AA+

2.84 2.74
91282CFH9
US Treasury Note

3.125%
Due
8/31/2027
1,950,000.00
03/30/2023

3.74%
1,901,173.83
1,908,585.49

95.63 4.40%
1,864,687.50
15,401.79

1.92%
(
43,897.99
)
Aaa / AA+
AA+

3.75 3.46
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 6 ends

199
Holdings Report
As of November 30, 2023
City of Orange
Account #10888
CUSIP
Security Description
Par Value/Units
Purchase Date
Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration

US TREASURY
9128284N7
US Treasury Note

2.875%
Due
5/15/2028
2,000,000.00
07/31/2023

4.23%
1,883,281.25
1,891,484.91

94.05 4.36%
1,881,094.00
2,527.47

1.92%
(
10,390.91
)
Aaa / AA+
AA+

4.46 4.11
Total US Treasury
6,950,000.00

2.68%
6,765,001.96
6,789,054.78

4.40%
6,463,946.50
22,375.98

6.62%
(
325,108.28
)
Aaa / AA+
AA+

3.57 3.35

TOTAL PORTFOLIO
101,635,219.31

1.89%
101,444,531.69
101,386,573.91

5.07%
97,494,535.27
420,685.99
100.00%
(
3,892,038.64
)
Aa
1 / AA
AA

1.92 1.71

TOTAL MARKET VALUE PLUS ACCRUED
97,915,221.26
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 7 ends

200
Transaction Ledger
As of November 30, 2023
City of Orange
Account #10888
Transaction
Type
Settlement
Date
CUSIP
Quantity
Security Description
Price
Acq/Disp
Yield
Amount
Interest
Pur/Sold
Total Amount
Gain/Loss

ACQUISITIONS
Purchase
11/01/2023
31846V203
463.51
First American Govt Obligation Fund
Class Y

1.000

4.97%
463.51

0.00 463.51

0.00 Purchase
11/06/2023
31846V203
400,000.00
First American Govt Obligation Fund
Class Y

1.000

4.97%
400,000.00

0.00 400,000.00

0.00 Purchase
11/08/2023
31846V203
13,437.50
First American Govt Obligation Fund
Class Y

1.000

4.97%
13,437.50

0.00 13,437.50

0.00 Purchase
11/08/2023
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

99.982

5.74%
329,941.89

0.00 329,941.89

0.00 Purchase
11/10/2023
31846V203
107,855.92
First American Govt Obligation Fund
Class Y

1.000

4.97%
107,855.92

0.00 107,855.92

0.00 Purchase
11/10/2023
713448FW3
380,000.00
Pepsico Inc. Callable Note Cont
10/10/2026

5.125%
Due
11/10/2026

99.973

5.13%
379,897.40

0.00 379,897.40

0.00 Purchase
11/15/2023
31846V203
56,485.00
First American Govt Obligation Fund
Class Y

1.000

4.97%
56,485.00

0.00 56,485.00

0.00 Purchase
11/15/2023
31846V203
4,558.00
First American Govt Obligation Fund
Class Y

1.000

4.97%
4,558.00

0.00 4,558.00

0.00 Purchase
11/15/2023
31846V203
1,649.13
First American Govt Obligation Fund
Class Y

1.000

4.97%
1,649.13

0.00 1,649.13

0.00 Purchase
11/15/2023
31846V203
1,420.42
First American Govt Obligation Fund
Class Y

1.000

4.97%
1,420.42

0.00 1,420.42

0.00 Purchase
11/15/2023
31846V203
4,598.04
First American Govt Obligation Fund
Class Y

1.000

4.97%
4,598.04

0.00 4,598.04

0.00 Purchase
11/17/2023
31846V203
9,375.00
First American Govt Obligation Fund
Class Y

1.000

4.97%
9,375.00

0.00 9,375.00

0.00 Purchase
11/20/2023
31846V203

91.67 First American Govt Obligation Fund
Class Y

1.000

4.97%

91.67 0.00

91.67 0.00
Purchase
11/21/2023
31846V203
882.00
First American Govt Obligation Fund
Class Y

1.000

4.97%
882.00

0.00 882.00

0.00 Purchase
11/27/2023
31846V203
866.08
First American Govt Obligation Fund
Class Y

1.000

4.97%
866.08

0.00 866.08

0.00 Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 8 ends

201
Transaction Ledger
As of November 30, 2023
City of Orange
Account #10888
Transaction
Type
Settlement
Date
CUSIP
Quantity
Security Description
Price
Acq/Disp
Yield
Amount
Interest
Pur/Sold
Total Amount
Gain/Loss

ACQUISITIONS
Purchase
11/27/2023
31846V203
430.00
First American Govt Obligation Fund
Class Y

1.000

4.97%
430.00

0.00 430.00

0.00 Subtotal
1,312,112.27
1,311,951.56

0.00 1,311,951.56

0.00 Short Sale
11/08/2023
31846V203
-329,941.89
First American Govt Obligation Fund
Class Y

1.000
-329,941.89

0.00 -329,941.89

0.00 Subtotal
-329,941.89
-329,941.89

0.00 -329,941.89

0.00 TOTAL ACQUISITIONS
982,170.38
982,009.67

0.00 982,009.67

0.00 DISPOSITIONS
Closing
Purchase
11/08/2023
31846V203
-329,941.89
First American Govt Obligation Fund
Class Y

1.000
-329,941.89

0.00 -329,941.89

0.00 Subtotal
-329,941.89
-329,941.89

0.00 -329,941.89

0.00 Sale
11/08/2023
31846V203
329,941.89
First American Govt Obligation Fund
Class Y

1.000

4.97%
329,941.89

0.00 329,941.89

0.00 Sale
11/10/2023
3130ALLM4
110,000.00
FHLB Callable Note Qtrly
6/28/2021

0.35%
Due
3/28/2024

98.010

0.37%
107,811.00

44.92 107,855.92
-2,180.62
Sale
11/10/2023
31846V203
379,897.40
First American Govt Obligation Fund
Class Y

1.000

4.97%
379,897.40

0.00 379,897.40

0.00 Subtotal
819,839.29
817,650.29

44.92 817,695.21
-2,180.62
Paydown
11/15/2023
02582JJZ4

0.00 American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028
100.000

0.00 1,420.42
1,420.42

0.00 Paydown
11/15/2023
02582JKD1

0.00 American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028
100.000

0.00 4,598.04
4,598.04

0.00 Paydown
11/15/2023
161571HT4

0.00 Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028
100.000

0.00 4,558.00
4,558.00

0.00 Paydown
11/15/2023
47800CAC0

0.00 John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
100.000

0.00 1,649.13
1,649.13

0.00 Paydown
11/20/2023
92348KAA1

0.00 Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
100.000

0.00 91.67

91.67 0.00
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 9 ends

202
Transaction Ledger
As of November 30, 2023
City of Orange
Account #10888
Transaction
Type
Settlement
Date
CUSIP
Quantity
Security Description
Price
Acq/Disp
Yield
Amount
Interest
Pur/Sold
Total Amount
Gain/Loss

DISPOSITIONS
Paydown
11/21/2023
43815JAC7

0.00 Honda Auto Receivables Owner
2023-1

A
3 5.04%
Due
4/21/2027
100.000

0.00 882.00
882.00

0.00 Paydown
11/27/2023
05592XAD2

0.00 BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028
100.000

0.00 866.08
866.08

0.00 Paydown
11/27/2023
05593AAC3

0.00 BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
100.000

0.00 430.00
430.00

0.00 Subtotal

0.00 0.00
14,495.34
14,495.34

0.00 Maturity
11/06/2023
62479MY64
400,000.00
MUFG Bank Ltd/NY Discount CP

5.55%
Due
11/6/2023

98.443
400,000.00

0.00 400,000.00

0.00 Subtotal
400,000.00
400,000.00

0.00 400,000.00

0.00 Security
Withdrawal
11/06/2023
31846V203
6,082.57
First American Govt Obligation Fund
Class Y

1.000
6,082.57

0.00 6,082.57

0.00 Security
Withdrawal
11/27/2023
31846V203
654.68
First American Govt Obligation Fund
Class Y

1.000
654.68

0.00 654.68

0.00 Subtotal
6,737.25
6,737.25

0.00 6,737.25

0.00 TOTAL DISPOSITIONS
896,634.65
894,445.65
14,540.26
908,985.91
-2,180.62

OTHER TRANSACTIONS
Interest
11/08/2023
14913Q3B3
1,250,000.00
Caterpillar Finl Service Note

2.15%
Due
11/8/2024

0.000
13,437.50

0.00 13,437.50

0.00 Interest
11/15/2023
4581X0EK0
1,720,000.00
Inter-American Dev Bank Note

4.5%
Due
5/15/2026

0.000
27,735.00

0.00 27,735.00

0.00 Interest
11/15/2023
9128284N7
2,000,000.00
US Treasury Note

2.875%
Due
5/15/2028

0.000
28,750.00

0.00 28,750.00

0.00 Interest
11/17/2023
3135GA4S7
5,000,000.00
FNMA Callable Note Qtrly
11/17/2022

0.375%
Due
5/17/2024

0.000
9,375.00

0.00 9,375.00

0.00 Subtotal
9,970,000.00
79,297.50

0.00 79,297.50

0.00 Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 10 ends

203
Transaction Ledger
As of November 30, 2023
City of Orange
Account #10888
Transaction
Type
Settlement
Date
CUSIP
Quantity
Security Description
Price
Acq/Disp
Yield
Amount
Interest
Pur/Sold
Total Amount
Gain/Loss

OTHER TRANSACTIONS
Dividend
11/01/2023
31846V203
-125,258.31
First American Govt Obligation Fund
Class Y

0.000
463.51

0.00 463.51

0.00 Subtotal
-125,258.31
463.51

0.00 463.51

0.00 TOTAL OTHER TRANSACTIONS
9,844,741.69
79,761.01

0.00 79,761.01

0.00 Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 11 ends

204
Income Earned
As of November 30, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income

FIXED INCOME
02582JJZ4
American Express Credit Trust
2023-1
A

4.87%
Due
05/15/2028
06/07/2023
06/14/2023
350,000.00
349,973.04

0.00 0.00
349,973.91
757.56
1,420.42
757.56
1,420.42

0.87 0.00

0.87 1,421.29
1,421.29
02582JKD1
American Express Credit Trust
2023-3
A

5.23%
Due
09/15/2028
09/12/2023
09/19/2023
1,055,000.00
1,054,954.70

0.00 0.00
1,054,955.99
2,452.29
4,598.04
2,452.29
4,598.04

1.29 0.00

1.29 4,599.33
4,599.33
037833EB2
Apple Inc
Callable Note Cont
1/8/2026

0.7%
Due
02/08/2026
02/08/2021
02/08/2021
3,000,000.00
2,999,877.27

0.00 0.00
2,999,881.71
4,841.67

0.00 6,591.67
1,750.00

4.44 0.00

4.44 1,754.44
1,754.44
05592XAD2
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
02/25/2028
07/11/2023
07/18/2023
190,000.00
189,969.24

0.00 0.00
189,970.07
173.22
866.08
173.22
866.08

0.83 0.00

0.83 866.91
866.91
05593AAC3
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
02/07/2023
02/15/2023
100,000.00
99,998.42

0.00 0.00
99,998.51

86.00 430.00

86.00 430.00

0.09 0.00

0.09 430.09
430.09
06051GJR1
Bank of America Corp
Callable Note Cont
4/22/2024

0.976%
Due
04/22/2025
05/31/2022
06/02/2022
1,250,000.00
1,220,429.12

0.00 0.00
1,222,078.06
305.00

0.00 1,321.67
1,016.67
1,648.94

0.00 1,648.94
2,665.61
2,665.61
06368LAQ9
Bank of Montreal
Callable Note Cont
8/14/2027

4.7%
Due
09/14/2027
03/30/2023
03/31/2023
1,000,000.00
992,665.94

0.00 0.00
992,821.65
6,136.11

0.00 10,052.78
3,916.67
155.71

0.00 155.71
4,072.38
4,072.38
06406RBF3
Bank of NY Mellon Corp
Callable Note Cont
6/13/2024

3.43%
Due
06/13/2025
06/08/2022
06/13/2022
955,000.00
955,000.00

0.00 0.00
955,000.00
12,556.66

0.00 15,286.37
2,729.71

0.00 0.00

0.00 2,729.71
2,729.71
14913Q3B3
Caterpillar Finl Service
Note

2.15%
Due
11/08/2024
05/31/2022
06/02/2022
1,250,000.00
1,241,240.79

0.00 0.00
1,241,945.28
12,914.93
13,437.50
1,717.01
2,239.58
704.49

0.00 704.49
2,944.07
2,944.07
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 12 ends

205
Income Earned
As of November 30, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
161571HT4
Chase Issuance Trust
23 -A
1 A

5.16%
Due
09/15/2028
09/07/2023
09/15/2023
1,060,000.00
1,059,718.77

0.00 0.00
1,059,726.81
2,430.93
4,558.00
2,430.93
4,558.00

8.04 0.00

8.04 4,566.04
4,566.04
191216CL2
Coca Cola Company
Callable Note Cont
8/6/2024

1.75%
Due
09/06/2024
09/20/2019
09/20/2019
3,000,000.00
2,993,972.70

0.00 0.00
2,994,555.98
8,020.83

0.00 12,395.83
4,375.00
583.28

0.00 583.28
4,958.28
4,958.28
24422EWF2
John Deere Capital Corp
Note

3.4%
Due
06/06/2025
06/01/2022
06/06/2022
280,000.00
279,965.74

0.00 0.00
279,967.51
3,834.44

0.00 4,627.78
793.34

1.77 0.00

1.77 795.11
795.11
24422EXD6
John Deere Capital Corp
Note

5.15%
Due
09/08/2026
09/05/2023
09/08/2023
505,000.00
504,659.12

0.00 0.00
504,668.93
3,828.88

0.00 5,996.17
2,167.29

9.81 0.00

9.81 2,177.10
2,177.10
3130AEB25
FHLB
Note

3.25%
Due
06/09/2028
07/24/2023
07/25/2023
2,000,000.00
1,925,561.35

0.00 0.00
1,926,889.03
25,638.89

0.00 31,055.56
5,416.67
1,327.68

0.00 1,327.68
6,744.35
6,744.35
3130ALLM4
FHLB
Callable Note Qtrly
6/28/2021

0.35%
Due
03/28/2024
03/29/2021
03/29/2021
4,890,000.00
4,999,594.52

0.00 109,991.62
4,889,683.82
1,604.17

44.92 2,995.13
1,435.88

80.92 0.00

80.92 1,516.80
1,516.80
3130AMBG6
FHLB
Callable Note Qtrly
7/29/2021

0.75%
Due
04/29/2025
05/04/2021
05/04/2021
5,000,000.00
5,000,000.00

0.00 0.00
5,000,000.00
208.33

0.00 3,333.33
3,125.00

0.00 0.00

0.00 3,125.00
3,125.00
3130ANA42
FHLB
Callable Note Qtrly
1/28/2022

0.65%
Due
04/28/2025
07/28/2021
07/28/2021
4,000,000.00
4,000,000.00

0.00 0.00
4,000,000.00
6,716.67

0.00 8,883.33
2,166.66

0.00 0.00

0.00 2,166.66
2,166.66
3130ANDF4
FHLB
Callable Note Annual
7/29/2022

0.9%
Due
07/29/2026
07/29/2021
07/29/2021
5,000,000.00
5,000,000.00

0.00 0.00
5,000,000.00
11,500.00

0.00 15,250.00
3,750.00

0.00 0.00

0.00 3,750.00
3,750.00
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 13 ends

206
Income Earned
As of November 30, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
3130ATS57
FHLB
Note

4.5%
Due
03/10/2028
03/27/2023
03/28/2023
2,000,000.00
2,053,138.87

0.00 0.00
2,052,136.88
12,750.00

0.00 20,250.00
7,500.00

0.00 1,001.99
(
1,001.99
)
6,498.01
6,498.01
3133EPCF0
FFCB
Note

4.5%
Due
03/02/2026
03/27/2023
03/28/2023
2,000,000.00
2,021,244.26

0.00 0.00
2,020,496.22
14,750.00

0.00 22,250.00
7,500.00

0.00 748.04
(
748.04
)
6,751.96
6,751.96
3133EPDJ1
FFCB
Note

4.375%
Due
09/15/2027
03/27/2023
03/28/2023
2,000,000.00
2,039,612.79

0.00 0.00
2,038,772.35
11,180.56

0.00 18,472.22
7,291.66

0.00 840.44
(
840.44
)
6,451.22
6,451.22
3133EPQC2
FFCB
Note

4.625%
Due
07/17/2026
07/28/2023
07/31/2023
2,000,000.00
1,998,409.56

0.00 0.00
1,998,457.80
26,722.22

0.00 34,430.56
7,708.34

48.24 0.00

48.24 7,756.58
7,756.58
3134GW3Z7
FHLMC
Callable Note Qtrly
10/28/2021

0.6%
Due
10/28/2025
10/28/2020
10/28/2020
9,000,000.00
9,000,000.00

0.00 0.00
9,000,000.00
450.00

0.00 4,950.00
4,500.00

0.00 0.00

0.00 4,500.00
4,500.00
3134GWVE3
FHLMC
Callable Note Qtrly
3/25/2021

0.4%
Due
09/25/2024
11/19/2020
11/19/2020
4,575,000.00
4,574,678.84

0.00 0.00
4,574,708.12
1,830.00

0.00 3,355.00
1,525.00

29.28 0.00

29.28 1,554.28
1,554.28
3134GWXC5
FHLMC
Callable Note Qtrly
9/29/2021

0.35%
Due
03/29/2024
12/10/2020
12/10/2020
2,700,000.00
2,700,000.00

0.00 0.00
2,700,000.00
840.00

0.00 1,627.50
787.50

0.00 0.00

0.00 787.50
787.50
3135GA4S7
FNMA
Callable Note Qtrly
11/17/2022

0.375%
Due
05/17/2024
11/20/2020
11/20/2020
5,000,000.00
5,000,000.00

0.00 0.00
5,000,000.00
8,541.67
9,375.00
729.17
1,562.50

0.00 0.00

0.00 1,562.50
1,562.50
3135GA4W8
FNMA
Callable Note Qtrly
11/18/2022

0.5%
Due
02/18/2025
11/20/2020
11/20/2020
5,000,000.00
5,000,000.00

0.00 0.00
5,000,000.00
5,069.44

0.00 7,152.78
2,083.34

0.00 0.00

0.00 2,083.34
2,083.34
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 14 ends

207
Income Earned
As of November 30, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
3135GA5Y3
FNMA
Callable Note Qtrly
12/14/2021

0.375%
Due
06/14/2024
12/14/2020
12/14/2020
4,375,000.00
4,375,000.00

0.00 0.00
4,375,000.00
6,243.49

0.00 7,610.68
1,367.19

0.00 0.00

0.00 1,367.19
1,367.19
3135GABN0
FNMA
Callable Note Qtrly
12/29/2021

0.28%
Due
12/29/2023
12/29/2020
12/29/2020
1,950,000.00
1,950,000.00

0.00 0.00
1,950,000.00
1,850.33

0.00 2,305.33
455.00

0.00 0.00

0.00 455.00
455.00
40434CAD7
HSBC USA Inc
Note

3.5%
Due
06/23/2024
12/10/2019
12/10/2019
3,000,000.00
3,024,804.77

0.00 0.00
3,021,638.20
37,333.33

0.00 46,083.33
8,750.00

0.00 3,166.57
(
3,166.57
)
5,583.43
5,583.43
438123AC5
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
06/21/2028
11/01/2023
11/08/2023
330,000.00

0.00 329,941.89

0.00 329,942.90

0.00 0.00
1,195.43
1,195.43

1.01 0.00

1.01 1,196.44
1,196.44
43815JAC7
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
04/21/2027
02/16/2023
02/24/2023
210,000.00
209,969.45

0.00 0.00
209,970.46
294.00
882.00
294.00
882.00

1.01 0.00

1.01 883.01
883.01
4581X0EK0
Inter-American Dev Bank
Note

4.5%
Due
05/15/2026
06/27/2023
07/06/2023
1,720,000.00
1,718,825.29

0.00 0.00
1,718,863.35
24,725.00
27,735.00
3,440.00
6,450.00

38.06 0.00

38.06 6,488.06
6,488.06
459058KT9
Intl. Bank Recon & Development
Note

3.5%
Due
07/12/2028
07/24/2023
07/26/2023
2,000,000.00
1,941,710.81

0.00 0.00
1,942,730.45
21,194.44

0.00 27,027.78
5,833.34
1,019.64

0.00 1,019.64
6,852.98
6,852.98
46647PBK1
JP Morgan Chase & Co
Callable Note Cont
4/22/2025

2.083%
Due
04/22/2026
05/31/2022
06/02/2022
1,250,000.00
1,212,369.70

0.00 0.00
1,213,619.88
650.94

0.00 2,820.73
2,169.79
1,250.18

0.00 1,250.18
3,419.97
3,419.97
47800CAC0
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
02/22/2023
03/02/2023
395,000.00
394,938.25

0.00 0.00
394,939.50
879.53
1,649.13
879.53
1,649.13

1.25 0.00

1.25 1,650.38
1,650.38
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 15 ends

208
Income Earned
As of November 30, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
61747YET8
Morgan Stanley
Callable Note Cont
7/17/2025

4.679%
Due
07/17/2026
12/28/2022
12/30/2022
775,000.00
766,897.26

0.00 0.00
767,143.05
10,475.76

0.00 13,497.62
3,021.86
245.79

0.00 245.79
3,267.65
3,267.65
63743HFF4
National Rural Utilities
Note

5.45%
Due
10/30/2025
10/20/2022
10/31/2022
495,000.00
494,558.41

0.00 0.00
494,576.58

74.94 0.00
2,323.06
2,248.12

18.17 0.00

18.17 2,266.29
2,266.29
69371RR81
Paccar Financial Corp
Note

3.15%
Due
06/13/2024
06/06/2022
06/13/2022
895,000.00
894,936.64

0.00 0.00
894,945.09
10,807.13

0.00 13,156.50
2,349.37

8.45 0.00

8.45 2,357.82
2,357.82
713448FQ6
Pepsico Inc.

Callable Note Cont
1/13/26

4.55%
Due
02/13/2026
02/13/2023
02/15/2023
195,000.00
194,913.68

0.00 0.00
194,916.78
1,922.38

0.00 2,661.75
739.37

3.10 0.00

3.10 742.47
742.47
713448FW3
Pepsico Inc.

Callable Note Cont
10/10/2026

5.125%
Due
11/10/2026
11/08/2023
11/10/2023
380,000.00

0.00 379,897.40

0.00 379,899.37

0.00 0.00
1,136.04
1,136.04

1.97 0.00

1.97 1,138.01
1,138.01
78016FZW7
Royal Bank of Canada
Note

4.9%
Due
01/12/2028
03/30/2023
03/31/2023
1,000,000.00
998,237.23

0.00 0.00
998,271.72
14,836.11

0.00 18,919.44
4,083.33

34.49 0.00

34.49 4,117.82
4,117.82
89236THP3
Toyota Motor Credit Corp
Note

0.8%
Due
10/16/2025
11/19/2020
11/19/2020
5,000,000.00
5,009,974.89

0.00 0.00
5,009,556.36
1,666.67

0.00 5,000.00
3,333.33

0.00 418.53
(
418.53
)
2,914.80
2,914.80
907818GE2
Union Pacific Corp
Callable Note Cont
1/21/26

4.75%
Due
02/21/2026
02/13/2023
02/21/2023
470,000.00
469,761.41

0.00 0.00
469,769.90
4,340.97

0.00 6,201.39
1,860.42

8.49 0.00

8.49 1,868.91
1,868.91
9128284N7
US Treasury
Note

2.875%
Due
05/15/2028
07/31/2023
07/31/2023
2,000,000.00
1,889,484.02

0.00 0.00
1,891,484.91
26,562.50
28,750.00
2,527.47
4,714.97
2,000.89

0.00 2,000.89
6,715.86
6,715.86
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 16 ends

209
Income Earned
As of November 30, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
91282CCZ2
US Treasury
Note

0.875%
Due
09/30/2026
09/30/2021
09/30/2021
3,000,000.00
2,988,664.78

0.00 0.00
2,988,984.38
2,295.08

0.00 4,446.72
2,151.64
319.60

0.00 319.60
2,471.24
2,471.24
91282CFH9
US Treasury
Note

3.125%
Due
08/31/2027
03/30/2023
03/31/2023
1,950,000.00
1,907,677.94

0.00 0.00
1,908,585.49
10,379.46

0.00 15,401.79
5,022.33
907.55

0.00 907.55
5,929.88
5,929.88
91324PEN8
United Health Group Inc
Note

5.15%
Due
10/15/2025
12/28/2022
12/30/2022
775,000.00
783,246.00

0.00 0.00
782,899.53
1,773.89

0.00 5,099.93
3,326.04

0.00 346.47
(
346.47
)
2,979.57
2,979.57
92348KAA1
Verizon Master Trust
2021-1
A

0.5%
Due
05/20/2027
10/21/2022
10/25/2022
220,000.00
211,386.33

0.00 0.00
211,928.07

33.61 91.67

33.61 91.67
541.74

0.00 541.74
633.41
633.41
Total Fixed Income
101,545,000.00
100,692,021.90
709,839.29
109,991.62
101,296,354.60
364,480.03
93,837.76
420,685.99
150,043.72
11,007.07
6,522.04
4,485.03
154,528.75
154,528.75

CASH & EQUIVALENT
31846V203
First American
Govt Obligation Fund Class Y
09/15/2023
09/15/2023
90,219.31
204,683.58
272,170.38
386,634.65
90,219.31

0.00 463.51

0.00 463.51

0.00 0.00

0.00 463.51
463.51
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 17 ends

210
Income Earned
As of November 30, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
62479MY64
MUFG Bank Ltd/NY
Discount CP
Due
11/06/2023
07/28/2023
07/28/2023

0.00 399,691.67

0.00 400,000.00

0.00 0.00

0.00 0.00

0.00 308.33

0.00 308.33
308.33
308.33
Total Cash & Equivalent
90,219.31
604,375.25
272,170.38
786,634.65
90,219.31

0.00 463.51

0.00 463.51
308.33

0.00 308.33
771.84
771.84

TOTAL PORTFOLIO
101,635,219.31
101,296,397.15
982,009.67
896,626.27
101,386,573.91
364,480.03
94,301.27
420,685.99
150,507.23
11,315.40
6,522.04
4,793.36
155,300.59
155,300.59
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 18 ends

211
Cash Flow Report
As of November 30, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
12/06/2023
Interest
24422EWF2
280,000.00
John Deere Capital Corp Note

3.4%
Due
6/6/2025

0.00 4,760.00
4,760.00
12/09/2023
Interest
3130AEB25
2,000,000.00
FHLB Note

3.25%
Due
6/9/2028

0.00 32,500.00
32,500.00
12/13/2023
Interest
69371RR81
895,000.00
Paccar Financial Corp Note

3.15%
Due
6/13/2024

0.00 14,096.25
14,096.25
12/13/2023
Interest
06406RBF3
955,000.00
Bank of NY Mellon Corp Callable Note Cont
6/13/2024

3.43%
Due
6/13/2025

0.00 16,378.25
16,378.25
12/14/2023
Interest
3135GA5Y3
4,375,000.00
FNMA Callable Note Qtrly
12/14/2021

0.375%
Due
6/14/2024

0.00 8,203.13
8,203.13
12/15/2023
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,449.23
1,649.13
9,098.36
12/15/2023
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
12/15/2023
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
12/15/2023
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
12/20/2023
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 12/21/2023
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 2,234.93
2,234.93
12/21/2023
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
12/23/2023
Interest
40434CAD7
3,000,000.00
HSBC USA Inc Note

3.5%
Due
6/23/2024

0.00 52,500.00
52,500.00
12/25/2023
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
12/25/2023
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
12/29/2023
Maturity
3135GABN0
1,950,000.00
FNMA Callable Note Qtrly
12/29/2021

0.28%
Due
12/29/2023
1,950,000.00
2,730.00
1,952,730.00
DEC 2023
1,957,449.23
147,897.90
2,105,347.13
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 19 ends

212
Cash Flow Report
As of November 30, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
01/12/2024
Interest
459058KT9
2,000,000.00
Intl. Bank Recon & Development Note

3.5%
Due
7/12/2028

0.00 35,000.00
35,000.00
01/12/2024
Interest
78016FZW7
1,000,000.00
Royal Bank of Canada Note

4.9%
Due
1/12/2028

0.00 24,500.00
24,500.00
01/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
01/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,480.34
1,618.02
9,098.36
01/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
01/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
01/17/2024
Interest
3133EPQC2
2,000,000.00
FFCB Note

4.625%
Due
7/17/2026

0.00 46,250.00
46,250.00
01/17/2024
Interest
61747YET8
775,000.00
Morgan Stanley Callable Note Cont
7/17/2025

4.679%
Due
7/17/2026

0.00 18,131.13
18,131.13
01/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 01/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
01/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
01/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
01/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
01/28/2024
Call
3130ANA42
4,000,000.00
FHLB Callable Note Qtrly
1/28/2022

0.65%
Due
4/28/2025
4,000,000.00
13,000.00
4,013,000.00
01/29/2024
Interest
3130ANDF4
5,000,000.00
FHLB Callable Note Annual
7/29/2022

0.9%
Due
7/29/2026

0.00 22,500.00
22,500.00
JAN 2024
4,007,480.34
175,404.61
4,182,884.95
02/08/2024
Interest
037833EB2
3,000,000.00
Apple Inc Callable Note Cont
1/8/2026

0.7%
Due
2/8/2026

0.00 10,500.00
10,500.00
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 20 ends

213
Cash Flow Report
As of November 30, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
02/13/2024
Interest
713448FQ6
195,000.00
Pepsico Inc. Callable Note Cont
1/13/26

4.55%
Due
2/13/2026

0.00 4,436.25
4,436.25
02/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
02/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
02/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,511.57
1,586.79
9,098.36
02/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
02/18/2024
Interest
3135GA4W8
5,000,000.00
FNMA Callable Note Qtrly
11/18/2022

0.5%
Due
2/18/2025

0.00 12,500.00
12,500.00
02/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 02/21/2024
Interest
907818GE2
470,000.00
Union Pacific Corp Callable Note Cont
1/21/26

4.75%
Due
2/21/2026

0.00 11,162.50
11,162.50
02/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
02/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
02/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
02/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
02/29/2024
Interest
91282CFH9
1,950,000.00
US Treasury Note

3.125%
Due
8/31/2027

0.00 30,468.75
30,468.75
FEB 2024
7,511.57
85,059.75
92,571.32
03/02/2024
Interest
3133EPCF0
2,000,000.00
FFCB Note

4.5%
Due
3/2/2026

0.00 45,000.00
45,000.00
03/06/2024
Interest
191216CL2
3,000,000.00
Coca Cola Company Callable Note Cont
8/6/2024

1.75%
Due
9/6/2024

0.00 26,250.00
26,250.00
03/08/2024
Interest
24422EXD6
505,000.00
John Deere Capital Corp Note

5.15%
Due
9/8/2026

0.00 13,003.75
13,003.75
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 21 ends

214
Cash Flow Report
As of November 30, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
03/10/2024
Interest
3130ATS57
2,000,000.00
FHLB Note

4.5%
Due
3/10/2028

0.00 45,000.00
45,000.00
03/14/2024
Interest
06368LAQ9
1,000,000.00
Bank of Montreal Callable Note Cont
8/14/2027

4.7%
Due
9/14/2027

0.00 23,500.00
23,500.00
03/15/2024
Interest
3133EPDJ1
2,000,000.00
FFCB Note

4.375%
Due
9/15/2027

0.00 43,750.00
43,750.00
03/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
03/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
03/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,542.93
1,555.43
9,098.36
03/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
03/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 03/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
03/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
03/25/2024
Interest
3134GWVE3
4,575,000.00
FHLMC Callable Note Qtrly
3/25/2021

0.4%
Due
9/25/2024

0.00 9,150.00
9,150.00
03/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
03/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
03/28/2024
Maturity
3130ALLM4
4,890,000.00
FHLB Callable Note Qtrly
6/28/2021

0.35%
Due
3/28/2024
4,890,000.00
8,557.50
4,898,557.50
03/29/2024
Maturity
3134GWXC5
2,700,000.00
FHLMC Callable Note Qtrly
9/29/2021

0.35%
Due
3/29/2024
2,700,000.00
4,725.00
2,704,725.00
03/31/2024
Interest
91282CCZ2
3,000,000.00
US Treasury Note

0.875%
Due
9/30/2026

0.00 13,125.00
13,125.00
MAR 2024
7,597,542.93
248,022.14
7,845,565.07
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 22 ends

215
Cash Flow Report
As of November 30, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
04/15/2024
Interest
91324PEN8
775,000.00
United Health Group Inc Note

5.15%
Due
10/15/2025

0.00 19,956.25
19,956.25
04/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
04/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,574.42
1,523.94
9,098.36
04/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
04/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
04/16/2024
Interest
89236THP3
5,000,000.00
Toyota Motor Credit Corp Note

0.8%
Due
10/16/2025

0.00 20,000.00
20,000.00
04/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 04/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
04/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
04/22/2024
Interest
06051GJR1
1,250,000.00
Bank of America Corp Callable Note Cont
4/22/2024

0.976%
Due
4/22/2025

0.00 6,100.00
6,100.00
04/22/2024
Interest
46647PBK1
1,250,000.00
JP Morgan Chase & Co Callable Note Cont
4/22/2025

2.083%
Due
4/22/2026

0.00 13,018.75
13,018.75
04/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
04/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
04/28/2024
Interest
3134GW3Z7
9,000,000.00
FHLMC Callable Note Qtrly
10/28/2021

0.6%
Due
10/28/2025

0.00 27,000.00
27,000.00
04/29/2024
Interest
3130AMBG6
5,000,000.00
FHLB Callable Note Qtrly
7/29/2021

0.75%
Due
4/29/2025

0.00 18,750.00
18,750.00
04/30/2024
Interest
63743HFF4
495,000.00
National Rural Utilities Note

5.45%
Due
10/30/2025

0.00 13,488.75
13,488.75
APR 2024
7,574.42
134,243.15
141,817.57
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 23 ends

216
Cash Flow Report
As of November 30, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
05/08/2024
Interest
14913Q3B3
1,250,000.00
Caterpillar Finl Service Note

2.15%
Due
11/8/2024

0.00 13,437.50
13,437.50
05/10/2024
Interest
713448FW3
380,000.00
Pepsico Inc. Callable Note Cont
10/10/2026

5.125%
Due
11/10/2026

0.00 9,737.50
9,737.50
05/15/2024
Interest
4581X0EK0
1,720,000.00
Inter-American Dev Bank Note

4.5%
Due
5/15/2026

0.00 38,700.00
38,700.00
05/15/2024
Interest
9128284N7
2,000,000.00
US Treasury Note

2.875%
Due
5/15/2028

0.00 28,750.00
28,750.00
05/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
05/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
05/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
05/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,606.04
1,492.32
9,098.36
05/17/2024
Maturity
3135GA4S7
5,000,000.00
FNMA Callable Note Qtrly
11/17/2022

0.375%
Due
5/17/2024
5,000,000.00
9,375.00
5,009,375.00
05/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,976.08

91.67 22,067.75
05/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
05/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
05/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
05/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
MAY 2024
5,029,582.12
115,897.78
5,145,479.90
06/06/2024
Interest
24422EWF2
280,000.00
John Deere Capital Corp Note

3.4%
Due
6/6/2025

0.00 4,760.00
4,760.00
06/09/2024
Interest
3130AEB25
2,000,000.00
FHLB Note

3.25%
Due
6/9/2028

0.00 32,500.00
32,500.00
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 24 ends

217
Cash Flow Report
As of November 30, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
06/13/2024
Call
06406RBF3
955,000.00
Bank of NY Mellon Corp Callable Note Cont
6/13/2024

3.43%
Due
6/13/2025
955,000.00
16,378.25
971,378.25
06/13/2024
Maturity
69371RR81
895,000.00
Paccar Financial Corp Note

3.15%
Due
6/13/2024
895,000.00
14,096.25
909,096.25
06/14/2024
Maturity
3135GA5Y3
4,375,000.00
FNMA Callable Note Qtrly
12/14/2021

0.375%
Due
6/14/2024
4,375,000.00
8,203.13
4,383,203.13
06/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
06/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
06/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,637.80
1,460.56
9,098.36
06/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
06/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,981.40

82.51 22,063.91
06/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
06/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
06/23/2024
Maturity
40434CAD7
3,000,000.00
HSBC USA Inc Note

3.5%
Due
6/23/2024
3,000,000.00
52,500.00
3,052,500.00
06/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
06/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,828.67
430.00
10,258.67
JUN 2024
9,264,447.87
144,294.49
9,408,742.36
07/12/2024
Interest
78016FZW7
1,000,000.00
Royal Bank of Canada Note

4.9%
Due
1/12/2028

0.00 24,500.00
24,500.00
07/12/2024
Interest
459058KT9
2,000,000.00
Intl. Bank Recon & Development Note

3.5%
Due
7/12/2028

0.00 35,000.00
35,000.00
07/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 25 ends

218
Cash Flow Report
As of November 30, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
07/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
07/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
07/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,669.68
1,428.68
9,098.36
07/17/2024
Interest
3133EPQC2
2,000,000.00
FFCB Note

4.625%
Due
7/17/2026

0.00 46,250.00
46,250.00
07/17/2024
Interest
61747YET8
775,000.00
Morgan Stanley Callable Note Cont
7/17/2025

4.679%
Due
7/17/2026

0.00 18,131.13
18,131.13
07/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,986.71

73.35 22,060.06
07/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
07/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
07/22/2024
Interest
06051GJR1
1,250,000.00
Bank of America Corp Callable Note Cont
4/22/2024

0.976%
Due
4/22/2025

0.00 18,958.33
18,958.33
07/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,866.35
387.74
10,254.09
07/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
07/29/2024
Interest
3130ANDF4
5,000,000.00
FHLB Callable Note Annual
7/29/2022

0.9%
Due
7/29/2026

0.00 22,500.00
22,500.00
JUL 2024
39,522.74
181,113.02
220,635.76
08/08/2024
Interest
037833EB2
3,000,000.00
Apple Inc Callable Note Cont
1/8/2026

0.7%
Due
2/8/2026

0.00 10,500.00
10,500.00
08/13/2024
Interest
713448FQ6
195,000.00
Pepsico Inc. Callable Note Cont
1/13/26

4.55%
Due
2/13/2026

0.00 4,436.25
4,436.25
08/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
08/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 26 ends

219
Cash Flow Report
As of November 30, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
08/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
08/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,701.71
1,396.65
9,098.36
08/18/2024
Interest
3135GA4W8
5,000,000.00
FNMA Callable Note Qtrly
11/18/2022

0.5%
Due
2/18/2025

0.00 12,500.00
12,500.00
08/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,992.02

64.19 22,056.21
08/21/2024
Interest
907818GE2
470,000.00
Union Pacific Corp Callable Note Cont
1/21/26

4.75%
Due
2/21/2026

0.00 11,162.50
11,162.50
08/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
08/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
08/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
08/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,904.19
345.31
10,249.50
08/31/2024
Interest
91282CFH9
1,950,000.00
US Treasury Note

3.125%
Due
8/31/2027

0.00 30,468.75
30,468.75
AUG 2024
39,597.92
84,757.44
124,355.36
09/02/2024
Interest
3133EPCF0
2,000,000.00
FFCB Note

4.5%
Due
3/2/2026

0.00 45,000.00
45,000.00
09/06/2024
Maturity
191216CL2
3,000,000.00
Coca Cola Company Callable Note Cont
8/6/2024

1.75%
Due
9/6/2024
3,000,000.00
26,250.00
3,026,250.00
09/08/2024
Interest
24422EXD6
505,000.00
John Deere Capital Corp Note

5.15%
Due
9/8/2026

0.00 13,003.75
13,003.75
09/10/2024
Interest
3130ATS57
2,000,000.00
FHLB Note

4.5%
Due
3/10/2028

0.00 45,000.00
45,000.00
09/14/2024
Interest
06368LAQ9
1,000,000.00
Bank of Montreal Callable Note Cont
8/14/2027

4.7%
Due
9/14/2027

0.00 23,500.00
23,500.00
09/15/2024
Interest
3133EPDJ1
2,000,000.00
FFCB Note

4.375%
Due
9/15/2027

0.00 43,750.00
43,750.00
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 27 ends

220
Cash Flow Report
As of November 30, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
09/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
09/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,733.86
1,364.50
9,098.36
09/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
09/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
09/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,997.33

55.03 22,052.36
09/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
09/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
09/25/2024
Maturity
3134GWVE3
4,575,000.00
FHLMC Callable Note Qtrly
3/25/2021

0.4%
Due
9/25/2024
4,575,000.00
9,150.00
4,584,150.00
09/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,942.16
302.72
10,244.88
09/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
09/30/2024
Interest
91282CCZ2
3,000,000.00
US Treasury Note

0.875%
Due
9/30/2026

0.00 13,125.00
13,125.00
SEP 2024
7,614,673.35
234,384.79
7,849,058.14
10/15/2024
Interest
91324PEN8
775,000.00
United Health Group Inc Note

5.15%
Due
10/15/2025

0.00 19,956.25
19,956.25
10/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
10/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,766.15
1,332.21
9,098.36
10/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
10/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 28 ends

221
Cash Flow Report
As of November 30, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
10/16/2024
Interest
89236THP3
5,000,000.00
Toyota Motor Credit Corp Note

0.8%
Due
10/16/2025

0.00 20,000.00
20,000.00
10/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
22,002.65

45.86 22,048.51
10/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
10/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027
10,676.10
882.00
11,558.10
10/22/2024
Interest
06051GJR1
1,250,000.00
Bank of America Corp Callable Note Cont
4/22/2024

0.976%
Due
4/22/2025

0.00 19,166.67
19,166.67
10/22/2024
Interest
46647PBK1
1,250,000.00
JP Morgan Chase & Co Callable Note Cont
4/22/2025

2.083%
Due
4/22/2026

0.00 13,018.75
13,018.75
10/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,980.28
259.97
10,240.25
10/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
10/28/2024
Interest
3134GW3Z7
9,000,000.00
FHLMC Callable Note Qtrly
10/28/2021

0.6%
Due
10/28/2025

0.00 27,000.00
27,000.00
10/29/2024
Interest
3130AMBG6
5,000,000.00
FHLB Callable Note Qtrly
7/29/2021

0.75%
Due
4/29/2025

0.00 18,750.00
18,750.00
10/31/2024
Interest
63743HFF4
495,000.00
National Rural Utilities Note

5.45%
Due
10/30/2025

0.00 13,488.75
13,488.75
OCT 2024
50,425.18
146,902.25
197,327.43
11/08/2024
Maturity
14913Q3B3
1,250,000.00
Caterpillar Finl Service Note

2.15%
Due
11/8/2024
1,250,000.00
13,437.50
1,263,437.50
11/10/2024
Interest
713448FW3
380,000.00
Pepsico Inc. Callable Note Cont
10/10/2026

5.125%
Due
11/10/2026

0.00 9,737.50
9,737.50
11/15/2024
Interest
9128284N7
2,000,000.00
US Treasury Note

2.875%
Due
5/15/2028

0.00 28,750.00
28,750.00
11/15/2024
Interest
4581X0EK0
1,720,000.00
Inter-American Dev Bank Note

4.5%
Due
5/15/2026

0.00 38,700.00
38,700.00
11/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 29 ends

222
Cash Flow Report
As of November 30, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
11/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
11/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
11/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,798.57
1,299.79
9,098.36
11/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
22,007.97

36.69 22,044.66
11/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
11/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027
10,717.03
837.16
11,554.19
11/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
10,018.54
217.06
10,235.60
11/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
NOV 2024
1,300,542.11
106,017.49
1,406,559.60
TOTAL
36,916,349.78
1,803,994.81
38,720,344.59
Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

Page 30 ends

223
Important Disclosures
City of Orange
Account #10888
Chandler Asset Management, Inc.
;͞
Chandler
͟Ϳ
is an SEC registered investment adviser. For additional information about our firm, please see our current disclosures (Form ADV). To obtain a copy of our current disclosures, you may contact your client service representative by calling the number on the front of this statement or you may visit our website at www.chandlerasset.com.

Information contained in this monthly statement is confidential and is provided for informational purposes only and should not be construed as specific investment or legal advice. The information contained herein was obtained from sources believed to be reliable as of the date of this statement, but may become outdated or superseded at any time without notice.

Custody:

Your qualified custodian bank maintains control of all assets reflected in this statement and we urge you to compare this statement to the one you receive from your qualified custodian. Chandler does not have any authority to withdraw or deposit funds from/to the custodian account.

Valuation:

Prices are provided by IDC, an independent pricing source. In the event IDC does not provide a price or if the price provided is not reflective of fair market value, Chandler will obtain pricing from an alternative approved third party pricing source in accordance with our written valuation policy and procedures. Our valuation procedures are also disclosed in Item 5 of our Form ADV Part 2A.

Performance:

Performance results are presented gross-of-advisory fees and represent the client ͛
s Total Return. The deduction of advisory fees lowers performance results. These results include the reinvestment of dividends and other earnings. Past performance may not be indicative of future results. Therefore, clients should not assume that future performance of any specific investment or investment strategy will be profitable or equal to past performance levels. All investment strategies have the potential for profit or loss. Economic factors, market conditions or changes in investment strategies, contributions or withdrawals may materially alter the performance and results of your portfolio.

Source ice Data Indices, LLC ("ICE"), used with permission. ICE PERMITS USE OF THE ICE INDICES AND RELATED DATA ON AN "AS IS" BASIS; ICE, ITS AFFILIATES AND THEIR RESPECTIVE

THIRD PARTY SUPPLIERS DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS, EXPRESS AND/OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE, INCLUDING THE INDICES, INDEX DATA AND ANY DATA INCLUDED IN, RELATED TO, OR DERIVED THEREFROM. NEITHER ICE DATA, ITS AFFILIATES OR

THEIR RESPECTIVE THIRD PARTY PROVIDERS GUARANTEE THE QUALITY, ADEQUACY, ACCURACY, TIMELINESS OR COMPLETENESS OF THE INDICES OR THE INDEX DATA OR ANY COMPONENT THEREOF, AND THE INDICES AND INDEX DATA AND ALL COMPONENTS THEREOF ARE PROVIDED ON AN "AS IS" BASIS AND LICENSEE'S USE IS AT LICENSEE'S OWN RISK. ICE DATA, ITS AFFILIATES AND THEIR RESPECTIVE THIRD PARTY DO NOT SPONSOR, ENDORSE, OR RECOMMEND CHANDLER, OR ANY OF ITS PRODUCTS OR SERVICES.

Index returns assume reinvestment of all distributions. Historical performance results for investment indexes generally do not reflect the deduction of transaction and/or custodial charges or the deduction of an investment management fee, the incurrence of which would have the effect of decreasing historical performance results. It is not possible to invest directly in an index.

Ratings:

Ratings information have been provided by Moody
͛
s, S&P and Fitch through data feeds we believe to be reliable as of the date of this statement, however we cannot guarantee its accuracy.

Security level ratings for U.S. Agency issued mortgage-backed securities ;͞
MBS
͟Ϳ
reflect the issuer rating because the securities themselves are not rated. The issuing U.S. Agency guarantees the full and timely payment of both principal and interest and carries a AA+/Aaa/AAA by S&P, Moody ͛
s and Fitch respectively.

Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

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224
Benchmark Index & Disclosures
City of Orange
Account #10888
Benchmark Index
Disclosure
ICE BofA 1-5 Yr US Treasury & Agency
Index
The ICE BofA 1-5 Year US Treasury & Agency Index tracks the performance of US dollar denominated US Treasury and nonsubordinated US agency debt issued in the US domestic market. Qualifying securities must have an investment grade rating (based on an average of Moody ͛
s,
S&P and Fitch). Qualifying securities must have at least one year remaining term to final maturity and less than five years remaining term to final maturity, at least 18 months to maturity at time of issuance, a fixed coupon schedule, and a minimum amount outstanding of $1 billion for sovereigns and $250 million for agencies.

Execution Time: 12/2/2023 9:39:16 PM
Chandler Asset Management - CONFIDENTIAL

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225

MONTHLY ACCOUNT STATEMENT
City of Orange - Account #10888
DECEMBER 1, 2023 THROUGH DECEMBER 31, 2023
Information contained herein is confidential. We urge you to compare this statement to the one you receive from your qualified custodian. Please see Important Disclosures.

CHANDLER

ASSET MANAGEMENT
chandlerasset.com
Chandler Team:

For questions about your account, please call (800) 317-4747, or contact
[email protected]
Custodian
US Bank
Alexander Bazan
(503) 402-5305
226

ACCOUNT SUMMARY
Beg. Values
as of
11/30/23
End Values
as of
12/31/23
Market Value
97,494,535
98,619,628
Accrued Interest
420,686
432,134
Total Market Value
97,915,221
99,051,762
Income Earned
155,301
157,989
Cont/WD
-6,779
Par
101,635,219
101,835,159
Book Value
101,386,574
101,526,336
Cost Value
101,444,532
101,579,550

TOP ISSUERS
Federal Home Loan Bank

22.3%
Federal Home Loan Mortgage Corp

15.6%
Federal National Mortgage Assoc

14.1%
Government of United States

8.6%
Federal Farm Credit Bank

6.2%
Toyota Motor Corp

4.7%
HSBC Holdings PLC

3.0%
Coca Cola Co.

3.0%
Total

77.6%

PORTFOLIO CHARACTERISTICS
Average Modified Duration

1.71 Average Coupon

1.85%
Average Purchase YTM

1.96%
Average Market YTM

4.66%
Average S&P/Moody Rating
AA/Aa1
Average Final Maturity

1.94 yrs
Average Life

1.82 yrs

CREDIT QUALITY (S&P)

MATURITY DISTRIBUTION

SECTOR ALLOCATION
Portfolio Summary
As of December 31, 2023
City of Orange
Account #10888

PERFORMANCE REVIEW
Annualized

TOTAL RATE OF RETURN
1M
3M
YTD
1YR
2YRS
3YRS
5YRS
10YRS
12/31/2021
City of Orange

1.16%

2.64%

4.92%

4.92%
-0.71%
N/A
N/A
N/A
-0.71%
ICE BofA 1-5 Yr US Treasury & Agency Index

1.48%

3.09%

4.32%

4.32%
-0.58%
N/A
N/A
N/A
-0.58%
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 1 ends

227

BOOK VALUE RECONCILIATION

BEGINNING BOOK VALUE
$101,386,573.91
Acquisition
+ Security Purchases
$1,935,078.13
+ Money Market Fund Purchases
$2,099,351.85
+ Money Market Contributions
$0.00
+ Security Contributions
$0.00
+ Security Transfers
$0.00
Total Acquisitions
$4,034,429.98
Dispositions
- Security Sales
$0.00
- Money Market Fund Sales
$1,942,633.08
- MMF Withdrawals
$6,778.83
- Security Withdrawals
$0.00
- Security Transfers
$0.00
- Other Dispositions
$0.00
- Maturities
$1,950,000.00
- Calls
$0.00
- Principal Paydowns
$0.00
Total Dispositions
$3,899,411.91
Amortization/Accretion
+/- Net Accretion
$4,744.45
$4,744.45
Gain/Loss on Dispositions
+/- Realized Gain/Loss
$0.00
$0.00

ENDING BOOK VALUE
$101,526,336.43

CASH TRANSACTION SUMMARY

BEGINNING BALANCE
$90,219.31
Acquisition
Contributions
$0.00
Security Sale Proceeds
$0.00
Accrued Interest Received
$0.00
Interest Received
$148,772.90
Dividend Received
$578.95
Principal on Maturities
$1,950,000.00
Interest on Maturities
$0.00
Calls/Redemption (Principal)
$0.00
Interest from Calls/Redemption
$0.00
Principal Paydown
$0.00
Total Acquisitions
$2,099,351.85
Dispositions
Withdrawals
$6,778.83
Security Purchase
$1,935,078.13
Accrued Interest Paid
$7,554.95
Total Dispositions
$1,949,411.91

ENDING BOOK VALUE
$240,159.25
Reconciliation Summary
As of December 31, 2023
City of Orange
Account #10888
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 2 ends

228
Holdings Report
As of December 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Par Value/Units
Purchase Date
Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
ABS
05593AAC3
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
100,000.00
02/07/2023

5.22%
99,997.62
99,998.61

99.87 5.37%
99,873.70

86.00 0.10%
(
124.91
)
Aaa / AAA
NR

1.90 0.80
43815JAC7
Honda Auto Receivables Owner
2023-1

A
3 5.04%
Due
4/21/2027
210,000.00
02/16/2023

5.10%
209,960.98
209,971.51
100.13

5.01%
210,262.50
294.00

0.21%
290.99
Aaa / NR
AAA

3.31 1.53
92348KAA1
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
220,000.00
10/21/2022

4.28%
204,668.75
212,487.87

98.02 2.82%
215,642.68

33.61 0.22%
3,154.81
Aaa / AAA
AAA

3.39 0.86
47800CAC0
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
395,000.00
02/22/2023

5.07%
394,928.03
394,940.80
100.19

4.95%
395,747.78
879.53

0.40%
806.98
Aaa / NR
AAA

3.88 1.66
05592XAD2
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028
190,000.00
07/11/2023

5.54%
189,966.33
189,970.92
101.04

4.95%
191,975.24
173.22

0.19%
2,004.32

NR / AAA
AAA

4.16 1.78
02582JJZ4
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028
350,000.00
06/07/2023

4.92%
349,968.96
349,974.81
100.73

4.59%
352,564.45
757.56

0.36%
2,589.64

NR / AAA
AAA

4.38 2.19
438123AC5
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028
330,000.00
11/01/2023

5.74%
329,941.89
329,944.27
102.09

3.84%
336,895.35
519.75

0.34%
6,951.08
Aaa / NR
AAA

4.48 1.09
161571HT4
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028
1,060,000.00
09/07/2023

5.23%
1,059,706.17
1,059,735.12
101.55

4.59%
1,076,393.96
2,430.93

1.09%
16,658.84

NR / AAA
AAA

4.71 2.46
02582JKD1
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028
1,055,000.00
09/12/2023

5.29%
1,054,952.84
1,054,957.33
101.62

4.64%
1,072,048.80
2,452.29

1.08%
17,091.47

NR / AAA
AAA

4.71 2.46
Total ABS
3,910,000.00

5.20%
3,894,091.57
3,901,981.24

4.54%
3,951,404.46
7,626.89

4.00%
49,423.22
Aaa / AAA
AAA

4.33 2.03
AGENCY
3130ALLM4
FHLB Callable Note Qtrly
6/28/2021

0.35%
Due
3/28/2024
4,890,000.00
03/29/2021

0.37%
4,887,066.00
4,889,766.89

98.84 5.22%
4,833,090.18
4,421.38

4.88%
(
56,676.71
)
Aaa / AA+
NR

0.24 0.24
3134GWXC5
FHLMC Callable Note Qtrly
9/29/2021

0.35%
Due
3/29/2024
2,700,000.00
12/10/2020

0.35%
2,700,000.00
2,700,000.00

98.82 5.25%
2,668,064.40
2,415.00

2.70%
(
31,935.60
)
Aaa / NR
AA+

0.24 0.24
3135GA4S7
FNMA Callable Note Qtrly
11/17/2022

0.375%
Due
5/17/2024
5,000,000.00
11/20/2020

0.38%
5,000,000.00
5,000,000.00

98.10 5.49%
4,905,215.00
2,291.67

4.95%
(
94,785.00
)
Aaa / AA+
AA+

0.38 0.37
3135GA5Y3
FNMA Callable Note Qtrly
12/14/2021

0.375%
Due
6/14/2024
4,375,000.00
12/14/2020

0.38%
4,375,000.00
4,375,000.00

97.85 5.23%
4,281,095.00
774.74

4.32%
(
93,905.00
)
Aaa / AA+
AA+

0.45 0.44
3134GWVE3
FHLMC Callable Note Qtrly
3/25/2021

0.4%
Due
9/25/2024
4,575,000.00
11/19/2020

0.41%
4,573,627.50
4,574,738.39

96.72 5.01%
4,424,798.18
4,880.00

4.47%
(
149,940.21
)
Aaa / NR
AA+

0.74 0.71
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 3 ends

229
Holdings Report
As of December 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Par Value/Units
Purchase Date
Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
AGENCY
3135GA4W8
FNMA Callable Note Qtrly
11/18/2022

0.5%
Due
2/18/2025
5,000,000.00
11/20/2020

0.50%
5,000,000.00
5,000,000.00

95.81 4.33%
4,790,680.00
9,236.11

4.85%
(
209,320.00
)
Aaa / AA+
AA+

1.14 1.10
3130ANA42
FHLB Callable Note Qtrly
1/28/2022

0.65%
Due
4/28/2025
4,000,000.00
07/28/2021

0.65%
4,000,000.00
4,000,000.00

95.27 4.36%
3,810,724.00
11,050.00

3.86%
(
189,276.00
)
Aaa / AA+
NR

1.33 1.29
3130AMBG6
FHLB Callable Note Qtrly
7/29/2021

0.75%
Due
4/29/2025
5,000,000.00
05/04/2021

0.75%
5,000,000.00
5,000,000.00

95.38 4.36%
4,769,220.00
6,458.33

4.82%
(
230,780.00
)
Aaa / AA+
NR

1.33 1.29
3134GW3Z7
FHLMC Callable Note Qtrly
10/28/2021

0.6%
Due
10/28/2025
9,000,000.00
10/28/2020

0.60%
9,000,000.00
9,000,000.00

93.17 4.54%
8,385,669.00
9,450.00

8.48%
(
614,331.00
)
Aaa / NR
AA+

1.83 1.78
3133EPCF0
FFCB Note

4.5%
Due
3/2/2026
2,000,000.00
03/27/2023

4.01%
2,026,680.00
2,019,723.25
100.37

4.32%
2,007,414.00
29,750.00

2.06%
(
12,309.25
)
Aaa / AA+
AA+

2.17 2.02
3133EPQC2
FFCB Note

4.625%
Due
7/17/2026
2,000,000.00
07/28/2023

4.66%
1,998,260.00
1,998,507.65
101.05

4.18%
2,021,016.00
42,138.89

2.08%
22,508.35
Aaa / AA+
AA+

2.55 2.33
3130ANDF4
FHLB Callable Note Annual
7/29/2022

0.9%
Due
7/29/2026
5,000,000.00
07/29/2021

0.90%
5,010,000.00
5,000,000.00

91.67 4.35%
4,583,600.00
19,000.00

4.65%
(
416,400.00
)
Aaa / AA+
NR

2.58 2.49
3133EPDJ1
FFCB Note

4.375%
Due
9/15/2027
2,000,000.00
03/27/2023

3.81%
2,045,720.00
2,037,903.90
101.14

4.04%
2,022,812.00
25,763.89

2.07%
(
15,091.90
)
Aaa / AA+
AA+

3.71 3.35
3130ATS57
FHLB Note

4.5%
Due
3/10/2028
2,000,000.00
03/27/2023

3.82%
2,060,420.00
2,051,101.49
102.36

3.88%
2,047,294.00
27,750.00

2.09%
(
3,807.49
)
Aaa / AA+
NR

4.19 3.75
3130AEB25
FHLB Note

3.25%
Due
6/9/2028
2,000,000.00
07/24/2023

4.15%
1,921,180.00
1,928,260.97

97.23 3.94%
1,944,540.00
3,972.22

1.97%
16,279.03
Aaa / AA+
NR

4.44 4.08
Total Agency
59,540,000.00

1.14%
59,597,953.50
59,575,002.54

4.66%
57,495,231.76
199,352.23

58.25%
(
2,079,770.78
)
Aaa / AA+
AA+

1.52 1.44

CORPORATE
69371RR81
Paccar Financial Corp Note

3.15%
Due
6/13/2024
895,000.00
06/06/2022

3.16%
894,794.15
894,953.82

98.92 5.61%
885,297.31
1,409.63

0.90%
(
9,656.51
)
A
1 / A+
NR

0.45 0.44
40434CAD7
HSBC USA Inc Note

3.5%
Due
6/23/2024
3,000,000.00
12/10/2019

2.14%
3,174,900.00
3,018,366.08

99.07 5.49%
2,972,187.00
2,333.33

3.00%
(
46,179.08
)
A
2 / A-
A+

0.48 0.47
191216CL2
Coca Cola Company Callable Note Cont
8/6/2024

1.75%
Due
9/6/2024
3,000,000.00
09/20/2019

2.00%
2,964,750.00
2,995,158.71

97.75 5.16%
2,932,434.00
16,770.83

2.98%
(
62,724.71
)
A
1 / A+
NR

0.68 0.66
14913Q3B3
Caterpillar Finl Service Note

2.15%
Due
11/8/2024
1,250,000.00
05/31/2022

2.87%
1,229,100.00
1,242,673.26

97.51 5.17%
1,218,865.00
3,956.60

1.23%
(
23,808.26
)
A
2 / A
A+

0.86 0.83
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 4 ends

230
Holdings Report
As of December 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Par Value/Units
Purchase Date
Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration

CORPORATE
06051GJR1
Bank of America Corp Callable Note
Cont
4/22/2024

0.976%
Due
4/22/2025
1,250,000.00
05/31/2022

4.43%
1,192,012.50
1,223,781.95

98.40 6.15%
1,229,961.25
2,338.33

1.24%
6,179.30
A
1 / A-
AA-

1.31 1.17
24422EWF2
John Deere Capital Corp Note

3.4%
Due
6/6/2025
280,000.00
06/01/2022

3.41%
279,935.60
279,969.33

98.30 4.64%
275,249.24
661.11

0.28%
(
4,720.09
)
A
2 / A
A+

1.43 1.37
06406RBF3
Bank of NY Mellon Corp Callable Note
Cont
6/13/2024

3.43%
Due
6/13/2025
955,000.00
06/08/2022

3.43%
955,000.00
955,000.00

98.97 5.75%
945,134.85
1,637.83

0.96%
(
9,865.15
)
A
1 / A
AA-

1.45 0.44
91324PEN8
United Health Group Inc Note

5.15%
Due
10/15/2025
775,000.00
12/28/2022

4.56%
786,780.00
782,541.51
101.09

4.50%
783,451.38
8,425.97

0.80%
909.87
A
2 / A+
A

1.79 1.68
89236THP3
Toyota Motor Credit Corp Note

0.8%
Due
10/16/2025
5,000,000.00
11/19/2020

0.70%
5,025,000.00
5,009,123.88

93.46 4.64%
4,673,235.00
8,333.33

4.73%
(
335,888.88
)
A
1 / A+
A+

1.79 1.74
63743HFF4
National Rural Utilities Note

5.45%
Due
10/30/2025
495,000.00
10/20/2022

5.50%
494,336.70
494,595.36
101.00

4.87%
499,955.45
4,571.19

0.51%
5,360.09
A
2 / A-
A

1.83 1.71
037833EB2
Apple Inc Callable Note Cont
1/8/2026

0.7%
Due
2/8/2026
3,000,000.00
02/08/2021

0.70%
2,999,730.00
2,999,886.29

92.62 4.41%
2,778,507.00
8,341.67

2.81%
(
221,379.29
)
Aaa / AA+
NR

2.11 2.04
713448FQ6
Pepsico Inc. Callable Note Cont
1/13/26

4.55%
Due
2/13/2026
195,000.00
02/13/2023

4.57%
194,886.90
194,919.98
100.40

4.34%
195,779.42
3,401.13

0.20%
859.44
A
1 / A+
NR

2.12 1.89
907818GE2
Union Pacific Corp Callable Note Cont
1/21/26

4.75%
Due
2/21/2026
470,000.00
02/13/2023

4.77%
469,689.80
469,778.67
100.62

4.42%
472,912.12
8,061.81

0.49%
3,133.45
A
3 / A-
A-

2.15 1.91
46647PBK1
JP Morgan Chase & Co Callable Note
Cont
4/22/2025

2.083%
Due
4/22/2026
1,250,000.00
05/31/2022

4.70%
1,190,825.00
1,214,911.73

95.78 5.45%
1,197,311.25
4,990.52

1.21%
(
17,600.48
)
A
1 / A-
AA-

2.31 1.26
61747YET8
Morgan Stanley Callable Note Cont
7/17/2025

4.679%
Due
7/17/2026
775,000.00
12/28/2022

5.77%
764,390.25
767,397.03

99.04 5.32%
767,562.33
16,519.47

0.79%
165.30
A
1 / A-
A+

2.55 1.44
24422EXD6
John Deere Capital Corp Note

5.15%
Due
9/8/2026
505,000.00
09/05/2023

5.18%
504,641.45
504,679.07
101.80

4.43%
514,095.56
8,163.47

0.53%
9,416.49
A
2 / A
A+

2.69 2.45
713448FW3
Pepsico Inc. Callable Note Cont
10/10/2026

5.125%
Due
11/10/2026
380,000.00
11/08/2023

5.13%
379,897.40
379,902.27
102.11

4.30%
388,032.06
2,758.96

0.39%
8,129.79
A
1 / A+
NR

2.86 2.55
06368LAQ9
Bank of Montreal Callable Note Cont
8/14/2027

4.7%
Due
9/14/2027
1,000,000.00
03/30/2023

4.91%
991,550.00
992,982.56
100.27

4.61%
1,002,682.00
13,969.44

1.03%
9,699.44
A
2 / A-
AA-

3.71 3.25
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 5 ends

231
Holdings Report
As of December 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Par Value/Units
Purchase Date
Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration

CORPORATE
78016FZW7
Royal Bank of Canada Note

4.9%
Due
1/12/2028
1,000,000.00
03/30/2023

4.95%
997,990.00
998,307.37
101.08

4.60%
1,010,766.00
23,002.78

1.04%
12,458.63
A
1 / A
AA-

4.04 3.54
Total Corporate
25,475,000.00

2.68%
25,490,209.75
25,418,928.87

5.00%
24,743,418.22
139,647.40

25.12%
(
675,510.65
)
A
1 / A+
A+

1.67 1.45

MONEY MARKET FUND
31846V203
First American Govt Obligation Fund
Class Y
240,159.25
Various

4.98%
240,159.25
240,159.25

1.00 4.98%
240,159.25

0.00 0.24%

0.00 Aaa / AAA
AAA

0.00 0.00
Total Money Market Fund
240,159.25

4.98%
240,159.25
240,159.25

4.98%
240,159.25

0.00 0.24%

0.00 Aaa / AAA
AAA

0.00 0.00

SUPRANATIONAL
4581X0EK0
Inter-American Dev Bank Note

4.5%
Due
5/15/2026
1,720,000.00
06/27/2023

4.53%
1,718,675.60
1,718,902.68
100.62

4.22%
1,730,719.04
9,890.00

1.76%
11,816.36
Aaa / AAA
AAA

2.37 2.22
459058KT9
Intl. Bank Recon & Development Note

3.5%
Due
7/12/2028
2,000,000.00
07/24/2023

4.19%
1,938,380.00
1,943,784.07

97.91 4.01%
1,958,264.00
32,861.11

2.01%
14,479.93
Aaa / AAA
NR

4.53 4.07
Total Supranational
3,720,000.00

4.35%
3,657,055.60
3,662,686.75

4.11%
3,688,983.04
42,751.11

3.77%
26,296.29
Aaa / AAA
AAA

3.53 3.21

US TREASURY
91282CCZ2
US Treasury Note

0.875%
Due
9/30/2026
3,000,000.00
09/30/2021

1.01%
2,980,546.88
2,989,314.63

91.85 4.04%
2,755,431.00
6,670.08

2.79%
(
233,883.63
)
Aaa / AA+
AA+

2.75 2.66
91282CFH9
US Treasury Note

3.125%
Due
8/31/2027
1,950,000.00
03/30/2023

3.74%
1,901,173.83
1,909,523.29

97.19 3.96%
1,895,156.25
20,591.52

1.93%
(
14,367.04
)
Aaa / AA+
AA+

3.67 3.39
9128284N7
US Treasury Note

2.875%
Due
5/15/2028
2,000,000.00
07/31/2023

4.23%
1,883,281.25
1,893,552.50

95.89 3.91%
1,917,812.00
7,424.45

1.94%
24,259.50
Aaa / AA+
AA+

4.38 4.04
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 6 ends

232
Holdings Report
As of December 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Par Value/Units
Purchase Date
Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody/S&P
Fitch
Maturity
Duration

US TREASURY
9128285M8
US Treasury Note

3.125%
Due
11/15/2028
2,000,000.00
12/28/2023

3.86%
1,935,078.13
1,935,187.36

96.60 3.90%
1,932,032.00
8,070.05

1.96%
(
3,155.36
)
Aaa / AA+
AA+

4.88 4.45
Total US Treasury
8,950,000.00

2.94%
8,700,080.09
8,727,577.78

3.96%
8,500,431.25
42,756.10

8.62%
(
227,146.53
)
Aaa / AA+
AA+

3.81 3.54

TOTAL PORTFOLIO
101,835,159.25

1.96%
101,579,549.76
101,526,336.43

4.66%
98,619,627.98
432,133.73
100.00%
(
2,906,708.45
)
Aa
1 / AA
AA

1.94 1.71

TOTAL MARKET VALUE PLUS ACCRUED
99,051,761.71
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 7 ends

233
Transaction Ledger
As of December 31, 2023
City of Orange
Account #10888
Transaction
Type
Settlement
Date
CUSIP
Quantity
Security Description
Price
Acq/Disp
Yield
Amount
Interest
Pur/Sold
Total Amount
Gain/Loss

ACQUISITIONS
Purchase
12/01/2023
31846V203
578.95
First American Govt Obligation Fund
Class Y

1.000

4.98%
578.95

0.00 578.95

0.00 Purchase
12/06/2023
31846V203
4,760.00
First American Govt Obligation Fund
Class Y

1.000

4.98%
4,760.00

0.00 4,760.00

0.00 Purchase
12/09/2023
31846V203
32,500.00
First American Govt Obligation Fund
Class Y

1.000

4.98%
32,500.00

0.00 32,500.00

0.00 Purchase
12/13/2023
31846V203
30,474.50
First American Govt Obligation Fund
Class Y

1.000

4.98%
30,474.50

0.00 30,474.50

0.00 Purchase
12/14/2023
31846V203
8,203.13
First American Govt Obligation Fund
Class Y

1.000

4.98%
8,203.13

0.00 8,203.13

0.00 Purchase
12/15/2023
31846V203
4,558.00
First American Govt Obligation Fund
Class Y

1.000

4.98%
4,558.00

0.00 4,558.00

0.00 Purchase
12/15/2023
31846V203
4,598.04
First American Govt Obligation Fund
Class Y

1.000

4.98%
4,598.04

0.00 4,598.04

0.00 Purchase
12/15/2023
31846V203
1,420.42
First American Govt Obligation Fund
Class Y

1.000

4.98%
1,420.42

0.00 1,420.42

0.00 Purchase
12/15/2023
31846V203
1,649.13
First American Govt Obligation Fund
Class Y

1.000

4.98%
1,649.13

0.00 1,649.13

0.00 Purchase
12/20/2023
31846V203

91.67 First American Govt Obligation Fund
Class Y

1.000

4.98%

91.67 0.00

91.67 0.00
Purchase
12/21/2023
31846V203
882.00
First American Govt Obligation Fund
Class Y

1.000

4.98%
882.00

0.00 882.00

0.00 Purchase
12/21/2023
31846V203
2,234.93
First American Govt Obligation Fund
Class Y

1.000

4.98%
2,234.93

0.00 2,234.93

0.00 Purchase
12/23/2023
31846V203
53,375.00
First American Govt Obligation Fund
Class Y

1.000

4.98%
53,375.00

0.00 53,375.00

0.00 Purchase
12/26/2023
31846V203
430.00
First American Govt Obligation Fund
Class Y

1.000

4.98%
430.00

0.00 430.00

0.00 Purchase
12/26/2023
31846V203
866.08
First American Govt Obligation Fund
Class Y

1.000

4.98%
866.08

0.00 866.08

0.00 Purchase
12/29/2023
31846V203
2,730.00
First American Govt Obligation Fund
Class Y

1.000

4.98%
2,730.00

0.00 2,730.00

0.00 Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 8 ends

234
Transaction Ledger
As of December 31, 2023
City of Orange
Account #10888
Transaction
Type
Settlement
Date
CUSIP
Quantity
Security Description
Price
Acq/Disp
Yield
Amount
Interest
Pur/Sold
Total Amount
Gain/Loss

ACQUISITIONS
Purchase
12/29/2023
31846V203
1,950,000.00
First American Govt Obligation Fund
Class Y

1.000

4.98%
1,950,000.00

0.00 1,950,000.00

0.00 Purchase
12/29/2023
9128285M8
2,000,000.00
US Treasury Note

3.125%
Due
11/15/2028

96.754

3.86%
1,935,078.13
7,554.95
1,942,633.08

0.00 Subtotal
4,099,351.85
4,034,429.98
7,554.95
4,041,984.93

0.00 Short Sale
12/29/2023
31846V203
-1,942,633.08
First American Govt Obligation Fund
Class Y

1.000
-1,942,633.08

0.00 -1,942,633.08

0.00 Subtotal
-1,942,633.08
-1,942,633.08

0.00 -1,942,633.08

0.00 TOTAL ACQUISITIONS
2,156,718.77
2,091,796.90
7,554.95
2,099,351.85

0.00 DISPOSITIONS
Closing
Purchase
12/29/2023
31846V203
-1,942,633.08
First American Govt Obligation Fund
Class Y

1.000
-1,942,633.08

0.00 -1,942,633.08

0.00 Subtotal
-1,942,633.08
-1,942,633.08

0.00 -1,942,633.08

0.00 Sale
12/29/2023
31846V203
1,942,633.08
First American Govt Obligation Fund
Class Y

1.000

4.98%
1,942,633.08

0.00 1,942,633.08

0.00 Subtotal
1,942,633.08
1,942,633.08

0.00 1,942,633.08

0.00 Paydown
12/15/2023
02582JJZ4

0.00 American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028
100.000

0.00 1,420.42
1,420.42

0.00 Paydown
12/15/2023
02582JKD1

0.00 American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028
100.000

0.00 4,598.04
4,598.04

0.00 Paydown
12/15/2023
161571HT4

0.00 Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028
100.000

0.00 4,558.00
4,558.00

0.00 Paydown
12/15/2023
47800CAC0

0.00 John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
100.000

0.00 1,649.13
1,649.13

0.00 Paydown
12/20/2023
92348KAA1

0.00 Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
100.000

0.00 91.67

91.67 0.00
Paydown
12/21/2023
438123AC5

0.00 Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028
100.000

0.00 2,234.93
2,234.93

0.00 Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 9 ends

235
Transaction Ledger
As of December 31, 2023
City of Orange
Account #10888
Transaction
Type
Settlement
Date
CUSIP
Quantity
Security Description
Price
Acq/Disp
Yield
Amount
Interest
Pur/Sold
Total Amount
Gain/Loss

DISPOSITIONS
Paydown
12/21/2023
43815JAC7

0.00 Honda Auto Receivables Owner
2023-1

A
3 5.04%
Due
4/21/2027
100.000

0.00 882.00
882.00

0.00 Paydown
12/26/2023
05592XAD2

0.00 BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028
100.000

0.00 866.08
866.08

0.00 Paydown
12/26/2023
05593AAC3

0.00 BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
100.000

0.00 430.00
430.00

0.00 Subtotal

0.00 0.00
16,730.27
16,730.27

0.00 Maturity
12/29/2023
3135GABN0
1,950,000.00
FNMA Callable Note Qtrly
12/29/2021

0.28%
Due
12/29/2023
100.000
1,950,000.00

0.00 1,950,000.00

0.00 Subtotal
1,950,000.00
1,950,000.00

0.00 1,950,000.00

0.00 Security
Withdrawal
12/06/2023
31846V203
6,117.41
First American Govt Obligation Fund
Class Y

1.000
6,117.41

0.00 6,117.41

0.00 Security
Withdrawal
12/26/2023
31846V203
661.42
First American Govt Obligation Fund
Class Y

1.000
661.42

0.00 661.42

0.00 Subtotal
6,778.83
6,778.83

0.00 6,778.83

0.00 TOTAL DISPOSITIONS
1,956,778.83
1,956,778.83
16,730.27
1,973,509.10

0.00 OTHER TRANSACTIONS
Interest
12/06/2023
24422EWF2
280,000.00
John Deere Capital Corp Note

3.4%
Due
6/6/2025

0.000
4,760.00

0.00 4,760.00

0.00 Interest
12/09/2023
3130AEB25
2,000,000.00
FHLB Note

3.25%
Due
6/9/2028

0.000
32,500.00

0.00 32,500.00

0.00 Interest
12/13/2023
06406RBF3
955,000.00
Bank of NY Mellon Corp Callable Note
Cont
6/13/2024

3.43%
Due
6/13/2025

0.000
16,378.25

0.00 16,378.25

0.00 Interest
12/13/2023
69371RR81
895,000.00
Paccar Financial Corp Note

3.15%
Due
6/13/2024

0.000
14,096.25

0.00 14,096.25

0.00 Interest
12/14/2023
3135GA5Y3
4,375,000.00
FNMA Callable Note Qtrly
12/14/2021

0.375%
Due
6/14/2024

0.000
8,203.13

0.00 8,203.13

0.00 Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 10 ends

236
Transaction Ledger
As of December 31, 2023
City of Orange
Account #10888
Transaction
Type
Settlement
Date
CUSIP
Quantity
Security Description
Price
Acq/Disp
Yield
Amount
Interest
Pur/Sold
Total Amount
Gain/Loss

OTHER TRANSACTIONS
Interest
12/23/2023
40434CAD7
3,000,000.00
HSBC USA Inc Note

3.5%
Due
6/23/2024

0.000
53,375.00

0.00 53,375.00

0.00 Interest
12/29/2023
3135GABN0
1,950,000.00
FNMA Callable Note Qtrly
12/29/2021

0.28%
Due
12/29/2023

0.000
2,730.00

0.00 2,730.00

0.00 Subtotal
13,455,000.00
132,042.63

0.00 132,042.63

0.00 Dividend
12/01/2023
31846V203
90,219.31
First American Govt Obligation Fund
Class Y

0.000
578.95

0.00 578.95

0.00 Subtotal
90,219.31
578.95

0.00 578.95

0.00 TOTAL OTHER TRANSACTIONS
13,545,219.31
132,621.58

0.00 132,621.58

0.00 Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 11 ends

237
Income Earned
As of December 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income

FIXED INCOME
02582JJZ4
American Express Credit Trust
2023-1
A

4.87%
Due
05/15/2028
06/07/2023
06/14/2023
350,000.00
349,973.91

0.00 0.00
349,974.81
757.56
1,420.42
757.56
1,420.42

0.90 0.00

0.90 1,421.32
1,421.32
02582JKD1
American Express Credit Trust
2023-3
A

5.23%
Due
09/15/2028
09/12/2023
09/19/2023
1,055,000.00
1,054,955.99

0.00 0.00
1,054,957.33
2,452.29
4,598.04
2,452.29
4,598.04

1.34 0.00

1.34 4,599.38
4,599.38
037833EB2
Apple Inc
Callable Note Cont
1/8/2026

0.7%
Due
02/08/2026
02/08/2021
02/08/2021
3,000,000.00
2,999,881.71

0.00 0.00
2,999,886.29
6,591.67

0.00 8,341.67
1,750.00

4.58 0.00

4.58 1,754.58
1,754.58
05592XAD2
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
02/25/2028
07/11/2023
07/18/2023
190,000.00
189,970.07

0.00 0.00
189,970.92
173.22
866.08
173.22
866.08

0.85 0.00

0.85 866.93
866.93
05593AAC3
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
02/07/2023
02/15/2023
100,000.00
99,998.51

0.00 0.00
99,998.61

86.00 430.00

86.00 430.00

0.10 0.00

0.10 430.10
430.10
06051GJR1
Bank of America Corp
Callable Note Cont
4/22/2024

0.976%
Due
04/22/2025
05/31/2022
06/02/2022
1,250,000.00
1,222,078.06

0.00 0.00
1,223,781.95
1,321.67

0.00 2,338.33
1,016.66
1,703.89

0.00 1,703.89
2,720.55
2,720.55
06368LAQ9
Bank of Montreal
Callable Note Cont
8/14/2027

4.7%
Due
09/14/2027
03/30/2023
03/31/2023
1,000,000.00
992,821.65

0.00 0.00
992,982.56
10,052.78

0.00 13,969.44
3,916.66
160.91

0.00 160.91
4,077.57
4,077.57
06406RBF3
Bank of NY Mellon Corp
Callable Note Cont
6/13/2024

3.43%
Due
06/13/2025
06/08/2022
06/13/2022
955,000.00
955,000.00

0.00 0.00
955,000.00
15,286.37
16,378.25
1,637.83
2,729.71

0.00 0.00

0.00 2,729.71
2,729.71
14913Q3B3
Caterpillar Finl Service
Note

2.15%
Due
11/08/2024
05/31/2022
06/02/2022
1,250,000.00
1,241,945.28

0.00 0.00
1,242,673.26
1,717.01

0.00 3,956.60
2,239.59
727.98

0.00 727.98
2,967.57
2,967.57
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 12 ends

238
Income Earned
As of December 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
161571HT4
Chase Issuance Trust
23 -A
1 A

5.16%
Due
09/15/2028
09/07/2023
09/15/2023
1,060,000.00
1,059,726.81

0.00 0.00
1,059,735.12
2,430.93
4,558.00
2,430.93
4,558.00

8.31 0.00

8.31 4,566.31
4,566.31
191216CL2
Coca Cola Company
Callable Note Cont
8/6/2024

1.75%
Due
09/06/2024
09/20/2019
09/20/2019
3,000,000.00
2,994,555.98

0.00 0.00
2,995,158.71
12,395.83

0.00 16,770.83
4,375.00
602.73

0.00 602.73
4,977.73
4,977.73
24422EWF2
John Deere Capital Corp
Note

3.4%
Due
06/06/2025
06/01/2022
06/06/2022
280,000.00
279,967.51

0.00 0.00
279,969.33
4,627.78
4,760.00
661.11
793.33

1.82 0.00

1.82 795.15
795.15
24422EXD6
John Deere Capital Corp
Note

5.15%
Due
09/08/2026
09/05/2023
09/08/2023
505,000.00
504,668.93

0.00 0.00
504,679.07
5,996.17

0.00 8,163.47
2,167.30

10.14 0.00

10.14 2,177.44
2,177.44
3130AEB25
FHLB
Note

3.25%
Due
06/09/2028
07/24/2023
07/25/2023
2,000,000.00
1,926,889.03

0.00 0.00
1,928,260.97
31,055.56
32,500.00
3,972.22
5,416.66
1,371.94

0.00 1,371.94
6,788.60
6,788.60
3130ALLM4
FHLB
Callable Note Qtrly
6/28/2021

0.35%
Due
03/28/2024
03/29/2021
03/29/2021
4,890,000.00
4,889,683.82

0.00 0.00
4,889,766.89
2,995.13

0.00 4,421.38
1,426.25

83.07 0.00

83.07 1,509.32
1,509.32
3130AMBG6
FHLB
Callable Note Qtrly
7/29/2021

0.75%
Due
04/29/2025
05/04/2021
05/04/2021
5,000,000.00
5,000,000.00

0.00 0.00
5,000,000.00
3,333.33

0.00 6,458.33
3,125.00

0.00 0.00

0.00 3,125.00
3,125.00
3130ANA42
FHLB
Callable Note Qtrly
1/28/2022

0.65%
Due
04/28/2025
07/28/2021
07/28/2021
4,000,000.00
4,000,000.00

0.00 0.00
4,000,000.00
8,883.33

0.00 11,050.00
2,166.67

0.00 0.00

0.00 2,166.67
2,166.67
3130ANDF4
FHLB
Callable Note Annual
7/29/2022

0.9%
Due
07/29/2026
07/29/2021
07/29/2021
5,000,000.00
5,000,000.00

0.00 0.00
5,000,000.00
15,250.00

0.00 19,000.00
3,750.00

0.00 0.00

0.00 3,750.00
3,750.00
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 13 ends

239
Income Earned
As of December 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
3130ATS57
FHLB
Note

4.5%
Due
03/10/2028
03/27/2023
03/28/2023
2,000,000.00
2,052,136.88

0.00 0.00
2,051,101.49
20,250.00

0.00 27,750.00
7,500.00

0.00 1,035.39
(
1,035.39
)
6,464.61
6,464.61
3133EPCF0
FFCB
Note

4.5%
Due
03/02/2026
03/27/2023
03/28/2023
2,000,000.00
2,020,496.22

0.00 0.00
2,019,723.25
22,250.00

0.00 29,750.00
7,500.00

0.00 772.97
(
772.97
)
6,727.03
6,727.03
3133EPDJ1
FFCB
Note

4.375%
Due
09/15/2027
03/27/2023
03/28/2023
2,000,000.00
2,038,772.35

0.00 0.00
2,037,903.90
18,472.22

0.00 25,763.89
7,291.67

0.00 868.45
(
868.45
)
6,423.22
6,423.22
3133EPQC2
FFCB
Note

4.625%
Due
07/17/2026
07/28/2023
07/31/2023
2,000,000.00
1,998,457.80

0.00 0.00
1,998,507.65
34,430.56

0.00 42,138.89
7,708.33

49.85 0.00

49.85 7,758.18
7,758.18
3134GW3Z7
FHLMC
Callable Note Qtrly
10/28/2021

0.6%
Due
10/28/2025
10/28/2020
10/28/2020
9,000,000.00
9,000,000.00

0.00 0.00
9,000,000.00
4,950.00

0.00 9,450.00
4,500.00

0.00 0.00

0.00 4,500.00
4,500.00
3134GWVE3
FHLMC
Callable Note Qtrly
3/25/2021

0.4%
Due
09/25/2024
11/19/2020
11/19/2020
4,575,000.00
4,574,708.12

0.00 0.00
4,574,738.39
3,355.00

0.00 4,880.00
1,525.00

30.27 0.00

30.27 1,555.27
1,555.27
3134GWXC5
FHLMC
Callable Note Qtrly
9/29/2021

0.35%
Due
03/29/2024
12/10/2020
12/10/2020
2,700,000.00
2,700,000.00

0.00 0.00
2,700,000.00
1,627.50

0.00 2,415.00
787.50

0.00 0.00

0.00 787.50
787.50
3135GA4S7
FNMA
Callable Note Qtrly
11/17/2022

0.375%
Due
05/17/2024
11/20/2020
11/20/2020
5,000,000.00
5,000,000.00

0.00 0.00
5,000,000.00
729.17

0.00 2,291.67
1,562.50

0.00 0.00

0.00 1,562.50
1,562.50
3135GA4W8
FNMA
Callable Note Qtrly
11/18/2022

0.5%
Due
02/18/2025
11/20/2020
11/20/2020
5,000,000.00
5,000,000.00

0.00 0.00
5,000,000.00
7,152.78

0.00 9,236.11
2,083.33

0.00 0.00

0.00 2,083.33
2,083.33
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 14 ends

240
Income Earned
As of December 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
3135GA5Y3
FNMA
Callable Note Qtrly
12/14/2021

0.375%
Due
06/14/2024
12/14/2020
12/14/2020
4,375,000.00
4,375,000.00

0.00 0.00
4,375,000.00
7,610.68
8,203.13
774.74
1,367.19

0.00 0.00

0.00 1,367.19
1,367.19
3135GABN0
FNMA
Callable Note Qtrly
12/29/2021
Due
12/29/2023
12/29/2020
12/29/2020

0.00 1,950,000.00

0.00 1,950,000.00

0.00 2,305.33
2,730.00

0.00 424.67

0.00 0.00

0.00 424.67
424.67
40434CAD7
HSBC USA Inc
Note

3.5%
Due
06/23/2024
12/10/2019
12/10/2019
3,000,000.00
3,021,638.20

0.00 0.00
3,018,366.08
46,083.33
53,375.00
2,333.33
9,625.00

0.00 3,272.12
(
3,272.12
)
6,352.88
6,352.88
438123AC5
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
06/21/2028
11/01/2023
11/08/2023
330,000.00
329,942.90

0.00 0.00
329,944.27
1,195.43
2,234.93
519.75
1,559.25

1.37 0.00

1.37 1,560.62
1,560.62
43815JAC7
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
04/21/2027
02/16/2023
02/24/2023
210,000.00
209,970.46

0.00 0.00
209,971.51
294.00
882.00
294.00
882.00

1.05 0.00

1.05 883.05
883.05
4581X0EK0
Inter-American Dev Bank
Note

4.5%
Due
05/15/2026
06/27/2023
07/06/2023
1,720,000.00
1,718,863.35

0.00 0.00
1,718,902.68
3,440.00

0.00 9,890.00
6,450.00

39.33 0.00

39.33 6,489.33
6,489.33
459058KT9
Intl. Bank Recon & Development
Note

3.5%
Due
07/12/2028
07/24/2023
07/26/2023
2,000,000.00
1,942,730.45

0.00 0.00
1,943,784.07
27,027.78

0.00 32,861.11
5,833.33
1,053.62

0.00 1,053.62
6,886.95
6,886.95
46647PBK1
JP Morgan Chase & Co
Callable Note Cont
4/22/2025

2.083%
Due
04/22/2026
05/31/2022
06/02/2022
1,250,000.00
1,213,619.88

0.00 0.00
1,214,911.73
2,820.73

0.00 4,990.52
2,169.79
1,291.85

0.00 1,291.85
3,461.64
3,461.64
47800CAC0
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
02/22/2023
03/02/2023
395,000.00
394,939.50

0.00 0.00
394,940.80
879.53
1,649.13
879.53
1,649.13

1.30 0.00

1.30 1,650.43
1,650.43
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 15 ends

241
Income Earned
As of December 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
61747YET8
Morgan Stanley
Callable Note Cont
7/17/2025

4.679%
Due
07/17/2026
12/28/2022
12/30/2022
775,000.00
767,143.05

0.00 0.00
767,397.03
13,497.62

0.00 16,519.47
3,021.85
253.98

0.00 253.98
3,275.83
3,275.83
63743HFF4
National Rural Utilities
Note

5.45%
Due
10/30/2025
10/20/2022
10/31/2022
495,000.00
494,576.58

0.00 0.00
494,595.36
2,323.06

0.00 4,571.19
2,248.13

18.78 0.00

18.78 2,266.91
2,266.91
69371RR81
Paccar Financial Corp
Note

3.15%
Due
06/13/2024
06/06/2022
06/13/2022
895,000.00
894,945.09

0.00 0.00
894,953.82
13,156.50
14,096.25
1,409.63
2,349.38

8.73 0.00

8.73 2,358.11
2,358.11
713448FQ6
Pepsico Inc.

Callable Note Cont
1/13/26

4.55%
Due
02/13/2026
02/13/2023
02/15/2023
195,000.00
194,916.78

0.00 0.00
194,919.98
2,661.75

0.00 3,401.13
739.38

3.20 0.00

3.20 742.58
742.58
713448FW3
Pepsico Inc.

Callable Note Cont
10/10/2026

5.125%
Due
11/10/2026
11/08/2023
11/10/2023
380,000.00
379,899.37

0.00 0.00
379,902.27
1,136.04

0.00 2,758.96
1,622.92

2.90 0.00

2.90 1,625.82
1,625.82
78016FZW7
Royal Bank of Canada
Note

4.9%
Due
01/12/2028
03/30/2023
03/31/2023
1,000,000.00
998,271.72

0.00 0.00
998,307.37
18,919.44

0.00 23,002.78
4,083.34

35.65 0.00

35.65 4,118.99
4,118.99
89236THP3
Toyota Motor Credit Corp
Note

0.8%
Due
10/16/2025
11/19/2020
11/19/2020
5,000,000.00
5,009,556.36

0.00 0.00
5,009,123.88
5,000.00

0.00 8,333.33
3,333.33

0.00 432.48
(
432.48
)
2,900.85
2,900.85
907818GE2
Union Pacific Corp
Callable Note Cont
1/21/26

4.75%
Due
02/21/2026
02/13/2023
02/21/2023
470,000.00
469,769.90

0.00 0.00
469,778.67
6,201.39

0.00 8,061.81
1,860.42

8.77 0.00

8.77 1,869.19
1,869.19
9128284N7
US Treasury
Note

2.875%
Due
05/15/2028
07/31/2023
07/31/2023
2,000,000.00
1,891,484.91

0.00 0.00
1,893,552.50
2,527.47

0.00 7,424.45
4,896.98
2,067.59

0.00 2,067.59
6,964.57
6,964.57
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 16 ends

242
Income Earned
As of December 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income
9128285M8
US Treasury
Note

3.125%
Due
11/15/2028
12/28/2023
12/29/2023
2,000,000.00

0.00 1,935,078.13

0.00 1,935,187.36

0.00 (
7,554.95
)
8,070.05
515.10
109.23

0.00 109.23
624.33
624.33
91282CCZ2
US Treasury
Note

0.875%
Due
09/30/2026
09/30/2021
09/30/2021
3,000,000.00
2,988,984.38

0.00 0.00
2,989,314.63
4,446.72

0.00 6,670.08
2,223.36
330.25

0.00 330.25
2,553.61
2,553.61
91282CFH9
US Treasury
Note

3.125%
Due
08/31/2027
03/30/2023
03/31/2023
1,950,000.00
1,908,585.49

0.00 0.00
1,909,523.29
15,401.79

0.00 20,591.52
5,189.73
937.80

0.00 937.80
6,127.53
6,127.53
91324PEN8
United Health Group Inc
Note

5.15%
Due
10/15/2025
12/28/2022
12/30/2022
775,000.00
782,899.53

0.00 0.00
782,541.51
5,099.93

0.00 8,425.97
3,326.04

0.00 358.02
(
358.02
)
2,968.02
2,968.02
92348KAA1
Verizon Master Trust
2021-1
A

0.5%
Due
05/20/2027
10/21/2022
10/25/2022
220,000.00
211,928.07

0.00 0.00
212,487.87

33.61 91.67

33.61 91.67
559.80

0.00 559.80
651.47
651.47
Total Fixed Income
101,595,000.00
101,296,354.60
1,935,078.13
1,950,000.00
101,286,177.18
420,685.99
141,217.95
432,133.73
152,665.69
11,483.88
6,739.43
4,744.45
157,410.14
157,410.14
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 17 ends

243
Income Earned
As of December 31, 2023
City of Orange
Account #10888
CUSIP
Security Description
Trade Date
Settle Date
Units
Book Value: Begin
Book Value: Acq
Book Value: Disp
Book Value: End
Prior Accrued
Inc. Received
Ending Accrued
Total Interest
Accr. Of Discount
Amort. Of Premium
Net Accret/Amort
Income Earned
Total Income

CASH & EQUIVALENT
31846V203
First American
Govt Obligation Fund Class Y
Various
Various
240,159.25
90,219.31
156,718.77
6,778.83
240,159.25

0.00 578.95

0.00 578.95

0.00 0.00

0.00 578.95
578.95
Total Cash & Equivalent
240,159.25
90,219.31
156,718.77
6,778.83
240,159.25

0.00 578.95

0.00 578.95

0.00 0.00

0.00 578.95
578.95

TOTAL PORTFOLIO
101,835,159.25
101,386,573.91
2,091,796.90
1,956,778.83
101,526,336.43
420,685.99
141,796.90
432,133.73
153,244.64
11,483.88
6,739.43
4,744.45
157,989.09
157,989.09
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 18 ends

244
Cash Flow Report
As of December 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
01/12/2024
Interest
459058KT9
2,000,000.00
Intl. Bank Recon & Development Note

3.5%
Due
7/12/2028

0.00 35,000.00
35,000.00
01/12/2024
Interest
78016FZW7
1,000,000.00
Royal Bank of Canada Note

4.9%
Due
1/12/2028

0.00 24,500.00
24,500.00
01/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
01/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
01/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
01/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,624.11
1,649.13
9,273.24
01/17/2024
Interest
3133EPQC2
2,000,000.00
FFCB Note

4.625%
Due
7/17/2026

0.00 46,250.00
46,250.00
01/17/2024
Interest
61747YET8
775,000.00
Morgan Stanley Callable Note Cont
7/17/2025

4.679%
Due
7/17/2026

0.00 18,131.13
18,131.13
01/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 01/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
01/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
01/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
01/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
01/28/2024
Call
3130ANA42
4,000,000.00
FHLB Callable Note Qtrly
1/28/2022

0.65%
Due
4/28/2025
4,000,000.00
13,000.00
4,013,000.00
01/29/2024
Interest
3130ANDF4
5,000,000.00
FHLB Callable Note Annual
7/29/2022

0.9%
Due
7/29/2026

0.00 22,500.00
22,500.00
JAN 2024
4,007,624.11
175,435.72
4,183,059.83
02/08/2024
Interest
037833EB2
3,000,000.00
Apple Inc Callable Note Cont
1/8/2026

0.7%
Due
2/8/2026

0.00 10,500.00
10,500.00
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 19 ends

245
Cash Flow Report
As of December 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
02/13/2024
Interest
713448FQ6
195,000.00
Pepsico Inc. Callable Note Cont
1/13/26

4.55%
Due
2/13/2026

0.00 4,436.25
4,436.25
02/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
02/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
02/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
02/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,655.95
1,617.29
9,273.24
02/18/2024
Interest
3135GA4W8
5,000,000.00
FNMA Callable Note Qtrly
11/18/2022

0.5%
Due
2/18/2025

0.00 12,500.00
12,500.00
02/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 02/21/2024
Interest
907818GE2
470,000.00
Union Pacific Corp Callable Note Cont
1/21/26

4.75%
Due
2/21/2026

0.00 11,162.50
11,162.50
02/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
02/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
02/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
02/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
02/29/2024
Interest
91282CFH9
1,950,000.00
US Treasury Note

3.125%
Due
8/31/2027

0.00 30,468.75
30,468.75
FEB 2024
7,655.95
85,090.25
92,746.20
03/02/2024
Interest
3133EPCF0
2,000,000.00
FFCB Note

4.5%
Due
3/2/2026

0.00 45,000.00
45,000.00
03/06/2024
Interest
191216CL2
3,000,000.00
Coca Cola Company Callable Note Cont
8/6/2024

1.75%
Due
9/6/2024

0.00 26,250.00
26,250.00
03/08/2024
Interest
24422EXD6
505,000.00
John Deere Capital Corp Note

5.15%
Due
9/8/2026

0.00 13,003.75
13,003.75
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 20 ends

246
Cash Flow Report
As of December 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
03/10/2024
Interest
3130ATS57
2,000,000.00
FHLB Note

4.5%
Due
3/10/2028

0.00 45,000.00
45,000.00
03/14/2024
Interest
06368LAQ9
1,000,000.00
Bank of Montreal Callable Note Cont
8/14/2027

4.7%
Due
9/14/2027

0.00 23,500.00
23,500.00
03/15/2024
Interest
3133EPDJ1
2,000,000.00
FFCB Note

4.375%
Due
9/15/2027

0.00 43,750.00
43,750.00
03/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
03/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
03/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
03/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,687.91
1,585.33
9,273.24
03/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 03/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
03/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
03/25/2024
Interest
3134GWVE3
4,575,000.00
FHLMC Callable Note Qtrly
3/25/2021

0.4%
Due
9/25/2024

0.00 9,150.00
9,150.00
03/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
03/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
03/28/2024
Maturity
3130ALLM4
4,890,000.00
FHLB Callable Note Qtrly
6/28/2021

0.35%
Due
3/28/2024
4,890,000.00
8,557.50
4,898,557.50
03/29/2024
Maturity
3134GWXC5
2,700,000.00
FHLMC Callable Note Qtrly
9/29/2021

0.35%
Due
3/29/2024
2,700,000.00
4,725.00
2,704,725.00
03/31/2024
Interest
91282CCZ2
3,000,000.00
US Treasury Note

0.875%
Due
9/30/2026

0.00 13,125.00
13,125.00
MAR 2024
7,597,687.91
248,052.04
7,845,739.95
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 21 ends

247
Cash Flow Report
As of December 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
04/15/2024
Interest
91324PEN8
775,000.00
United Health Group Inc Note

5.15%
Due
10/15/2025

0.00 19,956.25
19,956.25
04/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
04/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
04/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
04/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,720.01
1,553.23
9,273.24
04/16/2024
Interest
89236THP3
5,000,000.00
Toyota Motor Credit Corp Note

0.8%
Due
10/16/2025

0.00 20,000.00
20,000.00
04/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027

0.00 91.67

91.67 04/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
04/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
04/22/2024
Interest
06051GJR1
1,250,000.00
Bank of America Corp Callable Note Cont
4/22/2024

0.976%
Due
4/22/2025

0.00 6,100.00
6,100.00
04/22/2024
Interest
46647PBK1
1,250,000.00
JP Morgan Chase & Co Callable Note Cont
4/22/2025

2.083%
Due
4/22/2026

0.00 13,018.75
13,018.75
04/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
04/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
04/28/2024
Interest
3134GW3Z7
9,000,000.00
FHLMC Callable Note Qtrly
10/28/2021

0.6%
Due
10/28/2025

0.00 27,000.00
27,000.00
04/29/2024
Interest
3130AMBG6
5,000,000.00
FHLB Callable Note Qtrly
7/29/2021

0.75%
Due
4/29/2025

0.00 18,750.00
18,750.00
04/30/2024
Interest
63743HFF4
495,000.00
National Rural Utilities Note

5.45%
Due
10/30/2025

0.00 13,488.75
13,488.75
APR 2024
7,720.01
134,272.44
141,992.45
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 22 ends

248
Cash Flow Report
As of December 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
05/08/2024
Interest
14913Q3B3
1,250,000.00
Caterpillar Finl Service Note

2.15%
Due
11/8/2024

0.00 13,437.50
13,437.50
05/10/2024
Interest
713448FW3
380,000.00
Pepsico Inc. Callable Note Cont
10/10/2026

5.125%
Due
11/10/2026

0.00 9,737.50
9,737.50
05/15/2024
Interest
4581X0EK0
1,720,000.00
Inter-American Dev Bank Note

4.5%
Due
5/15/2026

0.00 38,700.00
38,700.00
05/15/2024
Interest
9128284N7
2,000,000.00
US Treasury Note

2.875%
Due
5/15/2028

0.00 28,750.00
28,750.00
05/15/2024
Interest
9128285M8
2,000,000.00
US Treasury Note

3.125%
Due
11/15/2028

0.00 31,250.00
31,250.00
05/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
05/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
05/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
05/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,752.24
1,521.00
9,273.24
05/17/2024
Maturity
3135GA4S7
5,000,000.00
FNMA Callable Note Qtrly
11/17/2022

0.375%
Due
5/17/2024
5,000,000.00
9,375.00
5,009,375.00
05/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,976.08

91.67 22,067.75
05/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
05/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
05/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025

0.00 430.00
430.00
05/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
MAY 2024
5,029,728.32
147,176.46
5,176,904.78
06/06/2024
Interest
24422EWF2
280,000.00
John Deere Capital Corp Note

3.4%
Due
6/6/2025

0.00 4,760.00
4,760.00
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 23 ends

249
Cash Flow Report
As of December 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
06/09/2024
Interest
3130AEB25
2,000,000.00
FHLB Note

3.25%
Due
6/9/2028

0.00 32,500.00
32,500.00
06/13/2024
Call
06406RBF3
955,000.00
Bank of NY Mellon Corp Callable Note Cont
6/13/2024

3.43%
Due
6/13/2025
955,000.00
16,378.25
971,378.25
06/13/2024
Maturity
69371RR81
895,000.00
Paccar Financial Corp Note

3.15%
Due
6/13/2024
895,000.00
14,096.25
909,096.25
06/14/2024
Maturity
3135GA5Y3
4,375,000.00
FNMA Callable Note Qtrly
12/14/2021

0.375%
Due
6/14/2024
4,375,000.00
8,203.13
4,383,203.13
06/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
06/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
06/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,784.60
1,488.64
9,273.24
06/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
06/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,981.40

82.51 22,063.91
06/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
06/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
06/23/2024
Maturity
40434CAD7
3,000,000.00
HSBC USA Inc Note

3.5%
Due
6/23/2024
3,000,000.00
52,500.00
3,052,500.00
06/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,828.67
430.00
10,258.67
06/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
JUN 2024
9,264,594.67
144,322.57
9,408,917.24
07/12/2024
Interest
78016FZW7
1,000,000.00
Royal Bank of Canada Note

4.9%
Due
1/12/2028

0.00 24,500.00
24,500.00
07/12/2024
Interest
459058KT9
2,000,000.00
Intl. Bank Recon & Development Note

3.5%
Due
7/12/2028

0.00 35,000.00
35,000.00
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 24 ends

250
Cash Flow Report
As of December 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
07/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
07/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
07/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,817.10
1,456.14
9,273.24
07/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
07/17/2024
Interest
3133EPQC2
2,000,000.00
FFCB Note

4.625%
Due
7/17/2026

0.00 46,250.00
46,250.00
07/17/2024
Interest
61747YET8
775,000.00
Morgan Stanley Callable Note Cont
7/17/2025

4.679%
Due
7/17/2026

0.00 18,131.13
18,131.13
07/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,986.71

73.35 22,060.06
07/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
07/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
07/22/2024
Interest
06051GJR1
1,250,000.00
Bank of America Corp Callable Note Cont
4/22/2024

0.976%
Due
4/22/2025

0.00 19,179.51
19,179.51
07/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,866.35
387.74
10,254.09
07/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
07/29/2024
Interest
3130ANDF4
5,000,000.00
FHLB Callable Note Annual
7/29/2022

0.9%
Due
7/29/2026

0.00 22,500.00
22,500.00
JUL 2024
39,670.16
181,361.66
221,031.82
08/08/2024
Interest
037833EB2
3,000,000.00
Apple Inc Callable Note Cont
1/8/2026

0.7%
Due
2/8/2026

0.00 10,500.00
10,500.00
08/13/2024
Interest
713448FQ6
195,000.00
Pepsico Inc. Callable Note Cont
1/13/26

4.55%
Due
2/13/2026

0.00 4,436.25
4,436.25
08/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

Page 25 ends

251
Cash Flow Report
As of December 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
08/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
08/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
08/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,849.74
1,423.50
9,273.24
08/18/2024
Interest
3135GA4W8
5,000,000.00
FNMA Callable Note Qtrly
11/18/2022

0.5%
Due
2/18/2025

0.00 12,500.00
12,500.00
08/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,992.02

64.19 22,056.21
08/21/2024
Interest
907818GE2
470,000.00
Union Pacific Corp Callable Note Cont
1/21/26

4.75%
Due
2/21/2026

0.00 11,162.50
11,162.50
08/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
08/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
08/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
08/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,904.19
345.31
10,249.50
08/31/2024
Interest
91282CFH9
1,950,000.00
US Treasury Note

3.125%
Due
8/31/2027

0.00 30,468.75
30,468.75
AUG 2024
39,745.95
84,784.29
124,530.24
09/02/2024
Interest
3133EPCF0
2,000,000.00
FFCB Note

4.5%
Due
3/2/2026

0.00 45,000.00
45,000.00
09/06/2024
Maturity
191216CL2
3,000,000.00
Coca Cola Company Callable Note Cont
8/6/2024

1.75%
Due
9/6/2024
3,000,000.00
26,250.00
3,026,250.00
09/08/2024
Interest
24422EXD6
505,000.00
John Deere Capital Corp Note

5.15%
Due
9/8/2026

0.00 13,003.75
13,003.75
09/10/2024
Interest
3130ATS57
2,000,000.00
FHLB Note

4.5%
Due
3/10/2028

0.00 45,000.00
45,000.00
09/14/2024
Interest
06368LAQ9
1,000,000.00
Bank of Montreal Callable Note Cont
8/14/2027

4.7%
Due
9/14/2027

0.00 23,500.00
23,500.00
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

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252
Cash Flow Report
As of December 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
09/15/2024
Interest
3133EPDJ1
2,000,000.00
FFCB Note

4.375%
Due
9/15/2027

0.00 43,750.00
43,750.00
09/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
09/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
09/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
09/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,882.51
1,390.73
9,273.24
09/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
21,997.33

55.03 22,052.36
09/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027

0.00 882.00
882.00
09/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
09/25/2024
Maturity
3134GWVE3
4,575,000.00
FHLMC Callable Note Qtrly
3/25/2021

0.4%
Due
9/25/2024
4,575,000.00
9,150.00
4,584,150.00
09/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
09/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,942.16
302.72
10,244.88
09/30/2024
Interest
91282CCZ2
3,000,000.00
US Treasury Note

0.875%
Due
9/30/2026

0.00 13,125.00
13,125.00
SEP 2024
7,614,822.00
234,411.02
7,849,233.02
10/15/2024
Interest
91324PEN8
775,000.00
United Health Group Inc Note

5.15%
Due
10/15/2025

0.00 19,956.25
19,956.25
10/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
10/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
10/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

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253
Cash Flow Report
As of December 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
10/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,915.42
1,357.82
9,273.24
10/16/2024
Interest
89236THP3
5,000,000.00
Toyota Motor Credit Corp Note

0.8%
Due
10/16/2025

0.00 20,000.00
20,000.00
10/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
22,002.65

45.86 22,048.51
10/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
10/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027
10,676.10
882.00
11,558.10
10/22/2024
Interest
06051GJR1
1,250,000.00
Bank of America Corp Callable Note Cont
4/22/2024

0.976%
Due
4/22/2025

0.00 19,390.28
19,390.28
10/22/2024
Interest
46647PBK1
1,250,000.00
JP Morgan Chase & Co Callable Note Cont
4/22/2025

2.083%
Due
4/22/2026

0.00 13,018.75
13,018.75
10/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
9,980.28
259.97
10,240.25
10/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
10/28/2024
Interest
3134GW3Z7
9,000,000.00
FHLMC Callable Note Qtrly
10/28/2021

0.6%
Due
10/28/2025

0.00 27,000.00
27,000.00
10/29/2024
Interest
3130AMBG6
5,000,000.00
FHLB Callable Note Qtrly
7/29/2021

0.75%
Due
4/29/2025

0.00 18,750.00
18,750.00
10/31/2024
Interest
63743HFF4
495,000.00
National Rural Utilities Note

5.45%
Due
10/30/2025

0.00 13,488.75
13,488.75
OCT 2024
50,574.45
147,151.47
197,725.92
11/08/2024
Maturity
14913Q3B3
1,250,000.00
Caterpillar Finl Service Note

2.15%
Due
11/8/2024
1,250,000.00
13,437.50
1,263,437.50
11/10/2024
Interest
713448FW3
380,000.00
Pepsico Inc. Callable Note Cont
10/10/2026

5.125%
Due
11/10/2026

0.00 9,737.50
9,737.50
11/15/2024
Interest
9128284N7
2,000,000.00
US Treasury Note

2.875%
Due
5/15/2028

0.00 28,750.00
28,750.00
11/15/2024
Interest
4581X0EK0
1,720,000.00
Inter-American Dev Bank Note

4.5%
Due
5/15/2026

0.00 38,700.00
38,700.00
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

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254
Cash Flow Report
As of December 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
11/15/2024
Interest
9128285M8
2,000,000.00
US Treasury Note

3.125%
Due
11/15/2028

0.00 31,250.00
31,250.00
11/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
11/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
11/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
11/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,948.47
1,324.77
9,273.24
11/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
22,007.97

36.69 22,044.66
11/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
11/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027
10,717.03
837.16
11,554.19
11/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
10,018.54
217.06
10,235.60
11/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
NOV 2024
1,300,692.01
137,292.47
1,437,984.48
12/06/2024
Interest
24422EWF2
280,000.00
John Deere Capital Corp Note

3.4%
Due
6/6/2025

0.00 4,760.00
4,760.00
12/09/2024
Interest
3130AEB25
2,000,000.00
FHLB Note

3.25%
Due
6/9/2028

0.00 32,500.00
32,500.00
12/15/2024
Paydown
161571HT4
1,060,000.00
Chase Issuance Trust
23 -A
1 A

5.16%
Due
9/15/2028

0.00 4,558.00
4,558.00
12/15/2024
Paydown
02582JKD1
1,055,000.00
American Express Credit Trust
2023-3
A

5.23%
Due
9/15/2028

0.00 4,598.04
4,598.04
12/15/2024
Paydown
02582JJZ4
350,000.00
American Express Credit Trust
2023-1
A

4.87%
Due
5/15/2028

0.00 1,420.42
1,420.42
12/15/2024
Paydown
47800CAC0
395,000.00
John Deere Owner Trust
2023
-A A
3 5.01%
Due
11/15/2027
7,981.65
1,291.59
9,273.24
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

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255
Cash Flow Report
As of December 31, 2023
City of Orange
Account #10888
Payment Date
Transaction Type
CUSIP
Quantity
Security Description
Principal Amount
Income
Total Amount
12/20/2024
Paydown
92348KAA1
220,000.00
Verizon Master Trust
2021-1
A

0.5%
Due
5/20/2027
22,013.29

27.52 22,040.81
12/21/2024
Paydown
438123AC5
330,000.00
Honda Auto Receivables OT
2023-4
A
3 5.67%
Due
6/21/2028

0.00 1,559.25
1,559.25
12/21/2024
Paydown
43815JAC7
210,000.00
Honda Auto Receivables Owner
2023-1
A
3 5.04%
Due
4/21/2027
10,758.12
792.15
11,550.27
12/25/2024
Paydown
05593AAC3
100,000.00
BMW Vehicle Lease Trust
2023-1
A
3 5.16%
Due
11/25/2025
10,056.96
173.98
10,230.94
12/25/2024
Paydown
05592XAD2
190,000.00
BMW Vehicle Owner Trust
2023
-A A
3 5.47%
Due
2/25/2028

0.00 866.08
866.08
DEC 2024
50,810.02
52,547.03
103,357.05
TOTAL
35,011,325.56
1,771,897.42
36,783,222.98
Execution Time: 1/4/2024 12:59:48 AM
Chandler Asset Management - CONFIDENTIAL

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256
Important Disclosures
City of Orange
Account #10888
Chandler Asset Management, Inc.
;͞
Chandler
͟Ϳ
is an SEC registered investment adviser. For additional information about our firm, please see our current disclosures (Form ADV). To obtain a copy of our current disclosures, you may contact your client service representative by calling the number on the front of this statement or you may visit our website at www.chandlerasset.com.

Information contained in this monthly statement is confidential and is provided for informational purposes only and should not be construed as specific investment or legal advice. The information contained herein was obtained from sources believed to be reliable as of the date of this statement, but may become outdated or superseded at any time without notice.

Custody:

Your qualified custodian bank maintains control of all assets reflected in this statement and we urge you to compare this statement to the one you receive from your qualified custodian. Chandler does not have any authority to withdraw or deposit funds from/to the custodian account.

Valuation:

Prices are provided by IDC, an independent pricing source. In the event IDC does not provide a price or if the price provided is not reflective of fair market value, Chandler will obtain pricing from an alternative approved third party pricing source in accordance with our written valuation policy and procedures. Our valuation procedures are also disclosed in Item 5 of our Form ADV Part 2A.

Performance:

Performance results are presented gross-of-advisory fees and represent the client ͛
s Total Return. The deduction of advisory fees lowers performance results. These results include the reinvestment of dividends and other earnings. Past performance may not be indicative of future results. Therefore, clients should not assume that future performance of any specific investment or investment strategy will be profitable or equal to past performance levels. All investment strategies have the potential for profit or loss. Economic factors, market conditions or changes in investment strategies, contributions or withdrawals may materially alter the performance and results of your portfolio.

Source ice Data Indices, LLC ("ICE"), used with permission. ICE PERMITS USE OF THE ICE INDICES AND RELATED DATA ON AN "AS IS" BASIS; ICE, ITS AFFILIATES AND THEIR RESPECTIVE

THIRD PARTY SUPPLIERS DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS, EXPRESS AND/OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE, INCLUDING THE INDICES, INDEX DATA AND ANY DATA INCLUDED IN, RELATED TO, OR DERIVED THEREFROM. NEITHER ICE DATA, ITS AFFILIATES OR

THEIR RESPECTIVE THIRD PARTY PROVIDERS GUARANTEE THE QUALITY, ADEQUACY, ACCURACY, TIMELINESS OR COMPLETENESS OF THE INDICES OR THE INDEX DATA OR ANY COMPONENT THEREOF, AND THE INDICES AND INDEX DATA AND ALL COMPONENTS THEREOF ARE PROVIDED ON AN "AS IS" BASIS AND LICENSEE'S USE IS AT LICENSEE'S OWN RISK. ICE DATA, ITS AFFILIATES AND THEIR RESPECTIVE THIRD PARTY DO NOT SPONSOR, ENDORSE, OR RECOMMEND CHANDLER, OR ANY OF ITS PRODUCTS OR SERVICES.

Index returns assume reinvestment of all distributions. Historical performance results for investment indexes generally do not reflect the deduction of transaction and/or custodial charges or the deduction of an investment management fee, the incurrence of which would have the effect of decreasing historical performance results. It is not possible to invest directly in an index.

Ratings:

Ratings information have been provided by Moody
͛
s, S&P and Fitch through data feeds we believe to be reliable as of the date of this statement, however we cannot guarantee its accuracy.

Security level ratings for U.S. Agency issued mortgage-backed securities ;͞
MBS
͟Ϳ
reflect the issuer rating because the securities themselves are not rated. The issuing U.S. Agency guarantees the full and timely payment of both principal and interest and carries a AA+/Aaa/AAA by S&P, Moody ͛
s and Fitch respectively.

Execution Time: 1/4/2024 12:59:48 AM
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257
Benchmark Index & Disclosures
City of Orange
Account #10888
Benchmark Index
Disclosure
ICE BofA 1-5 Yr US Treasury & Agency
Index
The ICE BofA 1-5 Year US Treasury & Agency Index tracks the performance of US dollar denominated US Treasury and nonsubordinated US agency debt issued in the US domestic market. Qualifying securities must have an investment grade rating (based on an average of Moody ͛
s,
S&P and Fitch). Qualifying securities must have at least one year remaining term to final maturity and less than five years remaining term to final maturity, at least 18 months to maturity at time of issuance, a fixed coupon schedule, and a minimum amount outstanding of $1 billion for sovereigns and $250 million for agencies.

Execution Time: 1/4/2024 12:59:48 AM
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258
July August September October November December
Cash Receipts:

Sales Tax Revenue (a) 5,332,694$ 2,725,042$ 5,431,218$ 4,709,672$ 7,047,395$ 4,619,903$ Property Taxes (b) 534,242$ 44,644 436,157 163,539 2,891,118 11,639,697 Cash Disbursements:

Orange County Water District Pump Tax (semiannual) 5,003,809 US Bank Redevelopment Agency Bonds 4,516,140 455,000
US Bank CFD Bonds - Principal & Interest 2,900,808
US Bank City Infrastructure Bonds - Principal & Interest 1,146,666 US Bank Pension Obligation Bond - Interest only 3,297,902 Southern Counties Oil Sales Tax Sharing 1,333,441 798,395 CIPA FY 24 Insurance Premiums 2,930,278 822,754
Ticor Title Company Purchase 2829 N Glassell St 1,376,454 Sequel Contractors Inc. CDBG Street Rehab 726,344
Cal PERS Public Employees Retirement 715,627 726,100 722,183 725,693 718,237 724,467 Southern California Edison Electricity 399,800 642,698 260,528 1,633,699 416,045 379,154 RJ Noble Company Annual Pavement Maintenance 913,578 1,490,818 657,136 South Coast Fire Equipment Triple Combination Pumper truck 1,215,907 New Dynasty Constrution Co Police HQ Lobby Roof & HVAC Rehab 1,070,818 Axon Enterprise Inc Police Enterprise System 622,693
(11,315,026) (1,345,676) (7,218,434) (1,836,357) (230,167) 14,578,955 (a)
(b)
claimed credit. This was resolved in November and accounts for the increase that month.

Fluctuation in Property Tax is due to the normal collection cycle.

The Decrease in August Sales Tax receipt was due to the state witholding payment to resolve a payee's City of Orange
Monthly Treasurer’s Reports for July through December 2023 Significant Monthly Cash Transactions
Excess Cash Receipts (Disbursements)
259
Agenda Item
City Council
Item #: 3.5. 2/13/2024 File #: 24-0084
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Trang Nguyen, Finance Director

1. SUBJECT
Seventh Amendment to Agreement with Granicus LLC, a Minnesota Limited Liability Company, for one-year of subscription renewal.

2. SUMMARY
The original Master Subscription Agreement between the City and Granicus, LLC was for a term of three years, through November 2022, and was extended for one year via a Sixth Amendment. Staff is recommending the Seventh Amendment to extend existing agreement and subscriptions for one additional year.

3. RECOMMENDED ACTION
Approve the Seventh Amendment to Master Subscription Agreement with Granicus, LLC for a one- year renewal of annual subscriptions in the amount of $117,555.79; and authorize the Mayor and City Clerk to execute the agreement on behalf of the City.

4. FISCAL IMPACT
The expense for this amendment is $117,555.79 and will be funded through:
130.0000.51670.00000 PEG Program $53,453.27
100.0000.51670.00000 General Fund $39,850.14
780.1601.53915.00000 Information Systems $24,252.08
Total $117,555.79

5. STRATEGIC PLAN GOALS
Goal 4: Provide outstanding public service
c: Enhance technology to improve public accessibility to information and services.

6. DISCUSSION AND BACKGROUND
Granicus, LLC, has provided streaming services for City Council, Boards and Commission meetings for many years. In 2019, the City entered into a Master Subscription Agreement with Granicus to clearly identify all the terms and conditions of the services provided. Through Amendments, City of Orange Printed on 2/8/2024Page 1 of 2
powered by Legistar™
260
Item #: 3.5. 2/13/2024 File #: 24-0084
clearly identify all the terms and conditions of the services provided. Through Amendments, additional scope of work and services have been added since. Currently, the City utilizes the following services from Granicus:
· High-Definition streaming of City Council, Planning Commission, and Design Review Committee meetings (additional boards can be added at no cost) · Legistar agenda management
· Votecast (for dais voting and integration with meeting minutes) · Boards and Commission management
· eComment
· Website Hosting
· Host Compliance (short-term rental compliance monitoring, 24/7 hotline, and tax and permit fee collection)
The initial term of the Agreement has expired, and staff is recommending a one-year extension of all existing services. This extension will allow staff to examine the services provided and determine whether any modifications are needed before negotiating a new Agreement with Granicus. The one- year cost of $117,555.79 is in line with the cost of existing services, representing a modest and reasonable increase over the previous year’s cost.

7. ATTACHMENTS
· Seventh Amendment to Master Subscription Agreement with Granicus, LLC City of Orange Printed on 2/8/2024Page 2 of 2
powered by Legistar™
261
Agenda Item
City Council
Item #: 3.5. 2/13/2024 File #: 24-0084
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Trang Nguyen, Finance Director

1. SUBJECT
Seventh Amendment to Agreement with Granicus LLC, a Minnesota Limited Liability Company, for one-year of subscription renewal.

2. SUMMARY
The original Master Subscription Agreement between the City and Granicus, LLC was for a term of three years, through November 2022, and was extended for one year via a Sixth Amendment. Staff is recommending the Seventh Amendment to extend existing agreement and subscriptions for one additional year.

3. RECOMMENDED ACTION
Approve the Seventh Amendment to Master Subscription Agreement with Granicus, LLC for a one- year renewal of annual subscriptions in the amount of $117,555.79; and authorize the Mayor and City Clerk to execute the agreement on behalf of the City.

4. FISCAL IMPACT
The expense for this amendment is $117,555.79 and will be funded through:
130.0000.51670.00000 PEG Program $53,453.27
100.0000.51670.00000 General Fund $39,850.14
780.1601.53915.00000 Information Systems $24,252.08
Total $117,555.79

5. STRATEGIC PLAN GOALS
Goal 4: Provide outstanding public service
c: Enhance technology to improve public accessibility to information and services.

6. DISCUSSION AND BACKGROUND
Granicus, LLC, has provided streaming services for City Council, Boards and Commission meetings for many years. In 2019, the City entered into a Master Subscription Agreement with Granicus to clearly identify all the terms and conditions of the services provided. Through Amendments, City of Orange Printed on 2/8/2024Page 1 of 2
powered by Legistar™
262
Item #: 3.5. 2/13/2024 File #: 24-0084
clearly identify all the terms and conditions of the services provided. Through Amendments, additional scope of work and services have been added since. Currently, the City utilizes the following services from Granicus:
· High-Definition streaming of City Council, Planning Commission, and Design Review Committee meetings (additional boards can be added at no cost) · Legistar agenda management
· Votecast (for dais voting and integration with meeting minutes) · Boards and Commission management
· eComment
· Website Hosting
· Host Compliance (short-term rental compliance monitoring, 24/7 hotline, and tax and permit fee collection)
The initial term of the Agreement has expired, and staff is recommending a one-year extension of all existing services. This extension will allow staff to examine the services provided and determine whether any modifications are needed before negotiating a new Agreement with Granicus. The one- year cost of $117,555.79 is in line with the cost of existing services, representing a modest and reasonable increase over the previous year’s cost.

7. ATTACHMENTS
· Seventh Amendment to Master Subscription Agreement with Granicus, LLC City of Orange Printed on 2/8/2024Page 2 of 2
powered by Legistar™
263

SEVENTH AMENDMENT
TO

MASTER SUBSCRIPTION AGREEMENT

THIS SEVENTH AMENDMENT TO MASTER SUBSCRIPTION AGREEMENT (the “Seventh Amendment”) is made and entered into as of __________________, 2024, by and between the CITY OF ORANGE, a municipal corporation ( “City”), and GRANICUS, LLC, a Minnesota limited liability company (“Granicus”), with reference to the following:

A. Customer and Granicus entered into a Master Subscription Agreement (Agreement No. 6858) dated October 8, 2019, which is incorporated herein by this reference (the " Original Agreement"); and

B. Customer and Granicus amended the Agreement to revise the Scope of Services and increase the compensation by a First Amendment to Master Subscription Agreement (Agreement No. 6858.1) dated July 13, 2020, which is incorporated herein by this reference (the "First Amendment"); and

C. Customer and Granicus amended the Agreement to revise the Scope of Work, increase the compensation and revise the term by a Second Amendment to Master Subscription Agreement (Agreement No. 6858.2) dated September 23, 2020, which is incorporated herein by t his reference (the "Second Amendment"); and

D. Customer and Granicus amended the Agreement to revise the Statement of Work and increase the compensation by a Third Amendment to Master Subscription Agreement (Agreement No. 6858.3) dated April 13, 2021, which is incorporated herein by this reference (the “Third Amendment"); and

E. Customer and Granicus amended the Agreement to revise the Statement of Work and increase the compensation by a Fourth Amendment to Master Subscription Agreement (Agreement No. 6858.4) dated May 24, 2021, which is incorporated herein by this reference (the “Fourth Amendment"); and

F. Customer and Granicus amended the Agreement to revise the Statement of Work and revise the compensation by a Fifth Amendment to Master Subscription Agreement (Agreement No. 6858.5) dated September 21, 2021, which is incorporated herein by this reference (t he “Fifth Amendment"); and

G. Customer and Granicus amended the Agreement to revise the Statement of Work and revise the compensation by a Sixth Amendment to Master Subscription Agreement (Agreement No. 6858.6) dated November 15 , 2022, which is incorporated herein by this reference (the “ Sixth Amendment"); and

264

2 H. Customer and Granicus desire to further amend the Agreement to modify, amend and supplement certain portions of the Original Agreement to revise the scope of services and increase the compensation.

NOW, THEREFORE, the parties hereby agree as follows:

Section 1. Defined Terms. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings set forth for such terms in the Original Agreement.

Section 2. Cross-References. Customer and Granicus agree that all references in this Seventh Amendment are deemed and construed to refer to the Original Agreement, as amended and as implemented by this Seventh Amendment.

Section 3 Revised Scope of Services. The Scope of Services, Section 1, Exhibit A of the Original Agreement, is hereby amended, modified and supplemented to include the services described on Exhibit A attached hereto and incorporated herein by this reference.

Section 4 Compensation. The Compensation payable to Granicus is hereby increased by SEVEN THOUSAND SIX HUNDRED NINETY-FOUR DOLLARS and 21/100 ($ 7,694.21), as detailed in Exhibit A to this Seventh Amendment.

Section 5. Integration. This Seventh Amendment amends, as set forth herein, the Original Agreement and, except as specifically amended hereby, the Original Agreement shall remain in full force and effect. To the extent that there is any conflict or inconsistency between the terms and provisions of this Seventh Amendment and the terms and provisions of the Original Agreement, the terms and provisions of this Seventh Amendment shall control and govern the rights and obligations of the parties.

[Remainder of page intentionally left blank; signatures on next page]

265

3 IN WITNESS of this Seventh Amendment, the parties enter into this Seventh Amendment on the year and day first above written.

“CONTRACTOR” “CITY”

GRANICUS, LLC a Minnesota limited CITY OF ORANGE, a municipal corporation liability company

*By: By:

Printed Name: Daniel R. Slater, Mayor
Title:

*By: ATTEST:

Printed Name:

Title:

Pamela Coleman, City Clerk

APPROVED AS TO FORM:

Nathalie Adourian
Senior Assistant City Attorney

*NOTE: If CONTRACTOR is a corporation, the City requires the following signature(s):
-- (1) the Chairman of the Board, the President or a Vice -President, AND (2) the Secretary, the Chief Financial Officer, the Treasurer, an Assistant Secretary or an Assistant Treasurer. If only one corporate officer exists or one corporate officer holds more than one corporate office, please so indicate. OR -- The corporate officer named in a corporate resolution as authorized to enter into this Agreement. A copy of the corporate resolution, certified by the Secretary close in time to the execution of the Agreement, must be provided to the City.

√

266

EXHIBIT “A”

SUPPLEMENTAL SCOPE OF SERVICES

[Behind this page.]

267
Invoice
Date 12/12/2023 Invoice # 176544
Terms Net 30 Due Date 01/11/2024
P.O. Number:

For any questions about your invoice, please contact
us at [email protected] or 1-800-314-0147
Thank you for your business
1 of 2
Please remit via ACH to:

Routing #: 022000020
Acct #: 269099115
Please Send Checks to:

Granicus
Dept CH ± Box 19634
Palatine, IL 60055 - 9634
Bill To Sold To
Orange, CA
300 E. Chapman Ave.

Orange CA 92866
United States
Orange, CA
300 E. Chapman Ave.

Orange CA 92866
United States
Description Term Start
Date
Term End
Date Tax Rate Tax
Amount Amount
eComment 11/08/2023 11/07/2024 0.000% $0.00 $2,940.10
Boards and Commissions 11/08/2023 11/07/2024 0.000% $0.00 $10,304.10 Open Platform Suite 11/08/2023 11/07/2024 0.000% $0.00 $0.00 Open Platform Suite 11/08/2023 11/07/2024 0.000% $0.00 $0.00 Legistar 11/08/2023 11/07/2024 0.000% $0.00 $15,847.16
govAccess - Maintenance, Hosting, & Licensing Fee
- Core
11/08/2023 11/07/2024 0.000% $0.00 $15,147.03
Granicus Encoding Appliance Software (GT) 11/08/2023 11/07/2024 0.000% $0.00 $1,294.45 Government Transparency Suite 11/08/2023 11/07/2024 0.000% $0.00 $14,114.18 Customizations (Recurring) 11/08/2023 11/07/2024 0.000% $0.00 $811.45 VoteCast Standard Package (ME) 11/08/2023 11/07/2024 0.000% $0.00 $5,880.21 Meeting Ef®ciency Suite 11/08/2023 11/07/2024 0.000% $0.00 $10,804.88 govAccess Enterprise Search (Tier 2) 11/08/2023 11/07/2024 0.000% $0.00 $5,408.45 Send Agenda (Legistar) 11/08/2023 11/07/2024 0.000% $0.00 $0.00 govDelivery for Integrations 11/08/2023 11/07/2024 0.000% $0.00 $0.00 govAccess - Maint/Hosting/License Fee -
Independent Sub
11/08/2023 11/07/2024 0.000% $0.00 $2,885.15
Upgrade to SDI 720p Streaming 11/08/2023 11/07/2024 0.000% $0.00 $2,572.59 govDelivery for Integrations 11/08/2023 11/07/2024 0.000% $0.00 $0.00 Mobile Permitting & Registration 11/08/2023 11/07/2024 0.000% $0.00 $5,349.98 Tax Collection 11/08/2023 11/07/2024 0.000% $0.00 $0.00 Rental Activity Monitoring 11/08/2023 11/07/2024 0.000% $0.00 $5,646.18 268
Invoice
Date 12/12/2023 Invoice # 176544
Terms Net 30 Due Date 01/11/2024
P.O. Number:

For any questions about your invoice, please contact
us at [email protected] or 1-800-314-0147
Thank you for your business
2 of 2
Description Term Start
Date
Term End
Date Tax Rate Tax
Amount Amount
Address Identi®cation 11/08/2023 11/07/2024 0.000% $0.00 $11,138.40 24/7 Hotline 11/08/2023 11/07/2024 0.000% $0.00 $3,394.38 Compliance Monitoring 11/08/2023 11/07/2024 0.000% $0.00 $4,017.10 Subtotal $117,555.79
Tax Total $0.00
Total $117,555.79
Amount Due $117,555.79
269
Agenda Item
City Council
Item #: 3.6. 2/13/2024 File #: 24-0069
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Leslie Hardy, Community Services Director

1. SUBJECT
Appropriation of $25,790.72 in Senior Mobility Program funds.

2. SUMMARY
Appropriation of interest and additional revenue generated through the Measure M2 sales tax revenue in the amount of $25,790.72, received through the Senior Mobility Program administered by the Orange County Transportation Authority for the Senior Transportation Program.

3. RECOMMENDED ACTION
Authorize the appropriation of $25,790.72 from the Traffic Improvement-Measure M2 unreserved fund balance to:
263.7041.51780.30151 Sr. Transportation 20-21 $ 643.15 263.7041.51780.30175 Sr. Transportation 21-22 $ 789.36 263.7041.51780.30191 Sr. Transportation 22-23 $24,358.21

4. FISCAL IMPACT
There is no direct fiscal impact to the City. The additional revenue received from the transportation agency and interest received will fund the expense for the Senior Mobility Program.

5. STRATEGIC PLAN GOALS
Goal 3: Enhance and promote quality of life in the community. a: Renovate, maintain, develop, and/or expand public use places and spaces.

6. DISCUSSION AND BACKGROUND
Measure M2 Funds through the Senior Mobility Program (SMP) The City entered into an agreement with Orange Elderly Services (OES) to administer the Senior Transportation Program using Measure M2 sales tax revenue funds, which the City receives from Orange County Transportation Authority (OCTA) through the Senior Mobility Program (SMP).

Historically, the City budgets between $120,000 and $200,000 in annual Measure M2 revenues and expenditures for this program, based on estimated revenue OCTA provides to City staff. Any additional amount received must be appropriated through City Council action. Additionally, unspent revenue generates interest that the City may use toward the SMP program. All funds are required to City of Orange Printed on 2/8/2024Page 1 of 2
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Item #: 3.6. 2/13/2024 File #: 24-0069
be spent within three years of receipt.

To date, for the applicable program years, the City has collected and earned a total of $2,283.00 in SMP interest in excess of budgeted appropriations as noted below:

Fiscal Year Interest Collected
2020-21 $ 643.15
2021-22 $ 789.36
2022-23 $ 850.49
Total $2,283.00
In addition to the interest collected, the City also received a total of $23,507.72 in SMP revenue in FY 2022-23 beyond the budgeted amount of $159,121. Therefore, a total of $25,790.72 in SMP interest and additional revenue needs to be appropriated to spend the funds within the three-year period.

7. ATTACHMENTS
· None
City of Orange Printed on 2/8/2024Page 2 of 2
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271
Agenda Item
City Council
Item #: 3.6. 2/13/2024 File #: 24-0069
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Leslie Hardy, Community Services Director

1. SUBJECT
Appropriation of $25,790.72 in Senior Mobility Program funds.

2. SUMMARY
Appropriation of interest and additional revenue generated through the Measure M2 sales tax revenue in the amount of $25,790.72, received through the Senior Mobility Program administered by the Orange County Transportation Authority for the Senior Transportation Program.

3. RECOMMENDED ACTION
Authorize the appropriation of $25,790.72 from the Traffic Improvement-Measure M2 unreserved fund balance to:
263.7041.51780.30151 Sr. Transportation 20-21 $ 643.15 263.7041.51780.30175 Sr. Transportation 21-22 $ 789.36 263.7041.51780.30191 Sr. Transportation 22-23 $24,358.21

4. FISCAL IMPACT
There is no direct fiscal impact to the City. The additional revenue received from the transportation agency and interest received will fund the expense for the Senior Mobility Program.

5. STRATEGIC PLAN GOALS
Goal 3: Enhance and promote quality of life in the community. a: Renovate, maintain, develop, and/or expand public use places and spaces.

6. DISCUSSION AND BACKGROUND
Measure M2 Funds through the Senior Mobility Program (SMP) The City entered into an agreement with Orange Elderly Services (OES) to administer the Senior Transportation Program using Measure M2 sales tax revenue funds, which the City receives from Orange County Transportation Authority (OCTA) through the Senior Mobility Program (SMP).

Historically, the City budgets between $120,000 and $200,000 in annual Measure M2 revenues and expenditures for this program, based on estimated revenue OCTA provides to City staff. Any additional amount received must be appropriated through City Council action. Additionally, unspent revenue generates interest that the City may use toward the SMP program. All funds are required to City of Orange Printed on 2/8/2024Page 1 of 2
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272
Item #: 3.6. 2/13/2024 File #: 24-0069
be spent within three years of receipt.

To date, for the applicable program years, the City has collected and earned a total of $2,283.00 in SMP interest in excess of budgeted appropriations as noted below:

Fiscal Year Interest Collected
2020-21 $ 643.15
2021-22 $ 789.36
2022-23 $ 850.49
Total $2,283.00
In addition to the interest collected, the City also received a total of $23,507.72 in SMP revenue in FY 2022-23 beyond the budgeted amount of $159,121. Therefore, a total of $25,790.72 in SMP interest and additional revenue needs to be appropriated to spend the funds within the three-year period.

7. ATTACHMENTS
· None
City of Orange Printed on 2/8/2024Page 2 of 2
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Agenda Item
City Council
Item #: 3.7. 2/13/2024 File #: 24-0079
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Approval of plans and specifications for Annual Pavement Maintenance at Various Locations, Fiscal Year 2023-2024; authorization to advertise for bids; and finding of California Environmental Quality Act exemption.

2. SUMMARY
Plans and specifications have been completed, and the project is ready to be advertised for bids. The total estimated construction cost, including contingencies and construction engineering (15%), is $3,943,000.

3. RECOMMENDED ACTION

1. Approve the plans and specifications and authorize advertising for Bid No. 23-24 (SP-4261).

2. Find that the proposed project is categorically exempt from the provisions of the California Environmental Quality Act (CEQA) per State CEQA Guidelines 15301 (Class 1(c) - Existing Facilities).

3. Authorize the following budget transfer:

From: 263.5011.56330.30167, Measure M2 Katella Avenue Street Rehabilitation $123,594 To: 263.5011.56330.13120, Measure M2 Pavement Management Program $123,594

4. FISCAL IMPACT
The total expenditure, including the 15% contingency, for this contract is $3,943,000 and will be funded in Pavement Management Program (13120) through:
263.5011.56330.13120 Measure M2 $1,718,728 274.5011.56330.13120 Road Maintenance Rehabilitation Account 1,667,432 500.5011.56330.13120 Capital Projects 556,840
Total: $3,943,000

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 4: Provide outstanding public service
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Item #: 3.7. 2/13/2024 File #: 24-0079
b: Provide facilities and services to meet customer expectations.

6. DISCUSSION AND BACKGROUND
Annual Pavement Maintenance at Various Locations, Fiscal Year 2023-2024 (FY24) is part of the City’sPavement Management Program (PMP) FY24 activities and is designed to prolong pavement life of city streets. This project will consist of Annual Street Maintenance and SB-1 Street Improvements.

On June 14, 2023, the City Council approved the list of three city arterial streets and seven residential streets to be submitted for the Road Maintenance and Rehabilitation Account (RMRA) Funding Program, part of SB-1 - Road Repair and Accountability Act of 2017. The program addresses basic road maintenance, rehabilitation, and critical safety needs. For FY24, the City of Orange is receiving approximately $3,000,000 of RMRA funding for the rehabilitation of city streets.

The rehabilitation methods vary depending on the sustained damage, but in general, consist of asphalt concrete overlays with localized areas of pavement reconstruction. The rehabilitated pavement will have a longer service life and will provide a safe and smooth ride for the public.

Another part of the PMP FY24 is the Slurry Seal at Various Locations Project, which was completed in January 2024.

This asphalt concrete overlay project will rehabilitate approximately seven residential streets and three arterial streets throughout the city. The streets selected for maintenance are in accordance with our PMP, and generally fall into the “poorto fair”category, requiring work at this time to prevent total pavement failure, saving the costs of complete reconstruction in the future at a much higher cost.

The total cost is estimated at $3,943,000, including a 15% construction engineering and contingency.

Upon receipt of public bids, staff will return to the City Council and recommend any funding adjustments and award of contracts based on the outcome of the public bid. If the unit price for asphalt comes in below the estimate, additional streets may be added for rehabilitation.

Construction is scheduled to begin in May 2024 and is expected to be completed by October 2024.

Specifications and cost estimates are available for review in the Public Works Department.

7. ENVIRONMENTAL REVIEW
The proposed project is categorically exempt from the provisions of the California Environmental Quality Act (CEQA) per State CEQA Guidelines 15301 (Class 1(c) - Existing Facilities) in that it involves pavement maintenance and rehabilitation of existing streets and does not create additional roadway capacity. No public review is required.

8. ATTACHMENTS
· Location Maps
City of Orange Printed on 2/8/2024Page 2 of 2
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275
Agenda Item
City Council
Item #: 3.7. 2/13/2024 File #: 24-0079
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Approval of plans and specifications for Annual Pavement Maintenance at Various Locations, Fiscal Year 2023-2024; authorization to advertise for bids; and finding of California Environmental Quality Act exemption.

2. SUMMARY
Plans and specifications have been completed, and the project is ready to be advertised for bids. The total estimated construction cost, including contingencies and construction engineering (15%), is $3,943,000.

3. RECOMMENDED ACTION

1. Approve the plans and specifications and authorize advertising for Bid No. 23-24 (SP-4261).

2. Find that the proposed project is categorically exempt from the provisions of the California Environmental Quality Act (CEQA) per State CEQA Guidelines 15301 (Class 1(c) - Existing Facilities).

3. Authorize the following budget transfer:

From: 263.5011.56330.30167, Measure M2 Katella Avenue Street Rehabilitation $123,594 To: 263.5011.56330.13120, Measure M2 Pavement Management Program $123,594

4. FISCAL IMPACT
The total expenditure, including the 15% contingency, for this contract is $3,943,000 and will be funded in Pavement Management Program (13120) through:
263.5011.56330.13120 Measure M2 $1,718,728 274.5011.56330.13120 Road Maintenance Rehabilitation Account 1,667,432 500.5011.56330.13120 Capital Projects 556,840
Total: $3,943,000

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 4: Provide outstanding public service
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Item #: 3.7. 2/13/2024 File #: 24-0079
b: Provide facilities and services to meet customer expectations.

6. DISCUSSION AND BACKGROUND
Annual Pavement Maintenance at Various Locations, Fiscal Year 2023-2024 (FY24) is part of the City’sPavement Management Program (PMP) FY24 activities and is designed to prolong pavement life of city streets. This project will consist of Annual Street Maintenance and SB-1 Street Improvements.

On June 14, 2023, the City Council approved the list of three city arterial streets and seven residential streets to be submitted for the Road Maintenance and Rehabilitation Account (RMRA) Funding Program, part of SB-1 - Road Repair and Accountability Act of 2017. The program addresses basic road maintenance, rehabilitation, and critical safety needs. For FY24, the City of Orange is receiving approximately $3,000,000 of RMRA funding for the rehabilitation of city streets.

The rehabilitation methods vary depending on the sustained damage, but in general, consist of asphalt concrete overlays with localized areas of pavement reconstruction. The rehabilitated pavement will have a longer service life and will provide a safe and smooth ride for the public.

Another part of the PMP FY24 is the Slurry Seal at Various Locations Project, which was completed in January 2024.

This asphalt concrete overlay project will rehabilitate approximately seven residential streets and three arterial streets throughout the city. The streets selected for maintenance are in accordance with our PMP, and generally fall into the “poorto fair”category, requiring work at this time to prevent total pavement failure, saving the costs of complete reconstruction in the future at a much higher cost.

The total cost is estimated at $3,943,000, including a 15% construction engineering and contingency.

Upon receipt of public bids, staff will return to the City Council and recommend any funding adjustments and award of contracts based on the outcome of the public bid. If the unit price for asphalt comes in below the estimate, additional streets may be added for rehabilitation.

Construction is scheduled to begin in May 2024 and is expected to be completed by October 2024.

Specifications and cost estimates are available for review in the Public Works Department.

7. ENVIRONMENTAL REVIEW
The proposed project is categorically exempt from the provisions of the California Environmental Quality Act (CEQA) per State CEQA Guidelines 15301 (Class 1(c) - Existing Facilities) in that it involves pavement maintenance and rehabilitation of existing streets and does not create additional roadway capacity. No public review is required.

8. ATTACHMENTS
· Location Maps
City of Orange Printed on 2/8/2024Page 2 of 2
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277
Annual Pavement Maintenance FY23-24: Location Map 3
8/1/2023, 1:44:30 PM
0 0.1 0.20.05 mi
0 0.15 0.30.075 km
1:4,514
County of Los Angeles, Bureau of Land Management, Esri, HERE, Garmin, GeoTechnologies, Inc., USGS, EPA | City of Orange - Engineering Design
µ
278
Annual Pavement Maintenance FY23-24: Location Map 6
8/1/2023, 1:18:00 PM
0 0.1 0.20.05 mi
0 0.15 0.30.075 km
1:4,514
City of Anaheim, County of Los Angeles, Bureau of Land Management, Esri, HERE, Garmin, GeoTechnologies, Inc., USGS, EPA | City of Orange - Engineering Design
µ
279
Annual Pavement Maintenance FY23-24: Location Map 7
8/1/2023, 1:18:56 PM
0 0.1 0.20.05 mi
0 0.15 0.30.075 km
1:4,514
City of Anaheim, County of Los Angeles, Bureau of Land Management, Esri, HERE, Garmin, GeoTechnologies, Inc., USGS, EPA | City of Orange - Engineering Design
µ
280
Annual Pavement Maintenance FY23-24: Location Map 9
8/29/2023, 4:26:28 PM
0 0.055 0.110.0275 mi
0 0.085 0.170.0425 km
1:2,257
City of Anaheim, County of Los Angeles, Bureau of Land Management, Esri, HERE, Garmin, GeoTechnologies, Inc., USGS, EPA | City of Orange - Engineering Design
µ
281
A
nnual Pavement Maintenance FY23-24: Location Map 5
8/1/2023, 1:06:52 PM
0 0.1 0.20.05 mi
0 0.15 0.30.075 km
1:4,514
City of Anaheim, County of Los Angeles, Bureau of Land Management, Esri, HERE, Garmin, GeoTechnologies, Inc., USGS, EPA | City of Orange - Engineering Design
µ
282
Annual Pavement Maintenance FY23-24: Location Map 8
8/30/2023, 3:16:00 PM
0 0.1 0.20.05 mi
0 0.15 0.30.075 km
1:4,514
County of Los Angeles, Bureau of Land Management, Esri, HERE, Garmin, GeoTechnologies, Inc., USGS, EPA | City of Orange - Engineering Design
µ
283
Agenda Item
City Council
Item #: 3.8. 2/13/2024 File #: 23-0828
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Rejection of all bids received for City of Orange Corporation Yard Renovation Project, Phase I; and authorization to re-advertise for bids.

2. SUMMARY
Bids for the City of Orange Corporation Yard Renovation Project - Phase I were received and opened on December 21, 2023. Four bidders responded to the notice inviting bids. Since the apparent low bidder is higher than the budget amount, staff recommends rejecting all bids and readvertising this project with a revised scope.

3. RECOMMENDED ACTION
Reject all bids received for City of Orange Corporation Yard Renovation Project - Phase I, Bid No. 23-

24.14; and direct staff to re-advertise for bids.

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 4: Provide outstanding public service
b: Provide facilities and services to meet customer expectations.

6. DISCUSSION AND BACKGROUND
On October 24, 2023, the City Council approved advertisement for bids for the Corporation Yard Renovation Project. The bid solicitation was advertised on November 16, 2023, and November 30, 2023. Bids were opened on December 21, 2023. Four bids were received as follows:

1. Monet Construction, Inc., Tujunga, CA $5,246,000

2. RT Contractor Corp., Garden Grove, CA $5,254,460

3. Horizons Construction Company, Inc, Orange, CA $5,782,170 City of Orange Printed on 2/8/2024Page 1 of 2
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4. Kazoni, Inc., Costa Mesa, CA $7,161,043
Since the bids received were higher than the budgeted funds of just over $4.1 million allocated for this project, staff recommends rejecting all bids received. Staff will review the project and revise the scope to better reflect the available project funding.

7. ATTACHMENTS
· Bid Abstract
City of Orange Printed on 2/8/2024Page 2 of 2
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285
Agenda Item
City Council
Item #: 3.8. 2/13/2024 File #: 23-0828
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Rejection of all bids received for City of Orange Corporation Yard Renovation Project, Phase I; and authorization to re-advertise for bids.

2. SUMMARY
Bids for the City of Orange Corporation Yard Renovation Project - Phase I were received and opened on December 21, 2023. Four bidders responded to the notice inviting bids. Since the apparent low bidder is higher than the budget amount, staff recommends rejecting all bids and readvertising this project with a revised scope.

3. RECOMMENDED ACTION
Reject all bids received for City of Orange Corporation Yard Renovation Project - Phase I, Bid No. 23-

24.14; and direct staff to re-advertise for bids.

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 4: Provide outstanding public service
b: Provide facilities and services to meet customer expectations.

6. DISCUSSION AND BACKGROUND
On October 24, 2023, the City Council approved advertisement for bids for the Corporation Yard Renovation Project. The bid solicitation was advertised on November 16, 2023, and November 30, 2023. Bids were opened on December 21, 2023. Four bids were received as follows:

1. Monet Construction, Inc., Tujunga, CA $5,246,000

2. RT Contractor Corp., Garden Grove, CA $5,254,460

3. Horizons Construction Company, Inc, Orange, CA $5,782,170 City of Orange Printed on 2/8/2024Page 1 of 2
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4. Kazoni, Inc., Costa Mesa, CA $7,161,043
Since the bids received were higher than the budgeted funds of just over $4.1 million allocated for this project, staff recommends rejecting all bids received. Staff will review the project and revise the scope to better reflect the available project funding.

7. ATTACHMENTS
· Bid Abstract
City of Orange Printed on 2/8/2024Page 2 of 2
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287
Engineer Estimate
Monet
Construction, Inc Tujunga, CA RT Contractor Corp. Garden Grove, CA Horizons
Construction
Company Orange, CA Kazoni Inc Costa Mesa, CA
Line Item Item Description UofM Quantity Unit Price Extension Unit Price Extension Unit Price Extension Unit Price Extension Unit Price Extension 1 Complete Phase I and portion of
Phase II Improvements per SP-
4163 Corporate Yard plans and
specifications. LS 1 $3,442,450.00 $3,442,450.00 $5,066,000.00 $5,066,000.00 $5,042,460.00 $5,042,460.00 $5,467,800.00 $5,467,800.00 $6,035,973.00 $6,035,973.00 2 Remove existing asphalt,
excavation, subgrade preparation,
and paving per SP-4163 Corporate
Yard plans and specifications -
total 18,000 SF (D) LS 1 $321,300.00 $321,300.00 $115,000.00 $115,000.00 $126,000.00 $126,000.00 $160,370.00 $160,370.00 $553,531.00 $553,531.00 3 New light fixtures, poles, and
foundations per SP-4163
Corporate Yard plans and
specifications - total 10 & new
light fixtures per SP-4163
Corporate Yard plans and
specifications - total 5 (D) LS 1 $236,250.00 $236,250.00 $65,000.00 $65,000.00 $86,000.00 $86,000.00 $154,000.00 $154,000.00 $571,539.00 $571,539.00 Base Bid Total: $4,000,000.00 $5,246,000.00 $5,254,460.00 $5,782,170.00 $7,161,043.00 Owner: Orange CA, City of
Solicitor: Orange CA, City of
12/21/2023 02:00 PM PST
City of Orange Corporation Yard Renovations Project - Phase I (#8813280), Bid No. 23-24.14 (SP-4163) 288
Agenda Item
City Council
Item #: 3.9. 2/13/2024 File #: 24-0058
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Final Acceptance of Garage Door Replacement at the Corporation Yard and Fire Stations 3, 5, and 6; and authorization to file Notice of Completion.

2. SUMMARY
The replacement of the garage doors at the Corporation Yard and Fire Stations 3, 5, and 6 has been completed successfully, with the upgraded doors improving functionality and security at these essential facilities. The City entered a contract with South Coast Industrial Doors Inc., and they completed the work to the satisfaction of the Public Works Department.

3. RECOMMENDED ACTION
Accept Garage Door Replacement at the Corporation Yard and Fire Stations 3, 5, and 6 (Bid No. 22-

23.31, SP-4249) as complete; and authorize staff to file a Notice of Completion with the County Recorder.

4. ATTACHMENTS
· Notice of Completion and Acceptance
City of Orange Printed on 2/8/2024Page 1 of 1
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Agenda Item
City Council
Item #: 3.9. 2/13/2024 File #: 24-0058
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Final Acceptance of Garage Door Replacement at the Corporation Yard and Fire Stations 3, 5, and 6; and authorization to file Notice of Completion.

2. SUMMARY
The replacement of the garage doors at the Corporation Yard and Fire Stations 3, 5, and 6 has been completed successfully, with the upgraded doors improving functionality and security at these essential facilities. The City entered a contract with South Coast Industrial Doors Inc., and they completed the work to the satisfaction of the Public Works Department.

3. RECOMMENDED ACTION
Accept Garage Door Replacement at the Corporation Yard and Fire Stations 3, 5, and 6 (Bid No. 22-

23.31, SP-4249) as complete; and authorize staff to file a Notice of Completion with the County Recorder.

4. ATTACHMENTS
· Notice of Completion and Acceptance
City of Orange Printed on 2/8/2024Page 1 of 1
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RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:

City of Orange
300 East Chapman Avenue
Orange, California 92866
Attention: City Clerk
[Space above this line for Recorder’s use only.]

THIS DOCUMENT IS RECORDED AT THE

REQUEST AND FOR THE BENEFIT OF THE CITY

OF ORANGE AND IS EXEMPT FROM THE

PAYMENT OF A RECORDING FEE PURSUANT
TO GOVERNMENT CODE SECTIONS 6103 AND
27383.

NOTICE OF COMPLETION AND ACCEPTANCE
NOTICE IS HEREBY GIVEN that work on that certain public work and improvements known as “Garage Door Replacement at the Corporation Yard and Fire Stations; SP-4249” (herein referred to as the “Project”), for the owner, the City of Orange, a municipal corporation (herein referred to as the “City”), whose address is 300 E. Chapman Avenue, Orange, CA 92866, was completed and accepted by the City Council of the City of Orange on February 13, 2024, at a regular meeting of its members, at which a quorum was present and acting throughout. The Project is at 637 W. Struck Ave at the Public Works Department Corporation Yard and Fire Stations 3, 5, and 6 in the City of Orange, State of California. The Contractor who performed (or caused to be performed) said public work and improvements were South Coast Industrial Doors Inc. the principal office is at 1275 Graphite Drive, Corona, CA 92881, the State of California.

The name of the surety on the Labor and Material Bond for the Project is the Markel Insurance Company of Illinois (Bond# CSBA-23290) in the amount of $377,982.

DATED as of the 13th day of February 2024. CITY OF ORANGE, a municipal corporation By:

Daniel R. Slater, Mayor, City of Orange

STATE OF CALIFORNIA

COUNTY OF ORANGE
I, Daniel R. Slater, Mayor of the City of Orange, state that I have read the foregoing document, know the contents thereof, and that the facts therein stated are true of my own knowledge. I hereby declare under penalty of perjury that the foregoing is true and correct.

DATED as of the 13th day of February 2024 at Orange, California.

Daniel R. Slater, Mayor, City of Orange
I, Pamela Coleman, City Clerk for the City of Orange, hereby attest that Dan Slater is known to me to be the Mayor of the City of Orange and known to me to be the person who executed the within instrument on behalf of said municipal corporation, and acknowledged to me that the City of Orange executed the same.

Pamela Coleman, City Clerk of the City of Orange
291
Agenda Item
City Council
Item #: 3.10. 2/13/2024 File #: 24-0056
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Authorize the purchase of four 2024 Ford Explorers from the National Auto Fleet Group for the Orange Police and Public Works Departments using a Cooperative Purchasing Agreement.

2. SUMMARY
Approval request for the purchase of four 2024 Ford Explorers from the National Auto Fleet Group for the Orange Police and Public Works Departments. The City Council has previously approved the Cooperative Purchasing Agreement as the standard for vehicle procurement.

3. RECOMMENDED ACTION
Approve the purchase of four 2024 Ford Explorers from National Auto Fleet Group in the amount of $157,166.

4. FISCAL IMPACT
The total expenditure of this purchase is $157,166 and will be funded through the Vehicle Replacement Fund 720.5023.55212.19999.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
a: Provide staffing and resources to deliver services that ensure public safety.

Goal 2: Be a fiscally healthy community
a: Expend fiscal resources responsibly.

6. DISCUSSION AND BACKGROUND
Staff is proposing the acquisition of four new Ford Explorers as the aging vehicles have surpassed their optimal service life. The new Explorers will enhance service capabilities and provide advanced safety features, improved fuel efficiency, and enhanced technology.

The City Council previously authorized a Cooperative Purchasing Agreement (CPA) using Sourcewell as a vehicle and equipment procurement standard. This purchase is a continuation of that policy.

Sourcewell contracts are nationally solicited, competitively bid, and awarded. National Auto Fleet was awarded contract No. 091521-NAF for cars, trucks, vans, sports utility vehicles, and other vehicles.

Through Sourcewell’scontract with National Auto Fleet Group, pricing discounts range from 1% to

25.86% across 15 manufacturers, depending on the model. The total savings to the City for this City of Orange Printed on 2/8/2024Page 1 of 2
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Item #: 3.10. 2/13/2024 File #: 24-0056

25.86% across 15 manufacturers, depending on the model. The total savings to the City for this purchase is 6.10% for a combined savings of $9,428. The four vehicles that will be replaced will cost $157,166. The vehicle descriptions are listed below.

Year Make &
Model
Replacement
Vehicle Year
Replacement
Vehicle Make
& Model
Replacement
Cost
Department
1999 Ford Crown
Victoria
2024 Ford Explorer $39,892 Police
2001 Ford Crown
Victoria
2024 Ford Explorer $39,892 Police
2003 Ford
Explorer
2024 Ford Explorer $39,892 Public Works
2012 Dodge
Durango
2024 Ford Explorer $39,892 Public Works
Total $157,166

7. ATTACHMENTS
· Bid available for review in the Purchasing Department City of Orange Printed on 2/8/2024Page 2 of 2
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Agenda Item
City Council
Item #: 3.10. 2/13/2024 File #: 24-0056
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Authorize the purchase of four 2024 Ford Explorers from the National Auto Fleet Group for the Orange Police and Public Works Departments using a Cooperative Purchasing Agreement.

2. SUMMARY
Approval request for the purchase of four 2024 Ford Explorers from the National Auto Fleet Group for the Orange Police and Public Works Departments. The City Council has previously approved the Cooperative Purchasing Agreement as the standard for vehicle procurement.

3. RECOMMENDED ACTION
Approve the purchase of four 2024 Ford Explorers from National Auto Fleet Group in the amount of $157,166.

4. FISCAL IMPACT
The total expenditure of this purchase is $157,166 and will be funded through the Vehicle Replacement Fund 720.5023.55212.19999.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
a: Provide staffing and resources to deliver services that ensure public safety.

Goal 2: Be a fiscally healthy community
a: Expend fiscal resources responsibly.

6. DISCUSSION AND BACKGROUND
Staff is proposing the acquisition of four new Ford Explorers as the aging vehicles have surpassed their optimal service life. The new Explorers will enhance service capabilities and provide advanced safety features, improved fuel efficiency, and enhanced technology.

The City Council previously authorized a Cooperative Purchasing Agreement (CPA) using Sourcewell as a vehicle and equipment procurement standard. This purchase is a continuation of that policy.

Sourcewell contracts are nationally solicited, competitively bid, and awarded. National Auto Fleet was awarded contract No. 091521-NAF for cars, trucks, vans, sports utility vehicles, and other vehicles.

Through Sourcewell’scontract with National Auto Fleet Group, pricing discounts range from 1% to

25.86% across 15 manufacturers, depending on the model. The total savings to the City for this City of Orange Printed on 2/8/2024Page 1 of 2
powered by Legistar™
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Item #: 3.10. 2/13/2024 File #: 24-0056

25.86% across 15 manufacturers, depending on the model. The total savings to the City for this purchase is 6.10% for a combined savings of $9,428. The four vehicles that will be replaced will cost $157,166. The vehicle descriptions are listed below.

Year Make &
Model
Replacement
Vehicle Year
Replacement
Vehicle Make
& Model
Replacement
Cost
Department
1999 Ford Crown
Victoria
2024 Ford Explorer $39,892 Police
2001 Ford Crown
Victoria
2024 Ford Explorer $39,892 Police
2003 Ford
Explorer
2024 Ford Explorer $39,892 Public Works
2012 Dodge
Durango
2024 Ford Explorer $39,892 Public Works
Total $157,166

7. ATTACHMENTS
· Bid available for review in the Purchasing Department City of Orange Printed on 2/8/2024Page 2 of 2
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Agenda Item
City Council
Item #: 3.11. 2/13/2024 File #: 24-0066
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Trang Nguyen, Finance Director

1. SUBJECT
Approval of amended Financial Reserve Policy. Resolution No. 11528.

2. SUMMARY
Amend the Financial Reserve Policy and delegate the authority to assign fund balances to the City Manager and Finance Director for reporting purposes in the Annual Comprehensive Financial Report.

This Resolution amends Exhibit A - The Financial Reserve Policy only and no changes to Exhibit B - The Pension Funding Policy.

3. RECOMMENDED ACTION
Adopt Resolution No. 11528. A Resolution of the City Council of the City of Orange establishing a Financial Reserve Policy and Pension Funding Policy.

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community
a: Expend fiscal resources responsibly.
d: Effectively manage and develop City assets.

6. DISCUSSION AND BACKGROUND
In February 2021, the City adopted Resolution 11304, A Resolution of The City Council of the City of Orange establishing a Financial Reserve Policy and Pension Funding Policy, incorporated as Exhibits A and B, respectively. The Financial Reserve Policy establishes adequate reserves for the City to meet its financial obligations in the event of economic uncertainty, catastrophes, or other unforeseen circumstances. The Pension Funding Policy establishes a framework to address current and future pension obligations to minimize the fiscal impact of such obligations.

The Financial Reserve Policy is to be reviewed annually and recommended changes are to be presented to the City Council for consideration. In preparation for developing the Fiscal Year 2024-25 budget, staff reviewed the Financial Reserve Policy and recommends modifying Exhibit A, The Financial Reserve Policy, to include the Government Accounting Standards Board Statement No. 54 (GASB 54) language for Committing and Assigning fund balances in the Annual Comprehensive Financial Report (ACFR) to designate the timing of these actions, the level of authority to Assign fund City of Orange Printed on 2/8/2024Page 1 of 2
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Item #: 3.11. 2/13/2024 File #: 24-0066
Financial Report (ACFR) to designate the timing of these actions, the level of authority to Assign fund balances, and language clean-up for fund balance classification.

The modification, contained in the Background section, reads as follows:

GASB 54 requires the governing body to take action on fund balance classifications prior to fiscal year end. In other words, Commitments and Assignments appearing on the June 30 balance sheet must be acted on no later than the last City Council meeting prior to June 30, or during Budget Adoption. The action does not need to include the exact dollar amount but should provide clear direction to determine the amount once the City’sbooks are closed for the fiscal year. GASB 54 recommends that the City Council take formal action either by resolution or ordinance to Commit fund balance. GASB 54 allows the governing body to delegate a level of authority to Assign fund balance.

There are no changes to the Pension Funding Policy.

7. ATTACHMENTS
· Resolution No. 11528
City of Orange Printed on 2/8/2024Page 2 of 2
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Agenda Item
City Council
Item #: 3.11. 2/13/2024 File #: 24-0066
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Trang Nguyen, Finance Director

1. SUBJECT
Approval of amended Financial Reserve Policy. Resolution No. 11528.

2. SUMMARY
Amend the Financial Reserve Policy and delegate the authority to assign fund balances to the City Manager and Finance Director for reporting purposes in the Annual Comprehensive Financial Report.

This Resolution amends Exhibit A - The Financial Reserve Policy only and no changes to Exhibit B - The Pension Funding Policy.

3. RECOMMENDED ACTION
Adopt Resolution No. 11528. A Resolution of the City Council of the City of Orange establishing a Financial Reserve Policy and Pension Funding Policy.

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community
a: Expend fiscal resources responsibly.
d: Effectively manage and develop City assets.

6. DISCUSSION AND BACKGROUND
In February 2021, the City adopted Resolution 11304, A Resolution of The City Council of the City of Orange establishing a Financial Reserve Policy and Pension Funding Policy, incorporated as Exhibits A and B, respectively. The Financial Reserve Policy establishes adequate reserves for the City to meet its financial obligations in the event of economic uncertainty, catastrophes, or other unforeseen circumstances. The Pension Funding Policy establishes a framework to address current and future pension obligations to minimize the fiscal impact of such obligations.

The Financial Reserve Policy is to be reviewed annually and recommended changes are to be presented to the City Council for consideration. In preparation for developing the Fiscal Year 2024-25 budget, staff reviewed the Financial Reserve Policy and recommends modifying Exhibit A, The Financial Reserve Policy, to include the Government Accounting Standards Board Statement No. 54 (GASB 54) language for Committing and Assigning fund balances in the Annual Comprehensive Financial Report (ACFR) to designate the timing of these actions, the level of authority to Assign fund City of Orange Printed on 2/8/2024Page 1 of 2
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298
Item #: 3.11. 2/13/2024 File #: 24-0066
Financial Report (ACFR) to designate the timing of these actions, the level of authority to Assign fund balances, and language clean-up for fund balance classification.

The modification, contained in the Background section, reads as follows:

GASB 54 requires the governing body to take action on fund balance classifications prior to fiscal year end. In other words, Commitments and Assignments appearing on the June 30 balance sheet must be acted on no later than the last City Council meeting prior to June 30, or during Budget Adoption. The action does not need to include the exact dollar amount but should provide clear direction to determine the amount once the City’sbooks are closed for the fiscal year. GASB 54 recommends that the City Council take formal action either by resolution or ordinance to Commit fund balance. GASB 54 allows the governing body to delegate a level of authority to Assign fund balance.

There are no changes to the Pension Funding Policy.

7. ATTACHMENTS
· Resolution No. 11528
City of Orange Printed on 2/8/2024Page 2 of 2
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RESOLUTION NO. 11528

A RESOLUTION OF THE CITY COUNCIL OF

THE CITY OF ORANGE ESTABLISHING A

FINANCIAL RESERVE POLICY & PENSION

FUNDING POLICY

WHEREAS, the City of Orange is dedicated to prudent management of public funds; and

WHEREAS, the City Council is dedicated to ensur ing fiscal responsibility and accountability in the expenditure of City funds; and

WHEREAS, on February 9, 2021, the City Council established a Financial Reserve Policy and Pension Funding Policy , which designated fund balance be set aside for operating contingencies and catastrophic events; and

WHEREAS, Governmental Accounting Standards Board Statement No. 54 defines how fund balances are to be reported in financial statements and establishes standards upon which those reserves must be defined; and

WHEREAS, the City Council desires to establish a comprehensive financial reserve policy, which defines reserve types, how those reserves are to be used, and how they are to be replenished; and

WHEREAS, the City Council recognizes the fiscal challenge s presented by unfunded pension obligations; and

WHEREAS, absent comprehensive changes to State law or court precedent, existing pension obligations must be retired in accordance to the rules and regulations of the California Public Employees’ Retirement System; and

WHEREAS, the City Council desires to adopt policies in order to minimize the current and future costs of pension obligations;

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Orange as follows:

1. Resolution No. 11304 the Financial Reserve Policy and Pension Funding Policy , established on February 9, 2021, is hereby rescinded.

2. The Financial Reserve Policy, attached to this Resolution, is approved and incorporated by reference as Exhibit “A.”

3. The Pension Funding Policy, attached to this Resolution, is approved and incorporated by reference as Exhibit “B.”
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2 4. This Resolution takes effect February 13, 2024.

ADOPTED this ____ day of _____________________, 2024

Daniel R. Slater, Mayor, City of Orange

ATTEST:

Pamela Coleman, City Clerk, City of Orange

APPROVED AS TO FORM:

Mike Vigliotta, City Attorney

STATE OF CALIFORNIA )

COUNTY OF ORANGE )

CITY OF ORANGE )

I, PAMELA COLEMAN, City Clerk of the City of Orange, California, do hereby certify that the foregoing Resolution was duly and regularly adopted by the City Council of the City of Orange at a regular meeting thereof held on the day of , 20 24 by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:

Pamela Coleman, City Clerk, City of Orange

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EXHIBIT “A”

FINANCIAL RESERVE POLICY

PURPOSE

The purpose of this policy is to establish adequate reserves for the City to continue to meet its financial obligations in the event of economic uncertainty, catastrophes, or other unforeseen circumstances. This policy will be reviewed annually during the preparation of the City’s budget and recommended changes will be presented to the City Council for consideration with the adoption of the budget.

BACKGROUND

It is essential for governments to maintain adequate levels of fund balance to mitigate current and future risks (e.g. revenue shortfalls and unanticipated expenditures) and to support long- term financial plans. This policy establishes the reserve levels for various City funds. The policy covers the General Fund Group (which includes the General Fund, Building Records Management Fee Fund, Business Investment Fund, and Capital Projects Fund), Internal Service Funds (which includes Vehicle and Equipment Maintenance and Replacement Funds, General Liability and Workers Compensation Funds, Employee Accrued Liability Fund, and Computer Maintenance and Replacement Funds), the Water Fund, and the Sanitation Fund. For purposes of this policy, the General Fund Group includes the Business Investment Fund, and Capital Projects Fund, since the resources maintained in these funds originated from the General Fund .

The General Fund Group also includes the Building Records Management Fee Fund, since this fund is included with the General Fund for financial reporting purposes . Unless otherwise specified, appropriations from fund balance will continue to be made as they are under both existing policies and the Orange Municipal Code.

For the General Fund Group, fund balances are considered to be unrestricted and available for use at the discretion of the City Council, unless the fund balances have been designated as non-spendable or restricted. Nonspendable are amounts that are not in a spendable form (such as inventory) or are required to be maintained intact (such as the corpus of an endowment fund). Restricted are amounts constrained to specific purposes by their providers (such as grantors, bondholders, and higher levels of government), through constitutional provisions, or by enabling legislation. Under GASB Statement 54 - Fund Balance Reporting and Governmental Fund Type Definitions, unrestricted fund balances may be categorized as committed, assigned and unassigned.

To be categorized as Committed, amounts can be used only for the specific purposes determined by the highest level of decision -making authority (i.e. the City Council). The City Council has the authority to establish a fund balance commitment, through the action of a resolution or an ordinance, and must use the same action to modify or rescind that commitment.

To be categorized as Assigned, amounts are identified to reflect the City’s intended use of those resources. Such intent is to be established by the City Council; however, the City Council may designate that authority to another body or official. All special revenue funds, will be classified as assigned, unless they qualify as restricted or committed. 302

GASB 54 requires the governing body to take action on fund balance classifications prior to fiscal year end. In other words, Commitments and Assignments appearing on the June 30 balance sheet must be acted on or before the last City Council meeting prior to June 30. The action does not need to include the exact dollar amount but should provide clear directions to determine the amount once the City’s books are closed for the fiscal year. GASB 54 recommends that the City Council take formal action either by resolution or ordinance to Commit fund balance. GASB 54 allows the governing body to delegate a level of authority to Assign fund balance.

All General Fund fund balance resources that cannot be properly classified into the non- spendable, restricted, committed or assigned category will be categorized as Unassigned.

GENERAL FUND GROUP

The City Council may Commit or Assign unrestricted fund balances in the General Fund, Building Record Management Fee Fund, Business Investment Fund, and Capital Projects Fund for two primary purposes: (1) to ensure the continued orderly operation of City government, while maintaining the stability of tax and fee structures in the event of unforeseen occurrences or emergencies outside of the City’s control; and (2) to allow for the setting aside of funds for particular purposes that will be spent in future years.

General Fund Catastrophic Reserve

Definition & Purpose: To address unforeseen occurrences or emergencies. Unforeseen occurrences or emergencies may include uncertainties related to local economic downturns, State and/or Federal actions affecting local revenues, uninsured losses, errors in actuarial liability estimates, and other financial risks outside the control of the City. The City Council commits these balances for Contingencies in the financial records and on the annual audited financial statements.

Fund Balance Classification: Restricted

Minimum Reserve Level: 16.6% (i.e. 60 days) of annual General Fund expenditures for the respective fiscal year.

Required Action for Use: City Council Resolution

Re-establishing minimum balance: If the balance falls below the minimum reserve level, the City Manager shall be required to formulate a plan to restore the balance to the minimum amount required within a 2-year period.

General Fund Encumbrances

Definition & Purpose: To report outstanding and purchase order commitments at the end of the fiscal year. The City Council assigns these balances as Encumbrances in the financial records and on the annual audited financial statements. This reserve is for financial statement reporting purposes only and will be allocated to expenditure appropriations as applicable in the subsequent year.
303

Fund Balance Classification: Committed

Minimum Reserve Level: None.

Required Action for Use: The City Council defers authority to staff to determine the amount of outstanding contract and purchase order commitments at the end of every fiscal year.

Re-establishing minimum balance: Not applicable.

General Fund Unencumbered Carryover Appropriations

Definition & Purpose: To establish an assignment of fund balance for continuing appropriations, as approved along with the budget . The City Council will determine this amount along with the adoption of the subsequent year’s budget and assign these balances as Carryover Appropriations in the financial records and on the annual audited financial statements. This reserve is for financial statement reporting purposes only and will be allocated to expenditure appropriations as applicable in the subsequent year.

Fund Balance Classification: Assigned

Minimum Reserve Level: None.

Required Action for Use: Appropriation by City Council.

Re-establishing minimum balance: Not applicable.

Building Records Management Fee Fund Balance

Definition & Purpose: This fund is maintained as a separate fund for budgetary purposes to record revenues and expenditures related to the maintenance and management of building records.

The City Council assigns this fund balance as Building Records Management in the financial records and on the annual audited financial statements within the General Fund.

Fund Balance Classification: Assigned

Minimum Reserve Level: None.

Required Action for Use: Appropriation by City Council.

Re-establishing minimum balance: Not applicable.

Business Investment Fund Balance

Definition & Purpose: This fund is maintained as a separate fund for budgetary purposes to track payments related to certain tax sharing agreements, and to set aside funds to attract new businesses to the City in the future. The primary funding source for the Business Investment 304

Fund is transfers from the General Fund. The City Council assigns this fund balance as Business Investment in the financial records and on the annual audited financial statements within the General Fund.

Fund Balance Classification: Assigned

Minimum Reserve Level: None – set annually by City Council upon budget adoption.

Required Action for Use: Appropriation by City Council.

Re-establishing minimum balance: Not applicable.

Capital Projects Fund Balance

Definition & Purpose: This fund is maintained as a separate fund for budgetary and financial reporting purposes for capital projects that are funded by the General Fund. The primary funding source for the Capital Projects Fund is transfers from the General Fund. The City Council assigns this fund balance as Capital Improvements in the financial records and on the annual audited financial statements.

Fund Balance Classification: Assigned

Minimum Reserve Level: The annual average of the five-year Capital Improvement Plan budgeted expenditures, or 50% of single highest year in the five-year CIP, whichever is higher. This will be calculated on an annual basis as part of the budget preparation and adoption.

Required Action for Use: The City Council appropriates funds from the fund balance in conjunction with the adoption of the annual budget . At other times, fund balance may be appropriated by City Council under existing policies.

Re-establishing minimum balance: As directed by the City Council during the budget process.

INTERNAL SERVICE FUNDS

Internal service funds are used to efficiently allocate costs of various internal functions to the City’s individual departments and funds. These services include equipment maintenance and replacement, self-insurance funds, employee accrued liabilities, and information technology maintenance and replacement. Internal service funds utilize proprietary accounting. As such, the classifications of fund balance described above do not apply to the internal service funds.

Reserve levels will be determined on a current resource basis (current assets less current liabilities) and established from a strictly budgetary perspective.

305

Vehicle Replacement Fund

Definition & Purpose: To provide a source of funding for the acquisition and replacement of all rolling stock and equipment, including vehicles, heavy machinery and equipment, and trailers.

The funding source for this fund is charges to user departments.

Fund Balance Classification: Assigned

Minimum Reserve Level: The annual average of the prior three years’ of actual vehicle and equipment expenditures.

Required Action for Use: Appropriation by City Council.

Re-establishing minimum balance: As directed by the City Council during the budget process.

Major Building Improvements Fund

Definition & Purpose: To provide a source of funding for major building improvements. The primary funding source for the Major Building Improvements Fund is transfers from the Capital Projects Fund.

Fund Balance Classification: Assigned

Minimum Reserve Level: None.

Required Action for Use: Appropriation by City Council.

Re-establishing minimum balance: Not applicable.

Workers’ Compensation Se1f-Insurance Fund

Definition & Purpose: To provide funding for the City’s workers’ compensation insurance program, which includes limited self-insurance.

Fund Balance Classification: Assigned

Minimum Reserve Level: One hundred fifty percent (150%) of the annual average of the prior three years’ of actual workers’ compensation claims paid.

Required Action for Use: Appropriation by City Council.

Re-establishing minimum balance: If the balance falls below the minimum reserve level, the City Manager shall be required to formulate a plan to restore the balance to the minimum amount required within a 2-year period.

306

General Liability Self-Insurance Fund

Definition & Purpose: To provide funding for the City’s general liability insurance program, which includes limited self-insurance.

Fund Balance Classification: Assigned

Minimum Reserve Level: One hundred fifty percent (150%) of the annual average of the prior three years’ of actual general liability claims paid.

Required Action for Use: Appropriation by City Council.

Re-establishing minimum balance: If the balance falls below the minimum reserve level, the City Manager shall be required to formulate a plan to restore the balance to the minimum required amount within a 2-year period.

Computer and Technology Replacement Fund

Definition & Purpose: To provide a source of funding for the acquisition and replacement of the City’s information technology infrastructure and related equipment.

Fund Balance Classification: Assigned

Minimum Reserve Level: The annual average of the prior three years’ of actual computer and technology capital expenditures.

Required Action for Use: Appropriation by City Council.

Re-establishing minimum balance: As directed by the City Council during the budget process.

CITY COUNCIL DISCRETIONARY RESERVE

In order to ensure adequate liquidity for emergencies and imbalances in cash flow, the combined Restricted and Assigned fund balances of the General Fund Catastrophic Reserve, Building Records Management Fee Fund, Business Investment Fund, Capital Projects Fund, Vehicle Replacement Fund, Major Building Improvements Fund, Pension Stabilization/Employee Accrued Liability Fund, Computer and Technology Replacement Fund, and unassigned General Fund balance, collectively known as the City Council Discretionary Reserve , shall be maintained at a minimum level of 30% of General Fund expenditures in the respective fiscal year.

ENTERPRISE FUNDS

Enterprise funds are maintained for funds whose primary source of revenue is charges for services.

The City maintains enterprise funds for two functions: Water and Sanitation . The California Constitution restricts revenues generated by the user charges to be used only for the purposes for which the fees are collected. Enterprise funds utilize proprietary accounting. As such, the classifications of fund balance described above do not apply to the enterprise funds. Reserve levels 307

will be determined on a current resource basis (current assets less current liabilities) and established from a strictly budgetary perspective.

Water Fund Operating Reserve

Definition & Purpose: To provide a contingency reserve for the Water Fund in the event of unexpected increases in expenses, shortfalls in revenue, or catastrophic events.

Fund Balance Classification: Restricted

Minimum Reserve Level: Twenty-five percent (25%) of budgeted operating expenses in the respective fiscal year.

Required Action for Use: Appropriation by City Council.

Re-establishing minimum balance: If the balance falls below the minimum reserve level, the City Manager shall be required to formulate a plan to restore the balance to the minimum required amount within a 2-year period.

Sanitation Fund Operating Reserve

Definition & Purpose: To provide a contingency reserve for the Sanitation Fund in the event of unexpected increases in expenses, shortfalls in revenue, or catastrophic events.

Fund Balance Classification: Restricted

Minimum Reserve Level: Twenty-five percent (25%) of budgeted operating expenses in the respective fiscal year.

Required Action for Use: Appropriation by City Council.

Re-establishing minimum balance: If the balance falls below the minimum reserve level, the City Manager shall be required to formulate a plan to restore the balance to the minimum required amount within a 2-year period.

Sanitation Capital Fund

Definition & Purpose: This fund is maintained separately for budgetary purposes to account for the sanitation infrastructure fee . The revenue generated from this charge is to be used for capital improvements to the City’s sewer infrastructure. It is combined with the Sanitation Fund for financial reporting purposes.

Fund Balance Classification: Restricted

Minimum Reserve Level: None.

Required Action for Use: Appropriation by City Council. 308

Re-establishing minimum balance: Not applicable.

EXCESS FUND BALANCE

At the end of each fiscal year, the Finance Department reports on the audited year-end financial results. Should actual General Fund revenues exceed expenditures encumbrances, and continuing appropriation a year-end operating surplus shall be reported. Any year-end surplus that results in the General Fund unrestricted fund balance, afte r providing funding necessary to achieve the minimum reserve levels required by this reserve policy, shall be available for allocation for the following, subject to City Council approval:

Offset projected future deficits
Anticipated intergovernmental fiscal impacts
One-time funding, non-recurring needs
Loan repayment acceleration

Upon funding of the above, the division of remaining surplus balances shall be recommended to the City Council by the City Manager or designee, between the City Council Discretionary Reserve and Pension Stabilization Fund Reserve (as described in Exhibit “B”), based on most critical needs at that time.

REPORTING OF FUND BALANCES

The City Council delegate the authority to assign fund balances in the Annual Comprehensive Financial Report (ACFR) to the City Manager and the Finance Director. This delegation of authority does not change the current practice but rather formalize the reporting process to meet the GASB 54 requirements and added transparency to the annual financial report.

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EXHIBIT “B”

PENSION FUNDING POLICY

PURPOSE

The purpose of this policy is to establish a framework to address current and future pension obligations in order to minimize the fiscal impact of such obligations.

BACKGROUND

As demonstrated in Exhibit “A” of this Resolution, t he City seeks to achieve a strong financial position by maintaining adequate levels of reserves and working capital necessary to provide financial flexibility to weather unexpected circumstances and economic downturns. The City also seeks to reduce its unfunded CalPERS liabilities in the most cost-effective manner possible.

The City acknowledges that addressing retirement costs is a dynamic process: unfunded liabilities change each year, due to actual investment performance, changes in actuarial assumptions, changes in benefit levels or criteria, and annual contribution leve ls. As such, the City will be required to continually monitor unfunded CalPERS liability costs.

These policies are designed to provide a framework for decision -making as well as general guidelines for the application of additional monies or “Additional Discretionary Payments” toward the City’s unfunded CalPERS liability costs.

Timing of Annual Unfunded Accrued Liability Payment

CalPERS offers a discount for the annual unfunded accrued liability (UAL) payment if paid in one lump sum in July. Based on the current 7% discount rate, this results in a 3% savings on the payment. To the extent that City investments are yielding less than the rate of savings, the City shall endeavor to make the payment as a lump sum each fiscal year.

Cost Sharing by Employees

The City Council has established, by agreement with the City’s employee collective bargaining units, pension cost sharing, to the extent that such cost sharing is allowed to be imposed under State law. As of adoption of this policy, Classic Miscellaneous members contribute 8% toward the normal cost, Classic Safety members contribute (or will contribute by the end of their current contracts) 12% toward the normal cost, and all New (i.e. PEPRA) members contribute 50% of normal cost. This policy does not precl ude bargaining units or any other employees from contributing a greater amount toward their pension benefits through the collective bargaining process.

Pension Obligation Bonds (POBs)

The City may , from time -to-time, use bonds to “refinance” a portion of its unfunded pension liability. Bonds shall be issued as part of a comprehensive plan to address the City’s unfunded 310

liabilities. Since these bonds are issued on a taxable basis, they carry a higher interest rate than traditional municipal “tax-exempt” debt. The City shall adhere to the following general criteria to address Government Finance Officers Association (GFOA) concerns:

• The bonds shall not be structured to defer payments or extend the final maturity date. • Bonds shall be structured with standard call provisions (e.g., 100%-102% in 10 years). • Bonds shall not finance current or normal costs; they shall only be used to refi nance unfunded pension liabilities.
• The true interest cost on bonds shall be at least 2.5% less than the current /projected CalPERS Discount Rate.
• Bonds should provide demonstrated cash flow savings - a target minimum of 20% net present value (NPV) savings (except for refunding bonds).

Additional Discretionary Payments

Beginning in FY 2022-23 or sooner, assuming the City issues POBs, the City shall calculate the normal cost contribution rate for a discount rate that is at least 0.25% less than the CalPERS discount rate. The difference between the CalPERS contribution rate and the calculated contribution rate shall be added to the bi -weekly payroll and deposited into the Pension Stabilization Fund. In April of every year, accumulated funds from these deposits shall be paid to CalPERS as an ADP toward the unfunded liabili ty. These payments shall be applied toward the CalPERS amortization base(s) with the longest remaining term.

Additionally, ad-hoc payments may be made from time to time. These payments may be budgeted, or be made from the Pension Stabilization Fund. These payments shall require City Council approval. These payments shall be applied toward the CalPERS amortizat ion base(s) with the longest remaining term.

Pension Stabilization Fund

The City shall establish a Pension Stabilization Fund. To the extent that the City has: excess reserves, unspent budget monies at year-end, unspent proceeds from a capital project, and/or one- time revenues, the City shall endeavor to apply 50% of such monies toward the Pension Stabilization Fund.

The Pension Stabilization Fund shall be used to maximize interest costs savings by liquidating unfunded liability amortization bases (i.e. Additional Discretionary Payments as described above) and to address future amortization bases. Use of the Pension Stabilization Fund shall be recommended by the City Manager and approved by the City Council through the budget adoption process.

The City Council, at its discretion, may establish a Section 115 Trust to house the Pension Stabilization Fund.

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Agenda Item
City Council
Item #: 3.12. 2/13/2024 File #: 23-0761
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Monica Espinoza, Human Resources Director

1. SUBJECT
Revision of City’s Employer-Employee Relations Rules and Regulations. Resolution No. 11529.

2. SUMMARY
Resolution No. 11529 updates the Employer-Employee Relations Resolution to conform to current law.

3. RECOMMENDED ACTION
Adopt Resolution No. 11529. A Resolution of the City Council of the City of Orange rescinding Resolution Nos. 3611, 4115, and 4125 and updating Employer-Employee Relations Rules and Regulations in accordance with the requirements of Chapter 10, Division 4, Title 1 of the Government Code of the State of California.

4. FISCAL IMPACT
None

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
a: Provide staffing and resources to deliver services that ensure public safety.

Goal 4: Provide outstanding public service
e: Attract, retain and develop quality employees dedicated to public service.

6. DISCUSSION AND BACKGROUND
In 1972 the City first adopted an Employer-Employee Relations Resolution (EERR) to establish policies and procedures for compliance with the Meyers-Brown-Milias Act (MMBA), the collective bargaining law for local government. Since then, the MMBA and the City’srecognized bargaining groups and job classifications have changed.

In compliance with the MMBA, the proposed EERR updates orderly procedures for the administration of employer-employee relations, clarifying the rights and obligations of employees, recognized employee organizations, and City management. The proposed EERR reflects current legal terminology, processes, and formats the document consistent with the changes in the Government Code. The City of Orange has satisfied the meet and consult requirement with all recognized City of Orange Printed on 2/8/2024Page 1 of 2
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312
Item #: 3.12. 2/13/2024 File #: 23-0761
bargaining groups pursuant to the MMBA.

7. ATTACHMENTS
· Resolution No. 11529
City of Orange Printed on 2/8/2024Page 2 of 2
powered by Legistar™
313
Agenda Item
City Council
Item #: 3.12. 2/13/2024 File #: 23-0761
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Monica Espinoza, Human Resources Director

1. SUBJECT
Revision of City’s Employer-Employee Relations Rules and Regulations. Resolution No. 11529.

2. SUMMARY
Resolution No. 11529 updates the Employer-Employee Relations Resolution to conform to current law.

3. RECOMMENDED ACTION
Adopt Resolution No. 11529. A Resolution of the City Council of the City of Orange rescinding Resolution Nos. 3611, 4115, and 4125 and updating Employer-Employee Relations Rules and Regulations in accordance with the requirements of Chapter 10, Division 4, Title 1 of the Government Code of the State of California.

4. FISCAL IMPACT
None

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
a: Provide staffing and resources to deliver services that ensure public safety.

Goal 4: Provide outstanding public service
e: Attract, retain and develop quality employees dedicated to public service.

6. DISCUSSION AND BACKGROUND
In 1972 the City first adopted an Employer-Employee Relations Resolution (EERR) to establish policies and procedures for compliance with the Meyers-Brown-Milias Act (MMBA), the collective bargaining law for local government. Since then, the MMBA and the City’srecognized bargaining groups and job classifications have changed.

In compliance with the MMBA, the proposed EERR updates orderly procedures for the administration of employer-employee relations, clarifying the rights and obligations of employees, recognized employee organizations, and City management. The proposed EERR reflects current legal terminology, processes, and formats the document consistent with the changes in the Government Code. The City of Orange has satisfied the meet and consult requirement with all recognized City of Orange Printed on 2/8/2024Page 1 of 2
powered by Legistar™
314
Item #: 3.12. 2/13/2024 File #: 23-0761
bargaining groups pursuant to the MMBA.

7. ATTACHMENTS
· Resolution No. 11529
City of Orange Printed on 2/8/2024Page 2 of 2
powered by Legistar™
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RESOLUTION NO. 11529

A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF ORANGE RESCINDING RESOLUTION
NOS. 3611, 4115, AND 4125 AND UPDATING THE

EMPLOYER-EMPLOYEE RELATIONS RULES AND

REGULATIONS IN ACCORDANCE WITH THE
REQUIREMENTS OF CHAPTER 10, DIVISION 4,
TITLE 1 OF THE GOVERNMENT CODE OF STATE

OF CALIFORNIA

WHEREAS, Chapter 10, Division 4, Title 1 of the Government Code of the State of California (the “Meyers -Milias-Brown Act” or “MMBA”) states that one of its purposes is to promote improved employer -employee relations between public employers and their employees by establishing uniform and orderly methods of communication between employees and the public agencies by which they are employed; and

WHEREAS, Government Code Section 3507 empowers a City to adopt reasonable rules and regulations after consultation in good faith with representatives of its recognized employee organizations for the administration of employer-employee relations; and

WHEREAS, the City desires to adopt and update such reasonable rules and regulations as authorized by law; and

WHEREAS, the City of Orange passed and adopted Resolution No. 3611 on March 21, 1972, establishing procedures for administration of employer-employee relations between the City and its employee organizations; and

WHEREAS, the City of Orange passed and adopted Resolution No. 4115 on March 18, 1975, amending Resolution No. 3611; and

WHEREAS, the City of Orange passed and adopted Resolution No. 4125 on April 15, 1975, amending Resolution No. 3611; and

WHEREAS, in preparation for the introduction of this Resolution, the City of Orange has met and consulted with all recognized bargaining groups pursuant to MMBA.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Orange that:

1. Resolution Nos. 3611, 4115, and 4125 are hereby rescinded and the revised provisions attached in Exhibits A & B are approved as the City’s rules and regulations for employer-employee relations; and

2. This Resolution No. 11529 shall take effect immediately upon its adoption by the City Council of the City of Orange and the City Clerk shall certify the vote adopting this Resolution. 316
2 ADOPTED this ____ day of ____________________, 2024.

Daniel R. Slater, Mayor, City of Orange

ATTEST:

Pamela Coleman, City Clerk, City of Orange

APPROVED AS TO FORM:

Mike Vigliotta, City Attorney

STATE OF CALIFORNIA )

COUNTY OF ORANGE )

CITY OF ORANGE )

I, PAMELA COLEMAN, City Clerk of the City of Orange, California, do hereby certify that the foregoing Resolution was duly and regularly adopted by the City Council of the City of Orange at an adjourned regular meeting thereof held on the _____ day of , 2024 by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:

Pamela Coleman, City Clerk, City of Orange

Exhibits: A & B
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1 EXHIBIT “A”

EMPLOYER-EMPLOYEE RELATIONS RESOLUTION

ARTICLE I – GENERAL PROVISIONS

Section 1.01 Purpose:

This Resolution implements Chapter 10, Division 4, Title 1 of the Government Code of the State of California (Sections 3500 et seq.) known as the “Meyers-Milias-Brown Act” (“MMBA”), by providing orderly procedures for the administration of employer -employee relations between the City of Orange (“City”) and its employee organizations. Nothing contained herein, however, shall be deemed to supersede the provisions of State law, resolutions and rules which establish and regulate the civil service system, or which provide for other methods of administering employer - employee relations. This Resolution is intended to strengthen municipal service and other methods of administering employer-employee relations through the establishment of uniform and orderly methods of communications between employees, employee organizations, and the City.

It is the purpose of this Resolution to provide procedures for meeting and conferring in good faith with Exclusively Recognized Employee Organizations regarding matters that directly and significantly affect and primarily involve the wages, hours, and other terms and conditions of employment of employees in appropriate units, and that are not preempted by Federal or State law.

The City shall not be required to meet and confer over the merit, necessity or organization of any service or activity provided by law or executive order.

Nothing contained in this Resolution shall be construed to restrict any legal or inherent exclusive City rights with respect to matters of general legislative or managerial policy. Unless specifically in conflict with applicable Memoranda of Understanding (MOU), the City retains all management rights, which include, but are not limited to: the sole and exclusive right to determine the City’s mission, including that of its constituent departments, commissions, and boards ; and the sole and exclusive right to direct the affairs of, manage, and maintain the efficiency of the City, to set standards of service, and to control the organization and operation of the City. The City also has the sole and exclusive right to take any act ions which the City deems desirable to conduct its affairs, including, but not limited to , determining the procedures and standards of selection for employment, directing its work force (including scheduling and assigning work and overtime), hiring, firing, discharges, promotions, demotions, transfers, taking disciplinary action, determining the methods, means and personnel by which City operations are to be conducted, relieving employees from duty because of budgetary considerations, lack of work, or other lawful reasons, subcontracting, maintaining discipline and efficiency of employees, determining the content of job classifications, taking all necessary actions to carry out its mission in emergencies, and exercising complete control and discretion over its organization and the technology of performing its work consistent with the provisions of this Resolution and the MMBA. The foregoing is meant to be descriptive of the City’s rights, and not exhaustive . The City, in exercising these rights and functions, will not discriminate against any employee because of membership or non-membership in any employee organization.
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2 Section 1.02. Definitions:

As used in this Resolution, the following terms shall have the meanings indicated:

A. “Appropriate unit” means a unit of employee classes or positions, established pursuant to Article II of this Resolution.

B. “City” means the City of Orange, and, where appropriate herein, refers to the City Council or any duly authorized City representative as herein defined.

C. “Confidential Employee” means an employee who, in the course of their duties, has access to confidential information relating to the City’s administration of employer -employee relations; or whose duties and responsibilities are so closely aligned with those of a management employee as to establish an identification with the implementation or dissemination of management policies on a city-wide or department-wide basis.

In connection with this latter definition and in the interest of preserving the City’s efficient operations, certain positions in the following Departments or areas shall be deemed presumptively Confidential:

i. City Manager’s Office;

ii. City Attorney’s Office;

iii. City Clerk’s Office;

iv. Human Resources;

v. Information Technology, and;

vi. Finance.

E. “Day(s)” means calendar day(s) unless expressly stated otherwise.

F. “Employee Relations Officer” means the City Manager or the Human Resources Director, or their duly authorized designee.

G. “Exclusively Recognized Employee Organization” , also referred to as Employee Organization(s) and Recognized Employee Organization (s), means an employee organization which has been formally acknowledged by the City as the sole employee organization representing the employees in an appropriate representation unit determined pursuant to Article II of this Resolution, having the exclusive right to meet and confer in good faith concerning matters within the scope of representation pertaining to unit employees, and thereby assuming the corresponding obligation of fairly representing such employees.

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3 Such recognition status may only be challenged by another employee organization as set forth in Article II Section 8 of this Resolution.

H. “Impasse” means that the representatives of the City and a Recognized Employee Organization have reached a point in their good faith negotiations where their differences on matters to be included in a MOU, and/or concerning matters over which they are required to meet and confer, remain so substantial and prolonged that further meeting and conferring would be futile.

I. “Management Employee” means an employee having responsibility for formulating, administering, or managing the implementation of City policies and programs.

J. “Meet and Confer” as defined in California Government Code Section 3504, means that the duly authorized representatives of the City and the Recognized Employee Organization have the mutual obligation to personally meet and confer upon request by either party, at reasonable times and in good faith, in order to exchange information , opinions, and proposals regarding matters within the scope of representation in an effort to reach agreement on those matters. This does not require either party to agree to a proposal or to make a concession. The process shall include adequate time for the resolution of impasses.

K. “Meet and Consult” as defined in California Government Code Section 3504, means to meet and discuss issues with all affected recognized employee organizations, in good faith, for the purpose of presenting and obtaining views or advising of proposed actions in an effort to reach a consensus; and, as distinguished from meeting and conferring in good faith regarding matters within the required scope of representation does not involve an endeavor to reach a binding agreement, nor is it subject to the impasse resolution procedures set forth in Article IV of this Resolution.

L. “Proof of Employee Support” means (1) An authorization document signed and dated by an employee, provided that the authorization has not been subsequently revoked in writing by the employee; (2) A verified authorization petition or petitions signed and dated by an employee; or (3) Employee dues deduction authorizations, using the payroll register for the period immediately prior to the date a petition is filed hereunder, except that dues deduction authorizations for more than one employee organization for the account of any one employee shall not be considered as proof of employee support for any employee organization. The only authorization which shall be considered a s proof of employee support hereunder shall be the authorization last signed by an employee.

M. “Supervisory Employee” means any employee having authority, in the interest of the City, to hire, transfer, suspend, layoff, recall, promote, discharge, assign, reward, or discipline other employees, or responsibly to direct them, or to adjust their grievances, or effectively to recommend such action if, in connection with the foregoing, the exercise of such authority is not of a merely routine or clerical nature, but requires the use of independent judgment.

N. Terms not defined herein shall have the meanings as set forth in the MMBA.

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4 ARTICLE II – REPRESENTATION PROCEEDINGS

Section 2.01. Filing of Recognition Petition by Employee Organization:

An employee organization which seeks to be formally acknowledged as the Exclusively Recognized Employee Organization representing the employees in an appropriate unit shall file a petition with the Employee Relations Officer containing the following inform ation and documentation:

A. Name and address of the employee organization;

B. Names and titles of its officers, and mailing addresses;

C. Names and telephone numbers of employee organization representatives who are authorized to speak on behalf of the organization in any communication with the City;

D. A statement that the employee organization has, as one of its primary purposes, the responsibility of representing employees in their employment relations with the City;

E. A statement whether the employee organization is a chapter of, or affiliated directly or indirectly in any manner, with a local, regional, state, national or international organization, and, if so, the name and address of each such other organization;

F. Copies of the employee organization’s constitution and bylaws, if available;

G. A designation of those persons, not exceeding two (2) in number, and their addresses, and/or email addresses, to whom notice sent by regular United States mail and/or email will be deemed sufficient notice on the employee organization for any purpose;

H. A statement that the employee organization has no restriction on membership based on a legally protected classification (i.e. race, color, religion, creed, sex, national origin, age, marital status, sexual orientation, mental or physical disability, medical condition, military or veteran status, gender identity or expression, genetic information), if available;

I. The job classifications or position titles of employees in the unit claimed to be appropriate and the approximate number of member employees therein;

J. A statement that the employee organization has in its possession proof of employee support as herein defined to establish that a majority of the employees in the unit claimed to be appropriate have designated the employee organization to represent them i n their employment relations with the City. Such written proof shall be submitted for confirmation to the Employee Relations Officer or to a mutually agreed upon disinterested third party; and

K. A request that the Employee Relations Officer formally acknowledge the petitioner as the Exclusively Recognized Employee Organization representing the employees in the unit claimed to be appropriate for the purpose of meeting and conferring in good faith.

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5 The Petition, including the proof of employee support and all accompanying documentation, shall be declared to be true, correct and complete, under penalty of perjury, by the duly authorized officer(s) of the employee organization executing it.

Section 2.02. City Response to Recognition Petition:

Upon receipt of the Petition, the Employee Relations Officer shall determine whether:

A. There has been compliance with the requirements for the filing of a Recognition Petition as set forth in section 2.01, and;

B. The proposed representation unit is an appropriate unit in accordance with Section

2.07 of this Article II.

If an affirmative determination is made by the Employee Relations Officer on the foregoing two (2) matters, they shall so inform the petitioning employee organization, shall give written notice of such request for recognition to the employees in the unit and shall take no action on said request for thirty (30) days thereafter.

If either of the foregoing matters are not affirmatively determined, the Employee Relations Officer shall offer to consult thereon with such petitioning employee organization and, if such determination thereafter remains unchanged, shall inform that organization of the reasons therefore in writing.

The petitioning employee organization may appeal such determination in accordance with Section

2.10 of this Resolution.

Section 2.03. Open Period for Filing Challenging Petition:

Within thirty (30) days of the date written notice was given to affected employees that a valid recognition petition for an appropriate unit has been filed, any other employee organization may file a competing request to be formally acknowledged as the exc lusively recognized employee organization of the employees in the same or in an overlapping unit (one which corresponds with respect to some, but not all the classifications or positions set forth in the recognition petition being challenged), by filing a petition evidencing proof of employee support in the unit claimed to be appropriate of at least thirty percent (30%) and otherwise in the same form and manner as set forth in Article II, Section 2.01 of this Resolution. If such challenging petition seeks establishment of an overlapping unit, the Employee Relations Officer shall call for a hearing on such overlapping petitions for the purpose of ascertaining the appropriate unit, at which time the petitioning employee organizations shall be heard. Thereaft er, the Employee Relations Officer shall determine the appropriate unit or units in accordance with the standards in Article II, Section 2.07 of this Resolution, and shall provide written notice of their determination to each petitioning employee organization.

If the petitioning employee organizations do not agree with the decision rendered by the Employee Relations Officer, the petitioning employee organizations shall have fifteen (15) days from the date the Employee Relations Officer notified them of their unit determination to amend their petitions to conform to such determination or to appeal such determination pursuant to Article II, Section 2.10 of this Resolution.
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6 Section 2.04. Granting Recognition Without an Election:

If the Petition is in order, and the proof of support shows that a majority of the employees in the unit deemed to be appropriate have designated the petitioning employee organization to represent them, and if no other employee organization filed a challenging petition, the petitioning employee organization and the Employee Relations Officer shall request the California State Mediation and Conciliation Service, or another agreed-upon neutral third party, review the count, form, accuracy and propriety of the proof of support. If the neutral third party makes an affirmative determination, the Employee Relations Officer shall formally acknowledge the petitioning employee organization as the Exclusive Recognized Employee Organization for the designated unit.

Section 2.05. Election Procedure:

Where recognition is not granted pursuant to Section 2.04 of this Resolution, then, upon determination of an appropriate unit in accordance with Sections 2.02 and 2.07 of this Resolution, the Employee Relations Officer shall arrange for a secret ballot election to be conducted by a party agreed to by the Employee Relations Officer and the concerned employee organization(s), in accordance with such party's rules and procedures subject to the provisions of this Resolution. All employee organizations who have duly submitted petitions which have been determined to be in conformance with this Article II shall be included on the ballot. The choice of “no organization” shall also be included on the ballot thereby allowing employees the choice of representing themselves individually in their employment relations with the City.

Employees entitled to vote in such election shall be those persons employed in regular permanent positions within the designated appropriate unit who were employed during the pay period immediately prior to the date which ended at least fifteen (15) days b efore the date the election commences, including those who did not work during such period because of illness, vacation or other authorized leaves of absence, and who are employed by the City in the same unit on the date of the election.

An employee organization shall be formally acknowledged as the Exclusively Recognized Employee Organization for the designated appropriate unit following an election or run -off election if it received a numerical majority of all valid votes cast in the ele ction. In an election involving three or more choices, where none of the choices receives a majority of the valid votes cast, a run-off election shall be conducted between the two choices receiving the largest number of valid votes cast. The rules governing an initial election shall also apply to a run-off election.

There shall be no more than one (1) valid election under this Resolution pursuant to any petition in a 12-month period affecting the same unit.

In the event that the parties are unable to agree on a third party to conduct an election, the election shall be conducted by the California State Mediation and Conciliation Service (“CSMCS”). In the event that CSMCS declines to conduct the election, for a ny reason, then the election shall be conducted by a neutral arbitrator selected from a list of seven (7) names to be provided by CSMCS or, if that body for any reason fails to provide such a list, by the American Arbitration Association.

The incumbent recognized employee organization shall first strike one (1) name, the petitioning 323
7 organization shall then strike one (1) name, the Employee Relations Officer shall next strike one (1) name, and alternate so forth until the last name remaining shall be the Election Supervisor.

If, once the alternate election monitor is appointed, the parties cannot agree as to the time, place, and manner of the election, the parties shall authorize the election monitor to unilaterally determine such issues and carry out the election accordingly.

Costs of conducting elections shall be borne in equal shares by the City and by each Exclusively Recognized Employee Organization appearing on the ballot.

Section 2.06. Procedure for Decertification of Exclusively Recognized Employee Organization:

A Decertification Petition alleging that the incumbent Exclusively Recognized Employee Organization no longer represents a majority of the employees in an established appropriate unit may be filed with the Employee Relations Officer only during the month o f March of any year following the first full year of recognition or during the thirty (30) day period commencing one hundred twenty (120) days prior to the termination date of a Memorandum of Understanding (MOU) then having been in effect less than three ( 3) years, whichever occurs later. A Decertification Petition may be filed by two or more employees or their representative, or an employee organization, and shall contain the following information and documentation declared by the duly authorized signatory under penalty of perjury to be true, correct and complete:

A. The name, address and telephone number of the petitioner and a designated representative authorized to receive notices or requests for further information;

B. The name of the established appropriate unit and of the incumbent Exclusively Recognized Employee Organization sought to be decertified as a representative of that unit;

C. An allegation that the incumbent Exclusively Recognized Employee Organization no longer represents a majority of the employees in the appropriate unit, and any other relevant and material facts relating thereto, and;

D. Proof of employee support that at least thirty percent (30%) of the employees in the established appropriate unit no longer desire to be represented by the incumbent Exclusively Recognized Employee Organization. Such proof shall be submitted for confirma tion to the Employee Relations Officer or to a mutually agreed upon disinterested third party within the time limits specified in the first paragraph of this Section 2.06.

An employee organization may, in satisfaction of the Decertification Petition requirements set forth in this Resolution, file a Petition under this Section in the form of a Recognition Petition that evidences proof of employee support of at least thirty percent (30%) percent, that includes the allegation and information required und er this Section 2.06, and otherwise conforms to the requirements of Section 2.01 of this Resolution.

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8 The Employee Relations Officer shall initially determine whether the Petition has been filed in compliance with the applicable provisions of this Resolution. If their determination is in the negative, they shall offer to consult thereon with the representative(s) of such petitioning employees or employee organization and, if such determination thereafter remains unchanged, shall return such Petition to the employees or employee organization with a statement of the reasons therefor in writing. The petitioning employees or employee organization may appeal such determination in accordance with Section 2.10 of this Resolution. If the determination of the Employee Relations Officer is in the affirmative, or if their negative determination is reversed on appeal, they shall give written notice of such Decertification or Recognition Petition to the incumbent Exclusively Recognized Employee Organization and to unit employees. Upon request, the Employee Relations Officer shall provide a copy of the petition with na mes and all other identifying information redacted.

The Employee Relations Officer shall thereupon arrange for a secret ballot election to be held on or about thirty (30) days after such notice to determine the wishes of unit employees as to the question of decertification and, if a Recognition Petition was duly filed hereunder, the question of representation. Such election shall be conducted in conformance with Section 2.05 of this Resolution.

During the "open period" specified in the first paragraph of this Section 2.06, the Employee Relations Officer may on their own motion, when they have reason to believe that a majority of unit employees no longer wish to be represented by the incumbent Exclusively Recognized Employee Organization, give notice to that organization and all unit employees that they will arrange for an election to determine that issue. In such event any other employee organization may within fifteen (15) days of such notice file a Recognition Petition in accordance with Section 2.01, which the Employee Relations Officer shall act on in accordance with this Section 2.06.

If, pursuant to this Section 2.06, a different employee organization is formally acknowledged as the Exclusively Recognized Employee Organization, such organization shall be bound by all the terms and conditions of any MOU then in effect for its remaining term.

Section 2.07. Policy and Standards for Determination of Appropriate Units:

The Employee Relations Officer shall maintain a list of all current bargaining units in the City and shall have the management discretion to form and define reasonable bargaining units, based on the procedures specified in this Resolution. The policy objectives in determining the appropriateness of units shall be the effect of a proposed unit on (1) the efficient operations of the City and its compatibility with the primary responsibili ty of the City and its employees to effectively and economically serve t he public, and (2) providing employees with effective representation based on recognized community of interest considerations. These policy objectives require that the appropriate unit shall be the broadest feasible grouping of positions that share an ide ntifiable community of interest.

In considering whether classifications share an identifiable community of interest, the following factors shall be considered:

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9 A. Similarity of the work performed, required qualifications, levels of responsibility, and the general working conditions;

B. History of representation in the City , except that no unit shall be deemed appropriate solely on the basis of the extent to which employees in the proposed unit have organized;

C. Consistency with the organizational patterns and structure of the City;

D. Effect of differing legally mandated impasse resolution procedures;

E. Number of employees and classifications, and the effect on the administration of employer-employee relations created by the fragmentation of classifications and proliferation of units; and

F. Effect on the classification structure and impact on the stability of the employer - employee relationship of dividing a single or related classifications among two or more bargaining units.

Notwithstanding the foregoing provisions of this Section, managerial, supervisory and confidential responsibilities, as defined in Section 1.02 of this Resolution, are determining factors in establishing appropriate units hereunder, and therefore manageria l, supervisory and confidential employees may only be included in a unit consisting solely of managerial, supervisory or confidential employees respectively.

The Employee Relations Officer shall, after notice to and consultation with affected employee organizations, allocate new classifications or positions, delete eliminated classifications or positions, and retain, reallocate or delete classifications or positions from units in accordance with the provisions of this Section. The decision of the Employee Relations Officer shall be final.

Section 2.08. Procedure for Modification of Established Appropriate Units:

Requests by employee organizations for modifications of established appropriate units may be considered by the Employee Relations Officer only during the period specified in Section 2.06 of this Article II. Such requests shall be submitted in the form of a Recognition Petition and, in addition to the requirements set forth in Section 2.01 of this Resolution, shall contain a complete statement of all relevant facts and citations in support of the proposed mo dified unit in terms of the policies and standards set forth in Section 2.07 of this Resolution. The Employee Relations Officer shall process such petitions as other Recognition Petitions under this Article II.

When new classifications are adopted, existing classifications abolished, or when a classification is no longer compatible with the existing bargaining unit under the factors of Section 2.07 of this Article II, the Employee Relations Officer may, by their own motion, at any time propose that an established unit be modified. The Employee Relations Officer shall give written notice of the proposed modification(s) to any affected employee organization and shall hold a meeting 326
10 concerning the proposed modification(s), at which time all affected employee organizations shall be heard.

Thereafter the Employee Relations Officer shall determine the composition of the appropriate unit or units in accordance with Section 2.07 of this Resolution, and shall give written notice of such determination to the affected employee organizations. The Employee Relations Officer's determination may be appealed as provided in Section 2.10 of this Resolution. If a unit is modified pursuant to the motion of the Employee Relations Officer hereunder, employee organizations may thereafter file Recognition Pet itions seeking to become the Exclusively Recognized Employee Organization for such new appropriate unit or units pursuant to Section 2.01 of this Resolution.

Section 2.09. Procedure for Processing Severance Requests:

An employee organization may file a request to become the Exclusively Recognized Employee Organization of a unit alleged to be appropriate that consists of a group of employees who are already a part of a larger established unit represented by another exclusively recognized employee organization. The timing, form and processing of such request shall be as specified in Section 2.08 of this Resolution for modification requests.

Section 2.10. Appeals:

An employee organization aggrieved by a determination of the Employee Relations Officer that a Recognition Petition (Section 2.01), Challenging Petition (Section. 2.03), Decertification Petition (Section 2.06), Determination of an Appropriate Unit (Sec tion 2.07), Unit Modification Petition (Section 2.08) or Severance Request (Sec tion 2.09) has not been filed in compliance with the applicable provisions of this Article II, may, within fifteen (15) days of notice of the Employee Relations Officer’s determination, appeal such determination to the City Council for final decision.

Appeals to the City Council shall be filed in writing with the City Clerk and Human Resources Department, and a copy thereof served on the Employee Relations Officer. The City Council shall commence to consider the matter within thirty (30) days of the filing of the appeal. The City Council may, in its discretion, refer the dispute to a non-binding third party hearing process. Costs shall be borne in equal shares by the City and by each Exclusively Recognized Employee Organization

Any decision of the City Council on the use of such procedure, and/or any decision of the City Council determining the substance of the dispute shall be final and binding.

Section 2.11. Abandonment of Unit or Good Faith Doubt of Majority Representative:

In the event a bargaining unit appears to have been abandoned by its Exclusively Recognized Employee Organization, or in the event that the Employee Relations Officer has a good faith doubt that the Exclusively Recognized Employee Organization represents a majority of the members of the unit, the Employee Relations Officer shall serve notice to the affected employee organization(s) stating the evidence leading them to the belief of abandonment or doubt of majority 327
11 representational status. Such affected employee organization shall have twenty (20) days to present written evidence and argument to the contrary.

If, after the twenty-day period expires, the Employee Relations Officer still believes the unit has been abandoned or still has a good faith doubt of majority representation, the Employee Relations Officer shall thereupon arrange for a secret ballot election to be held on or about fifteen (15) days after notice thereof to determine the wishes of unit members. The question before the electorate shall be, “Do you wish to continue to be represented by (name of association or union) in your formal bargaining relationship with the City?” If the answer by a majority of valid votes cast is in the affirmative, there shall be no change in representational status. If the answer by a majority of valid votes cast is in the negative, then the organization’s representational status as bargaini ng representative for the unit in question shall be terminated.

Details of such election shall be handled in accordance with applicable provisions of Section 2.05 of this Resolution.

ARTICLE III – ADMINISTRATION

Section 3.01. Submission of Current Information by Recognized Employee Organizations:

All changes in the information filed with the City by an Exclusively Recognized Employee Organization under items ( A) through (G) of its Recognition Petition under Section 2.01 of this Resolution shall be submitted in writing to the Employee Relations Officer within fourteen (14) days of such change.

Section 3.02. Employee Organization Activities - Use of City Resources:

Access to City work locations and the use of City paid time, facilities, equipment and other resources by employee organizations and those representing them shall be authorized only to the extent provided for in Memoranda of Understanding and/or administra tive procedures, and shall be limited to lawful activities consistent with the provisions of this Resolution that pertain directly to the employer -employee relationship . This authorized access shall not interfere with the efficiency, safety and security of City operations.

Section 3.03. Administrative Rules and Procedures:

The City Manager is hereby authorized to establish such rules and procedures as appropriate to implement and administer the provisions of this Resolution after consultation with affected employee organizations.

ARTICLE IV – DISPUTE RESOLUTION

Section 4.01. Initiation of Impasse Procedures:

If the meet and confer process has reached impasse as defined in Article I, Section 1.02 of this Resolution, either party may initiate the impasse procedures by filing with the other party a written 328
12 request for an impasse meeting, together with a statement of its position on all issues. An impasse meeting shall then be scheduled promptly by the Employee Relations Officer. The purpose of such meeting shall be:

A. To identify and specify in writing the issue or issues that remain in dispute;

B. To review the position of the parties in a final effort to reach agreement on a MOU; and

C. If the impasse is not resolved, to discuss arrangements for the utilization of the impasse procedures provided herein.

Section 4.02. Impasse Procedures:

When agreement is not reached through the meet and confer process, dispute settlement procedures have been established to facilitate resolution of unresolved negotiation items at impasse. Either party may initiate the impasse procedures by filing with the other party a written declaration of impasse, which shall identify all mandatory subjects of bargaining which remain in dispute.

Section 4.03. Mediation:

Upon written declaration of impasse, or at any other time during a meet and confer process, either party may request mediation within fifteen (15) days. The parties shall only proceed to mediation upon mutual agreement. All mediation proceedings shall be private. The Mediator shall make no public recommendations nor take any public position concerning the issue(s). If the parties are unable to agree on a mediator after a reasonable period of time, they shall select the mediator from a list of seven (7) names to be provided by the California State Mediation and Conciliation Service, or if that body for any reason shall fail to provide such list, by the American Arbitration Association. The parties shall alternatively strike one (1) name, beginning with the recognized employee organization, until there is one (1) remaining name on the list who shall be the mediator.

Section 4.04. Fact-Finding:

A recognized employee organization may request that the disputed issue(s) identified in the written declaration of impasse be submitted to fact-finding. If the matter was submitted to mediation, the request to proceed to fact -finding must be filed no earlier than thirty (30) days, but no later than forty-five (45) days, after the mediator was appointed. If the matter was not submitted to mediation, the request to proceed to fact -finding must be made within thirty (30) days after the written declaration of impasse. If the matter is submitted to fact -finding, the parties will comply with the provisions of the Meyers -Milias-Brown A ct and the Public Employment Relations Board’s regulations concerning fact-finding.

Section 4.05. Implementation of Terms:

If the recognized employee organization fails to submit a timely request for mediation or fact - finding, the City may implement its last, best, and final offer as authorized by the Meyers-Milias- Brown Act.
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13 Section 4.06. Costs:

The cost for the services of a mediator and any other mutually incurred costs of any impasse procedures, including fact-finding, shall be borne equally by the City and Exclusively Recognized Employee Organization(s). Separately incurred services or costs shall be borne solely by the party incurring the cost.

ARTICLE V – MISCELLANEOUS PROVISIONS

Section 5.01. Construction:

This Resolution shall be administered and construed as follows:

A. Nothing in this Resolution shall be construed to deny to any person, employee, organization, the City, or any authorized officer, body or other representative of the City, the rights, powers and authority granted by Federal or State law.

B. This Resolution shall be interpreted so as to carry out its purpose as set forth in Article I.

C. Nothing in this Resolution shall be construed as making the provisions of California Labor Code Section 923 applicable to City employees or employee organizations, or of giving employees or employee organizations the right to participate in, support, cooperate or encourage, directly or indirectly, any strike, sickout or other total or partial stoppage or slowdown of work.

In consideration of and as a condition of initial and continued employment by the City, employees recognize that any such actions by them are in violation of their conditions of employment, except as expressly otherwise provided by legally preemptive State or contrary local law. In the event employees engage in such actions, they shall subject themselves to discipline up to and including termination, and may be replaced, to the extent such actions are not prohibited by preemptive law; and employee organizations may thereby forfeit all rights accorded them under this Resolution and other City law for a period of up to one (1) year from commencement of such activity.

D. Nothing in this Resolution shall be construed as a waiver of any rights unless expressly and specifically stated.

Section 5.02. Suspension of Recognition:

Recognition of an employee organization may be suspended for:

(a) Repeated or continued failure or refusal to comply with the provisions of this Resolution.

(b) Intentional furnishing of false information to the City.

(c) Violation of any law, contract provisions, court decision or court orders.

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14 Reasonable notice and opportunity to correct violations shall be given prior to suspension under this Section.

Section 5.03. Severability:

If any provision of this Resolution, or the application of such provision to any persons or circumstances, shall be held invalid, the remainder of this Resolution, or the application of such provision to persons or circumstances other than those as to which it is held invalid, sha ll not be affected thereby.

All other Resolutions, or parts of Resolutions, in conflict with the provisions of this Resolution are hereby expressly repealed.

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1 EXHIBIT “B”

EMPLOYER-EMPLOYEE RELATIONS RESOLUTION

This Resolution is adopted after consultation in good faith with the current Exclusively Recognized Employee Organizations consisting of:

City of Orange Police Association (COPA); City of Orange Police Management Association (PMA); International Brotherhood of Electrical Workers (IBEW) Local 47; Orange City Fire Management Association (FMA); Orange City Firefighters, Inc. Local 2384 of the International Association of Fire Firefighters, AFL -CIO; Orange Maintenance and Crafts Employees’ Association (OMCEA) ; Orange Management Association (OMA); and Orange Municipal Employees’ Association (OMEA).
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Agenda Item
City Council
Item #: 7.1. 2/13/2024 File #: 24-0065
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Pamela Coleman, City Clerk

1. SUBJECT
Resignation of Carol Fox from the Design Review Committee.

2. SUMMARY
Carol Fox submitted a letter of resignation effective March 7, 2024.

3. RECOMMENDED ACTION
Accept the resignation of Committee Member Fox effective March 7, 2024; and direct the City Clerk to post a Notice of Vacancy no earlier than February 16, 2024, and no later than March 27, 2024, pursuant to the Maddy Act.

4. ATTACHMENTS
· Letter of Resignation
City of Orange Printed on 2/8/2024Page 1 of 1
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Agenda Item
City Council
Item #: 7.1. 2/13/2024 File #: 24-0065
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Pamela Coleman, City Clerk

1. SUBJECT
Resignation of Carol Fox from the Design Review Committee.

2. SUMMARY
Carol Fox submitted a letter of resignation effective March 7, 2024.

3. RECOMMENDED ACTION
Accept the resignation of Committee Member Fox effective March 7, 2024; and direct the City Clerk to post a Notice of Vacancy no earlier than February 16, 2024, and no later than March 27, 2024, pursuant to the Maddy Act.

4. ATTACHMENTS
· Letter of Resignation
City of Orange Printed on 2/8/2024Page 1 of 1
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335
Agenda Item
City Council
Item #: 7.2. 2/13/2024 File #: 23-0821

1. SUBJECT
Appointments to the Santiago Creek Commission.

2. SUMMARY
With the adoption of Ordinance No. 13-23 and Resolution No. 11505 (adopted on October 10, 2023, and November 28, 2023, respectively), the Santiago Creek Commission was established.

Resolution No. 11505 established the Commission’s qualifications for appointment including the number of representatives and terms. The newly created Santiago Creek Commission shall consist of seven members. For the initial committee, three of the members (chosen randomly) shall be appointed to a term expiring June 30, 2027 (and then every four years thereafter) and four of the members shall be appointed to a term expiring on June 30, 2028.

3. RECOMMENDED ACTION
Confirm Mayor Slater’srecommendation to appoint Pamela Galera, David Hillman, and Susan Tillou to a term ending June 30, 2027; and Addison Adams, Robert Baca, Michael Knight, and Brendon Moeller to a term ending June 30, 2028.

4. ATTACHMENTS
· None
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Agenda Item
City Council
Item #: 7.2. 2/13/2024 File #: 23-0821

1. SUBJECT
Appointments to the Santiago Creek Commission.

2. SUMMARY
With the adoption of Ordinance No. 13-23 and Resolution No. 11505 (adopted on October 10, 2023, and November 28, 2023, respectively), the Santiago Creek Commission was established.

Resolution No. 11505 established the Commission’s qualifications for appointment including the number of representatives and terms. The newly created Santiago Creek Commission shall consist of seven members. For the initial committee, three of the members (chosen randomly) shall be appointed to a term expiring June 30, 2027 (and then every four years thereafter) and four of the members shall be appointed to a term expiring on June 30, 2028.

3. RECOMMENDED ACTION
Confirm Mayor Slater’srecommendation to appoint Pamela Galera, David Hillman, and Susan Tillou to a term ending June 30, 2027; and Addison Adams, Robert Baca, Michael Knight, and Brendon Moeller to a term ending June 30, 2028.

4. ATTACHMENTS
· None
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Agenda Item
City Council
Item #: 8.1. 2/13/2024 File #: 24-0086
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Mike Vigliotta, City Attorney

1. SUBJECT
Agreements between the City and Milan REI X, LLC to extend certain statutes of limitation to further evaluate non-residential uses for the “Brandman site” and the “Creekside Village site.”

2. SUMMARY
In order to further evaluate non-residential uses for the “Brandman site” and the “Creekside Village site”,including, but not limited to, recreational and sport uses, educational institution uses, acquisition by the City or a third party, or other paths for non-residential uses, the City and Milan REI X, LLC, seek to extend relevant statutes of limitation to file applications and/or lawsuits regarding development applications for the two sites.

3. RECOMMENDED ACTION

1. Approve the Agreements with Milan REI X, LLC to extend statutes of limitation in order to further evaluate non-residential uses for the Brandman and Creekside Village sites, including, but not limited to, recreational and sport uses, educational institution uses, acquisition by the City or a third party, or other paths to keep these two sites open space.

2. Create an ad hoc committee of three or less council members to explore non-residential uses for the two sites.

3. Delegate authority to the City Manager, with the concurrence of the City Attorney, to execute or terminate one or both of the Agreements.

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 2: Be a Fiscally Healthy Community
d. Effectively manage and develop City assets.
e. Create an environment to attract, retain and expand economic opportunities.

6. DISCUSSION AND BACKGROUND
Milan REI X, LLC (Milan) owns the real property at 6146 Santiago Canyon Road (the “Brandman site”)and the real property located along Santiago Canyon Road with the Assessor’sparcel numbers of 370-011-08, 370-041-12, 370-011-18, 370-011-22, 370-041-25, 093-280-07, 093-280-27, 093-280- 29, 093-280-30, and 093-280-07 (the “Creekside Village site”) to be henceforth referred to as “Sites”.

The City and Milan (Parties) currently have different interpretations of relevant state law, in part, City of Orange Printed on 2/8/2024Page 1 of 2
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Item #: 8.1. 2/13/2024 File #: 24-0086
The City and Milan (Parties) currently have different interpretations of relevant state law, in part, concerning the processing of the applications, including the scope of the materials Milan must provide to the City and the City’s duty to process and approve the proposed development projects.

The Parties wish to have time to further evaluate non-residential uses for the Sites, including, but not limited to, recreational and sport uses, educational institution uses, acquisition by the City or a third party, or other paths for non-residential uses that may be acceptable to both Parties. In the absence of the time provided by this Agreement, the Parties (and in particular, Milan) may be forced to seek relief through the courts. The Parties believe it is in their best interests to avoid the time, expense, and risk of such litigation for the period identified by these Agreements.

7. ATTACHMENTS
· Tolling Agreement with Milan REI X, LLC (Brandman site) · Tolling Agreement with Milan REI X, LLC (Creekside Village site) City of Orange Printed on 2/8/2024Page 2 of 2
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Agenda Item
City Council
Item #: 8.1. 2/13/2024 File #: 24-0086
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Mike Vigliotta, City Attorney

1. SUBJECT
Agreements between the City and Milan REI X, LLC to extend certain statutes of limitation to further evaluate non-residential uses for the “Brandman site” and the “Creekside Village site.”

2. SUMMARY
In order to further evaluate non-residential uses for the “Brandman site” and the “Creekside Village site”,including, but not limited to, recreational and sport uses, educational institution uses, acquisition by the City or a third party, or other paths for non-residential uses, the City and Milan REI X, LLC, seek to extend relevant statutes of limitation to file applications and/or lawsuits regarding development applications for the two sites.

3. RECOMMENDED ACTION

1. Approve the Agreements with Milan REI X, LLC to extend statutes of limitation in order to further evaluate non-residential uses for the Brandman and Creekside Village sites, including, but not limited to, recreational and sport uses, educational institution uses, acquisition by the City or a third party, or other paths to keep these two sites open space.

2. Create an ad hoc committee of three or less council members to explore non-residential uses for the two sites.

3. Delegate authority to the City Manager, with the concurrence of the City Attorney, to execute or terminate one or both of the Agreements.

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 2: Be a Fiscally Healthy Community
d. Effectively manage and develop City assets.
e. Create an environment to attract, retain and expand economic opportunities.

6. DISCUSSION AND BACKGROUND
Milan REI X, LLC (Milan) owns the real property at 6146 Santiago Canyon Road (the “Brandman site”)and the real property located along Santiago Canyon Road with the Assessor’sparcel numbers of 370-011-08, 370-041-12, 370-011-18, 370-011-22, 370-041-25, 093-280-07, 093-280-27, 093-280- 29, 093-280-30, and 093-280-07 (the “Creekside Village site”) to be henceforth referred to as “Sites”.

The City and Milan (Parties) currently have different interpretations of relevant state law, in part, City of Orange Printed on 2/8/2024Page 1 of 2
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Item #: 8.1. 2/13/2024 File #: 24-0086
The City and Milan (Parties) currently have different interpretations of relevant state law, in part, concerning the processing of the applications, including the scope of the materials Milan must provide to the City and the City’s duty to process and approve the proposed development projects.

The Parties wish to have time to further evaluate non-residential uses for the Sites, including, but not limited to, recreational and sport uses, educational institution uses, acquisition by the City or a third party, or other paths for non-residential uses that may be acceptable to both Parties. In the absence of the time provided by this Agreement, the Parties (and in particular, Milan) may be forced to seek relief through the courts. The Parties believe it is in their best interests to avoid the time, expense, and risk of such litigation for the period identified by these Agreements.

7. ATTACHMENTS
· Tolling Agreement with Milan REI X, LLC (Brandman site) · Tolling Agreement with Milan REI X, LLC (Creekside Village site) City of Orange Printed on 2/8/2024Page 2 of 2
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TOLLING AGREEMENT
This TOLLING AGREEMENT ("Agreement") effective _______________, 2024 ("Effective Date") is made by and between Milan REI X, LLC, a California limited liability company (“Milan”) and the City of Orange, a municipal corporation (the “City”). Milan and the City are sometimes referred to herein each as a “Party” and together as the “Parties”.

RECITALS
A. Milan owns the real property commonly known as 6146 Santiago Canyon Road (the “Brandman site”) in the City (the "Property").

B. On or about October 3, 2023, Milan submitted to the City a preliminary application pursuant to Senate Bill 330 (“SB 330”) for a housing development project on the Brandman site (“Project”).

C. The October 3, 2023, application (the “Application” for the “Project”) replaced a previously filed application for a housing development project on the Property.

D. On November 17, 2023, the City sent a letter to Milan stating that, while it was not required under the law to give notice, the City believed the Application did not include certain statutorily required information.

E. The City and Milan currently have different interpretations of relevant state law, in part, concerning the processing of the Application, including the scope of the materials Milan must provide to the City and the City’s duty to process and approve the Project. For example, Milan asserts that the Application must be processed pursuant to California Government Code section 65589.5, subdivision (d), the so-called “Builders Remedy” provision, and that the Application is not subject to any time limits imposed by SB 330. In this case, in part, the City asserts that an SB 330 application does not preserve the “Builders Remedy” if such remedy applies to the Project. In contrast, Milan asserts that, pursuant to the legal position of the California Department of Housing and Community Development, an SB 330 application does vest an application for a Builder’s Remedy project.

F. The Parties wish to have time to further evaluate non-residential uses for the Property, including, but not limited to, recreational and sport uses, uses by an educational institution, acquisition by the City or a third party, or other paths. that may be acceptable to both Parties. In the absence of the time provided by this Agreement, the Parties (and in particular, Milan) may be forced to seek relief through the courts. The Parties believe it is in their best interests to avoid the time, expense, and risk of such litigation for the period identified by this Agreement.

G. First, the Parties wish to toll the applicable time period(s) in which Milan must submit a complete Application for the Project (the “Application Period”), without Milan or the City waiving any rights or arguments related to their respective obligations, limitations or 342
protections, including, but not limited to, waiving the right to assert that a complete Application is or is not required or waiving any claims related to the City’s processing of the Application (the “Tolled Application Period”).

H. Second, the Parties wish to preserve any rights that may exist as of the date of this Agreement for the Parties to commence legal action at a future date concerning the City’s processing of the Application and/or the Project, which, but for this Agreement, might otherwise be time-barred by any applicable statute of limitations, laches, and other possible time-bars and defenses based in whole or in part on the time which may elapse from the effective date of this Agreement to the filing of an action (all of which time-bars and defenses, including, the statute of limitations and laches, are referred to as “Time Defenses” (the “Tolled Litigation Period”).

NOW, THEREFORE, in consideration of the terms and conditions of this Agreement, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:

AGREED TERMS AND CONDITIONS

1. Recitals. The above Recitals form a material part of this Agreement, are true and correct, and are incorporated herein by this reference and made a part hereof.

2. Tolled Application Period. As to the Tolled Application Period, this Agreement shall become effective as of the Effective Date, and shall remain in effect, unless further extended, until six (6) months after the Effective Date, or until cancelled by either the City or Milan hereto upon thirty (30) days advance written notice. Upon the termination of the Tolled Application Period, the Application Period shall resume running, and any remaining periods of time within the Application Period shall be preserved during the Tolled Application Period until such termination.

For example, if sixty (60) days of a one hundred eighty (180) period in which to submit a complete application had run as of the Effective Date, then, at the termination of the Tolled Application Period, one hundred twenty (120) days would remain until the Application Period deadline.

3. Tolled Litigation Period. As to the Tolled Litigation Period, this Agreement shall become effective as of the Effective Date, and shall remain in effect, unless further extended, until six (6) months after the Effective Date, or until cancelled by either the City or Milan hereto upon thirty (30) days advance written notice. Upon the termination of the Tolled Litigation Period, any and all applicable statutes of limitation shall resume running, and any remaining periods of time with the applicable statutes of limitation shall be preserved during the Tolled Litigation Period.

For example, if sixty (60) days of a one year period in which to file litigation had run as of the Effective Date, then, at the termination of the Tolled Litigation Period, three hundred and five (305) days would remain under the relevant statute of limitation.

4. Covenant Not to Challenge Legitimacy of Either Tolling Period. Nothing in this Agreement nor the circumstances that gave rise to this Agreement shall be construed as an acknowledgment by any Party that any claim was or was not barred, or was or was not about to be barred, by any Time Defenses or other defense based on the lapse of passage of time, as of the end 343
of the day immediately preceding the start of the Tolled Application Period and/or the Tolled Litigation Period (collectively “Tolled Periods”).

5. Covenant Not to Commence Litigation During Tolled Periods. Parties agree that they will not commence litigation concerning any claims referenced in this Agreement during the Tolled Periods, and Milan will not file or join with any other party in litigation concerning any other so-called “Builder’s Remedy” application currently on file with the City or that may be filed by any party, including Milan or anyone doing so on Milan’s behalf, during the Tolled Periods.

6. Extension of Tolled Periods. In the Parties’ discretion, prior to termination of the Tolled Periods, this Agreement may be mutually extended in writing for an additional period(s) of time.

7. No Waiver. Nothing in this agreement shall operate as a waiver of and/or prejudice either Party's right to assert that the statute of limitations or any other Time Defenses have been tolled or have not yet run for reasons other than the stated in this Agreement.

8. No Admission. This Agreement does not constitute an admission of any liability or wrongdoing by either Party to this Agreement nor regarding either Party's views of the facts, or the law, as they pertain to the Tolled Periods and/or any tolled claims that may exist.

9. Notice. Each Party shall deliver any notice under this Agreement (each, a "Notice") in writing and addressed to the other Party at its address set out below (or to any other address that the receiving Party may designate from time to time in accordance with this section). Each Party shall deliver all Notices by personal delivery, nationally recognized overnight courier (with all fees prepaid), email, or certified or registered mail (in each case, return receipt requested, postage prepaid). A Notice is effective only (a) upon receipt by the receiving Party; and (b) if the Party giving the Notice has complied with the requirements of this Section. Either Party may at any time, by giving ten (10) days’ written notice to the other Party hereto, designate any other person or address in substitution of the address to which such notice shall be given.

If to City: City of Orange
300 E. Chapman Avenue
Orange, CA 92866
Attn: City Manager
with a copy to: Michael Vigliotta
300 E. Chapman Avenue
Orange, CA 92866
Email: [email protected]
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If to Milan: Milan Capital Management
701 South Parker Street, Suite 5200
Orange, CA 92868
Attn: Christopher Nichelson, President
with a copy to: Alex DeGood
Cox, Castle & Nicholson LLP
2029 Century Park East, Suite 2100
Los Angeles, CA 90067
Email: [email protected]

10. Entire Agreement. This Agreement, including the recitals, constitutes the entire agreement and understanding of the Parties and supersedes all prior negotiations and/oral agreements, proposed or otherwise, written or oral, concerning the subject matter hereof. Each Party acknowledges that in entering into this Agreement, she/it has not relied on any promise, representation, or warranty not contained in this Agreement.

11. Modification. No modification of this Agreement shall be binding unless in writing and signed by each of the Parties hereto.

12. Successors. The Parties intend this Agreement to be legally binding upon and shall inure to the benefit of each of them and their respective parents, subsidiaries, affiliates, predecessors, successors, assigns, executors, administrators, heirs, and estates. Such successors include any entity or entities that may purchase or have transferred to them title to or some form of ownership interest in the Property or part of the Property.

13. Interpretation, Severability, and Enforcement.
a. Interpretation. The headings in this Agreement are purely for convenience and are not to be used as an aid in interpreting its terms. The Parties agree that they participated equally in drafting and negotiating the terms of this Agreement and that this Agreement shall not be construed against either Party as the author or drafter of the Agreement.
b. Severability. Should any provision of this Agreement be declared or be determined by any court to be illegal, invalid, or unenforceable, the validity of the remaining parts, terms, or provisions shall not be affected thereby and the illegal, invalid, or unenforceable part, term, or provision shall be deemed not to be a part of this Agreement. c. Enforcement. Nothing in this Agreement shall be construed as, or constitute, a release of any Party's right to enforce the terms of this Agreement. This Agreement shall be construed and interpreted in accordance with the laws of the State of California.
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14. Authority. The signatories to this Agreement represent and warrant that they have the authorization and power to bind the Party on whose behalf they are signing, and that no other individuals or parties are necessary to join herein in order to toll the statute of limitations and other Time Defenses for the Tolled Claims.

15. Counterparts and Copies. This Agreement may be executed by the Parties in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Facsimile signatures and signature pages sent by email shall be binding as though they are originals.

IN WITNESS WHEREOF , and intending to be legally bound, each Party hereto has caused this Agreement to be executed as of the date(s) set forth below.

MILAN
__________________________
Name: Christopher Nichelson
Its: President
Dated:

CITY OF ORANGE
_________________________
Name:

Its:

Dated:
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TOLLING AGREEMENT
This TOLLING AGREEMENT ("Agreement") effective ______________, 2024 ("Effective Date") is made by and between Milan REI X, LLC, a California limited liability company (“Milan”) and the City of Orange, a municipal corporation (the “City”). Milan and the City are sometimes referred to herein each as a “Party” and together as the “Parties”.

RECITALS
A. Milan owns the real property located along Santiago Canyon Road with the Assessor’s parcel numbers of 370-011-08, 370-041-12, 370-011-18, 370-011-22, 370-041-25, 093-280-07, 093-280-27, 093-280-29, 093-280-30, and 093-280-07 (the “Creekside Village site”) in the City (the "Property").

B. On or about October 3, 2023, Milan submitted to the City a preliminary application pursuant to Senate Bill 330 (“SB 330”) for a housing development project on the Brandman site (“Project”).

C. The October 3, 2023, application (the “Application” for the “Project”) replaced a previously filed application for a housing development project on the Property.

E. On November 17, 2023, the City sent a letter to Milan stating that, while it was not required under the law to give notice, the City believed the Application did not include certain statutorily required information.

F. The City and Milan currently have different interpretations of relevant state law, in part, concerning the processing of the Application, including the scope of the materials Milan must provide to the City and the City’s duty to process and approve the Project. For example, Milan asserts that the Application must be processed pursuant to California Government Code section 65589.5, subdivision (d), the so-called “Builders Remedy” provision, and that the Application is not subject to any time limits imposed by SB 330. In this case, in part, the City asserts that an SB 330 application does not preserve the “Builders Remedy” if such remedy applies to the Project. In contrast, Milan asserts that, pursuant to the legal position of the California Department of Housing and Community Development, an SB 330 application does vest an application for a Builder’s Remedy project.

G. The Parties wish to have time to further evaluate non-residential uses for the Property, including, but not limited to, recreational and sport uses, uses by an educational institution, acquisition by the City or a third party, or other paths. that may be acceptable to both Parties. In the absence of the time provided by this Agreement, the Parties (and in particular, Milan) may be forced to seek relief through the courts. The Parties believe it is in their best interests to avoid the time, expense, and risk of such litigation for the period identified by this Agreement. 347
H. First, the Parties wish to toll the applicable time period(s) in which Milan must submit a complete Application for the Project (the “Application Period”), without Milan or the City waiving any rights or arguments related to their respective obligations, limitations or protections, including, but not limited to, waiving the right to assert that a complete Application is or is not required or waiving any claims related to the City’s processing of the Application (the “Tolled Application Period”).

I. Second, the Parties wish to preserve any rights that may exist as of the date of this Agreement for the Parties to commence legal action at a future date concerning the City’s processing of the Application and/or the Project, which, but for this Agreement, might otherwise be time-barred by any applicable statute of limitations, laches, and other possible time-bars and defenses based in whole or in part on the time which may elapse from the effective date of this Agreement to the filing of an action (all of which time-bars and defenses, including, the statute of limitations and laches, are referred to as “Time Defenses” (the “Tolled Litigation Period”).

NOW, THEREFORE, in consideration of the terms and conditions of this Agreement, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:

AGREED TERMS AND CONDITIONS

1. Recitals. The above Recitals form a material part of this Agreement, are true and correct, and are incorporated herein by this reference and made a part hereof.

2. Tolled Application Period. As to the Tolled Application Period, this Agreement shall become effective as of the Effective Date, and shall remain in effect, unless further extended, until six (6) months after the Effective Date, or until cancelled by either the City or Milan hereto upon thirty (30) days advance written notice. Upon the termination of the Tolled Application Period, the Application Period shall resume running, and any remaining periods of time within the Application Period shall be preserved during the Tolled Application Period until such termination.

For example, if sixty (60) days of a one hundred eighty (180) period in which to submit a complete application had run as of the Effective Date, then, at the termination of the Tolled Application Period, one hundred twenty (120) days would remain until the Application Period deadline.

3. Tolled Litigation Period. As to the Tolled Litigation Period, this Agreement shall become effective as of the Effective Date, and shall remain in effect, unless further extended, until six (6) months after the Effective Date, or until cancelled by either the City or Milan hereto upon thirty (30) days advance written notice. Upon the termination of the Tolled Litigation Period, any and all applicable statutes of limitation shall resume running, and any remaining periods of time with the applicable statutes of limitation shall be preserved during the Tolled Litigation Period.

For example, if sixty (60) days of a one year period in which to file litigation had run as of the Effective Date, then, at the termination of the Tolled Litigation Period, three hundred and five (305) days would remain under the relevant statute of limitation. 348

4. Covenant Not to Challenge Legitimacy of Either Tolling Period. Nothing in this Agreement nor the circumstances that gave rise to this Agreement shall be construed as an acknowledgment by any Party that any claim was or was not barred, or was or was not about to be barred, by any Time Defenses or other defense based on the lapse of passage of time, as of the end of the day immediately preceding the start of the Tolled Application Period and/or the Tolled Litigation Period (collectively “Tolled Periods”).

5. Covenant Not to Commence Litigation During Tolled Periods. Parties agree that they will not commence litigation concerning any claims referenced in this Agreement during the Tolled Periods, and Milan will not file or join with any other party in litigation concerning any other so-called “Builder’s Remedy” application currently on file with the City or that may be filed by any party, including Milan or anyone doing so on Milan’s behalf, during the Tolled Periods.

6. Extension of Tolled Periods. In the Parties’ discretion, prior to termination of the Tolled Periods, this Agreement may be mutually extended in writing for an additional period(s) of time.

7. No Waiver. Nothing in this agreement shall operate as a waiver of and/or prejudice either Party's right to assert that the statute of limitations or any other Time Defenses have been tolled or have not yet run for reasons other than the stated in this Agreement.

8. No Admission. This Agreement does not constitute an admission of any liability or wrongdoing by either Party to this Agreement nor regarding either Party's views of the facts, or the law, as they pertain to the Tolled Periods and/or any tolled claims that may exist.

9. Notice. Each Party shall deliver any notice under this Agreement (each, a "Notice") in writing and addressed to the other Party at its address set out below (or to any other address that the receiving Party may designate from time to time in accordance with this section). Each Party shall deliver all Notices by personal delivery, nationally recognized overnight courier (with all fees prepaid), email, or certified or registered mail (in each case, return receipt requested, postage prepaid). A Notice is effective only (a) upon receipt by the receiving Party; and (b) if the Party giving the Notice has complied with the requirements of this Section. Either Party may at any time, by giving ten (10) days’ written notice to the other Party hereto, designate any other person or address in substitution of the address to which such notice shall be given.

If to City: City of Orange
300 E. Chapman Avenue
Orange, CA 92866
Attn: City Manager
with a copy to: Michael Vigliotta
300 E. Chapman Avenue
Orange, CA 92866
Email: [email protected]
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If to Milan: Milan Capital Management
701 South Parker Street, Suite 5200
Orange, CA 92868
Attn: Christopher Nichelson, President
with a copy to: Alex DeGood
Cox, Castle & Nicholson LLP
2029 Century Park East, Suite 2100
Los Angeles, CA 90067
Email: [email protected]

10. Entire Agreement. This Agreement, including the recitals, constitutes the entire agreement and understanding of the Parties and supersedes all prior negotiations and/oral agreements, proposed or otherwise, written or oral, concerning the subject matter hereof. Each Party acknowledges that in entering into this Agreement, she/it has not relied on any promise, representation, or warranty not contained in this Agreement.

11. Modification. No modification of this Agreement shall be binding unless in writing and signed by each of the Parties hereto.

12. Successors. The Parties intend this Agreement to be legally binding upon and shall inure to the benefit of each of them and their respective parents, subsidiaries, affiliates, predecessors, successors, assigns, executors, administrators, heirs, and estates. Such successors include any entity or entities that may purchase or have transferred to them title to or some form of ownership interest in the Property or part of the Property.

13. Interpretation, Severability, and Enforcement.
a. Interpretation. The headings in this Agreement are purely for convenience and are not to be used as an aid in interpreting its terms. The Parties agree that they participated equally in drafting and negotiating the terms of this Agreement and that this Agreement shall not be construed against either Party as the author or drafter of the Agreement.
b. Severability. Should any provision of this Agreement be declared or be determined by any court to be illegal, invalid, or unenforceable, the validity of the remaining parts, terms, or provisions shall not be affected thereby and the illegal, invalid, or unenforceable part, term, or provision shall be deemed not to be a part of this Agreement. c. Enforcement. Nothing in this Agreement shall be construed as, or constitute, a release of any Party's right to enforce the terms of this Agreement. This Agreement shall be construed and interpreted in accordance with the laws of the State of California.
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14. Authority. The signatories to this Agreement represent and warrant that they have the authorization and power to bind the Party on whose behalf they are signing, and that no other individuals or parties are necessary to join herein in order to toll the statute of limitations and other Time Defenses for the Tolled Claims.

15. Counterparts and Copies. This Agreement may be executed by the Parties in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Facsimile signatures and signature pages sent by email shall be binding as though they are originals.

IN WITNESS WHEREOF , and intending to be legally bound, each Party hereto has caused this Agreement to be executed as of the date(s) set forth below.

MILAN
__________________________
Name: Christopher Nichelson
Its: President
Dated:

CITY OF ORANGE
_________________________
Name:

Its:

Dated:
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Agenda Item
City Council
Item #: 8.2. 2/13/2024 File #: 23-0738
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Declare the property located at 515 Fletcher Avenue as Surplus Right-of-Way and authorize Property Exchange with Rexford Industrial Realty, L.P. Resolution No. 11526.

2. SUMMARY
Declaring the unimproved right-of-way on Fletcher Avenue as surplus and authorizing an exchange of this property with Rexford Industrial Realty, L.P., for a parcel at the southeast corner of Glassell Street and Fletcher Avenue for purposes as a future water well site.

3. RECOMMENDED ACTION

1. Adopt Resolution No. 11526. A Resolution of the City Council of the City of Orange finding that certain city-owned real property located at 515 Fletcher Avenue east of Glassell Street in the City of Orange is exempt surplus land pursuant to Government Code Section 54221 and finding that the foregoing action is exempt from review under the California Environmental Quality Act.

2. Approve the exchange of the declared surplus property with Rexford Industrial Realty, L.P.

3. Authorize the Mayor and City Clerk to execute the necessary documents for the disposal of the surplus property and the subsequent property exchange on behalf of the City.

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
d: Assure the development of the City occurs in a fashion that maximizes public safety.

Goal 2: Be a fiscally healthy community
d: Effectively manage and develop City assets.

6. DISCUSSION AND BACKGROUND
Most of Fletcher Avenue’sright-of-way, spanning between Glassell Street and the eastern railroad tracks, measures a total width of 60 feet. However, only the northern half, approximately 50 feet, has been developed with sidewalks and street pavement. This leaves the southern 10-foot strip as an unimproved dirt area. Although the existing street adequately connects to Heartside and Beachwood Streets, the unimproved portion, covering about 11,581 square feet, has been a consistent burden for City of Orange Printed on 2/8/2024Page 1 of 2
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Item #: 8.2. 2/13/2024 File #: 23-0738
the City in terms of maintenance, primarily for the removal of trash and weeds.

Simultaneously, the City’sWater Division has been focusing on a long-term plan, recognizing the need for a new water well in the vicinity of Glassell Street and Fletcher Avenue. The end portion of Fletcher Avenue, lying between Beachwood Street and the railroad tracks, was initially pinpointed as a potential site for this new water well. This site choice, however, would necessitate the construction of a lengthy pipeline connecting to the main water transmission line on Glassell Street, presenting both logistical and financial challenges.

In a parallel development, back in 2018, the property owners of the Volt Corporate Park, located at the southeast corner of Glassell Street and Fletcher Avenue, began contemplating the redevelopment of their property. Aware of these plans, the City saw an opportunity and approached the owners with the idea of purchasing a part of their property along Glassell Street. A water well situated here would be significantly advantageous due to its proximity to the main water transmission pipeline, ensuring an easier and more cost effective connection to the City’s water distribution system.

Despite these discussions, the property owners were initially reluctant to reduce the size of their property. This led to a standstill in plans, further prolonged by the COVID pandemic. However, last year, as the redevelopment plans gained momentum once again, the property owners presented a solution to the City: a proposal for a property exchange.

This proposed exchange involved the City offering the undeveloped strip of land along the south side of Fletcher Avenue, approximately 11.5 feet wide and 1,015 feet long, in return for a parcel on Glassell Street, measuring 79 feet wide by 154 feet long. The undeveloped Fletcher Avenue strip of land will be used for landscaping setback as part of the site’sultimate redevelopment. With the land swap, the City would be trading 11,581 square feet of its land for 12,166 square feet of strategically located land from the Volt Corporate Park owners.

It is recommended that the City Council approve this property exchange and authorize the Mayor and City Clerk to execute the related documentation on behalf of the City. The property exchange not only meets the City's immediate need for a suitable water well site but also aligns with strategic goals for effective asset management and enhanced public utility services.

7. ATTACHMENTS
· Attachment 1 Resolution No. 11526
· Attachment 2 Quitclaim Deed
· Attachment 2 Grant Deed
· Attachment 4 Location Map
· Attachment 5 Aerial Photo
· Attachment 6 Assessor’s Map
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Agenda Item
City Council
Item #: 8.2. 2/13/2024 File #: 23-0738
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Declare the property located at 515 Fletcher Avenue as Surplus Right-of-Way and authorize Property Exchange with Rexford Industrial Realty, L.P. Resolution No. 11526.

2. SUMMARY
Declaring the unimproved right-of-way on Fletcher Avenue as surplus and authorizing an exchange of this property with Rexford Industrial Realty, L.P., for a parcel at the southeast corner of Glassell Street and Fletcher Avenue for purposes as a future water well site.

3. RECOMMENDED ACTION

1. Adopt Resolution No. 11526. A Resolution of the City Council of the City of Orange finding that certain city-owned real property located at 515 Fletcher Avenue east of Glassell Street in the City of Orange is exempt surplus land pursuant to Government Code Section 54221 and finding that the foregoing action is exempt from review under the California Environmental Quality Act.

2. Approve the exchange of the declared surplus property with Rexford Industrial Realty, L.P.

3. Authorize the Mayor and City Clerk to execute the necessary documents for the disposal of the surplus property and the subsequent property exchange on behalf of the City.

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
d: Assure the development of the City occurs in a fashion that maximizes public safety.

Goal 2: Be a fiscally healthy community
d: Effectively manage and develop City assets.

6. DISCUSSION AND BACKGROUND
Most of Fletcher Avenue’sright-of-way, spanning between Glassell Street and the eastern railroad tracks, measures a total width of 60 feet. However, only the northern half, approximately 50 feet, has been developed with sidewalks and street pavement. This leaves the southern 10-foot strip as an unimproved dirt area. Although the existing street adequately connects to Heartside and Beachwood Streets, the unimproved portion, covering about 11,581 square feet, has been a consistent burden for City of Orange Printed on 2/8/2024Page 1 of 2
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the City in terms of maintenance, primarily for the removal of trash and weeds.

Simultaneously, the City’sWater Division has been focusing on a long-term plan, recognizing the need for a new water well in the vicinity of Glassell Street and Fletcher Avenue. The end portion of Fletcher Avenue, lying between Beachwood Street and the railroad tracks, was initially pinpointed as a potential site for this new water well. This site choice, however, would necessitate the construction of a lengthy pipeline connecting to the main water transmission line on Glassell Street, presenting both logistical and financial challenges.

In a parallel development, back in 2018, the property owners of the Volt Corporate Park, located at the southeast corner of Glassell Street and Fletcher Avenue, began contemplating the redevelopment of their property. Aware of these plans, the City saw an opportunity and approached the owners with the idea of purchasing a part of their property along Glassell Street. A water well situated here would be significantly advantageous due to its proximity to the main water transmission pipeline, ensuring an easier and more cost effective connection to the City’s water distribution system.

Despite these discussions, the property owners were initially reluctant to reduce the size of their property. This led to a standstill in plans, further prolonged by the COVID pandemic. However, last year, as the redevelopment plans gained momentum once again, the property owners presented a solution to the City: a proposal for a property exchange.

This proposed exchange involved the City offering the undeveloped strip of land along the south side of Fletcher Avenue, approximately 11.5 feet wide and 1,015 feet long, in return for a parcel on Glassell Street, measuring 79 feet wide by 154 feet long. The undeveloped Fletcher Avenue strip of land will be used for landscaping setback as part of the site’sultimate redevelopment. With the land swap, the City would be trading 11,581 square feet of its land for 12,166 square feet of strategically located land from the Volt Corporate Park owners.

It is recommended that the City Council approve this property exchange and authorize the Mayor and City Clerk to execute the related documentation on behalf of the City. The property exchange not only meets the City's immediate need for a suitable water well site but also aligns with strategic goals for effective asset management and enhanced public utility services.

7. ATTACHMENTS
· Attachment 1 Resolution No. 11526
· Attachment 2 Quitclaim Deed
· Attachment 2 Grant Deed
· Attachment 4 Location Map
· Attachment 5 Aerial Photo
· Attachment 6 Assessor’s Map
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RESOLUTION NO. 11526

A RESOLUTION OF THE CITY COUNCIL OF

THE CITY OF ORANGE FINDING THAT

CERTAIN CITY-OWNED REAL PROPERTY
LOCATED AT 515 FLETCHER AVENUE EAST OF

GLASSELL STREET IN THE CITY OF ORANGE

IS EXEMPT SURPLUS LAND PURSUANT TO
GOVERNMENT CODE SECTION 54221 AND

FINDING THAT THE FOREGOING ACTION IS

EXEMPT FROM REVIEW UNDER THE

CALIFORNIA ENVIRONMENTAL QUALITY
ACT

WHEREAS, the City of Orange (“City”) is a municipal corporation exercising governmental functions and powers, organized and existing under the laws of the State of California; and

WHEREAS, the City owns in fee simple certain real property, which consists of approximately 11,581 square feet and commonly known as a portion of 515 Fletcher Avenue E/O Glassell Street, as described in Exhibit A and depicted in Exhibit B, both incorporated herein by this reference (“Property”); and

WHEREAS, the Surplus Land Act, Government Code sections 54220, et seq . (as amended, the “Act”) applies when a local agency disposes of “surplus land,” as that term is defined in Government Code section 54221; and

WHEREAS, the Property is “surplus land” under the Act because it is land owned in fee simple by the City and is not necessary for the City’s use and for which the City Council will take formal action (in the form of adoption of this Resolution) in a regular public meeting declaring that the land is surplus; and

WHEREAS, pursuant to the Act, at Government Code section 54221(f)(1)(B), as recently amended by the California Legislature by Senate Bill 747 (“SB 747”) and Assembly Bill 480 (“AB 480”), “exempt surplus land” includes property that is “less than one -half acre and is not contiguous to land owned by a state or local agency that is used for open -space or low-and moderate-income housing purposes”; and

WHEREAS, as further contained in subsection (f)(2), to be considered exempt surplus land under Government Code Section 54221(f)(1)(B) that does not require that a notice of availability for open space purposes be sent pursuant Government Code section 54222(b) prior to disposition, the property must not be (i) within a coastal zone, (ii) adjacent to a historical unit of the State Parks System, (iii) listed on, or determined by the State Office of Historic Preservation to be eligible for, the National Register of Historic Places, or (iv) within the Lake Tahoe region as defined in Section 66905.5; and
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2 WHEREAS, Government Code section 54222.3 provides that “this article shall not apply to the disposal of exempt surplus land as defined in Section 54221 by an agency of the state or any local agency”; and

WHEREAS, while pre-adoption review of a local agency’s resolution finding land to be exempt surplus land under the Act is encouraged but not required, a copy of this Resolution was submitted to the Public Lands Team at the Department of Housing and Community Development (“HCD”) on or about January 4, 2024 and a response from HCD was received on or about January 18, 2024 advising that the draft Resolution meets the requirements for an exemption and requesting a copy of the adopted Resolution once available for HCD to provide a findings letter; and

WHEREAS, the City Council desires to declare the Property as “exempt surplus land” consistent with and in compliance with the Act and that a copy of this Resolution be transmitted to HCD at least thirty (30) days prior to disposition, per HCD Guidelines.

WHEREAS, the City Council believes that the sale of the Property is for the common benefit of the City and its residents, and in accord with the public purposes and provisions of applicable State and local law requirements.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Orange, on the basis of the facts set forth in the agenda report presented to it and any testimony received at the meeting at which this matter was considered, as follows:

1. The foregoing recitals are true and correct.

2. That this Resolution has been reviewed with respect to the applicability of the California Environmental Quality Act (Public Resources Code Section 21000, et seq .) (“CEQA”). Designation of the Property as exempt surplus land does not have the potential for creating a significant effect on the environment and is therefore exempt from further review under CEQA pursuant to CEQA Guidelines Section 15060(c)(3), because it is not a project as defined by the CEQA Guidelines, Section 15378. Adoption of this Res olution does not have the potential for resulting in either a direct physical change in the environment or a reasonably foreseeable indirect physical change in the environment.

3. That (1) the Property is surplus land because it is not necessary for the City’s use; (2) the Property is exempt surplus land , pursuant to Government Code section 54221(f)(1)(B)(i) because it is (i) less than one-half acre and (ii) not contiguous to land owned by owned by a state or local agency that is used for open -space or low-and moderate-income housing purposes ; and (3) the Property is not (i) within a coastal zone, (ii) adjacent to a historical unit of the State Parks System, (iii) listed on, or d etermined by the State Office of Historic Preservation to be eligible for, the National Register of Historic Places, or (iv) within the Lake Tahoe region as defined in Section 66905.5, and therefore no notice of availability of the Parcel for open space pu rposes is required pursuant to Government Code section 54221(f)(2).

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3 4. The City Manager, or designee, is authorized to take all steps necessary to dispose of the Property, no less than thirty (30) days after submission of this Resolution to HCD, per HCD Guidelines.

ADOPTED this ____ day of ____________________, 2024

Daniel R. Slater, Mayor, City of Orange

ATTEST:

Pamela Coleman, City Clerk, City of Orange

APPROVED AS TO FORM:

Mike Vigliotta

STATE OF CALIFORNIA )

COUNTY OF ORANGE )

CITY OF ORANGE )

I, PAMELA COLEMAN, City Clerk of the City of Orange, California, do hereby certify that the foregoing Resolution was duly and regularly adopted by the City Council of the City of Orange at a regular meeting thereof held on the day of , 2024 by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:

Pamela Coleman, City Clerk, City of Orange
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Agenda Item
City Council
Item #: 9.1. 2/13/2024 File #: 24-0102

1. SUBJECT
Discussion on Safe and Sane Fireworks.

2. RECOMMENDED ACTION
Provide direction to staff.

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Agenda Item
City Council
Item #: 9.2. 2/13/2024 File #: 24-0053
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Trang Nguyen, Finance Director

1. SUBJECT
Fiscal Year 2022-23 General Fund Year-End Budget Report.

2. SUMMARY
A presentation providing the year-end unaudited actuals and fund balance for Fiscal Year 2022-23, focusing on the General Fund.

3. RECOMMENDED ACTION
Receive and file.

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community
a: Expend fiscal resources responsibly.

6. ATTACHMENTS
· None
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Agenda Item
City Council
Item #: 9.2. 2/13/2024 File #: 24-0053
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Trang Nguyen, Finance Director

1. SUBJECT
Fiscal Year 2022-23 General Fund Year-End Budget Report.

2. SUMMARY
A presentation providing the year-end unaudited actuals and fund balance for Fiscal Year 2022-23, focusing on the General Fund.

3. RECOMMENDED ACTION
Receive and file.

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community
a: Expend fiscal resources responsibly.

6. ATTACHMENTS
· None
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Agenda Item
City Council
Item #: 10.1. 2/13/2024 File #: 24-0028
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Russell Bunim, Community Development Director

1. SUBJECT
Public Hearing to consider an appeal of Planning Commission approval of Conditional Use Permit No. 3210-23 for a new church and coffeehouse at 611 W. Chapman Avenue and finding of CEQA exemption.

2. SUMMARY
On December 4, 2023, the Planning Commission adopted Resolution No. PC-202-23 approving a request by CedarHouse for the operation of a church with classes, community enrichment activities, and a coffeehouse at 611 W. Chapman Avenue. The approval was appealed to City Council on December 15, 2023 (Appeal No. 0564-23).

3. RECOMMENDED ACTION

1. Conduct and close Public Hearing.

2. Adopt proposed Resolution No. 11527. A Resolution of the City Council of the City of Orange denying Appeal No. 0564-23 and approving Conditional Use Permit No. 3210-23, a request by CedarHouse, a 501(C)(3) organization for operation of a church with classes, community enrichment activities and a coffeehouse at 611 West Chapman Avenue.

3. Find the project is exempt from the California Environmental Quality Act (CEQA) under CEQA Guidelines Section 15301 (Class 1 - Existing Facilities).

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 3: Enhance and promote quality of life in the community c: Support and enhance attractive, diverse living environments.

Goal 5: Recognize, promote, and preserve Orange's rich heritage b: Expand and strengthen processes and practices related to protection and cultural resources.

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6. DISCUSSION AND BACKGROUND
On December 4, 2023, the Planning Commission approved Conditional Use Permit No. 3210-23, a request by CedarHouse, a 501(c)(3) organization, to operate a church with classes, community enrichment activities, and a coffeehouse at 611 W. Chapman Avenue (Resolution No. PC 20-23). The property is located in the Old Towne Orange Historic District. A detailed overview of the proposed use and hours of activity is provided in Attachment 2 (Planning Commission Staff Report).

The applicant proposes to operate a church and a coffeehouse within an existing vacant 2,827 square-foot commercial building and associated 700 square-foot detached garage in the Santa Fe Depot Specific Plan Old Towne Mixed Use -15S (OTMU-15S(SP)) zoning district. The Santa Fe Depot Specific Plan encourages a mix of land uses. The existing building was previously used for commercial and retail purposes. The property is located in the Old Towne Orange Historic District.

The introduction of the proposed uses to the site would bring new a new type of business to a property that has been underutilized along West Chapman, a gateway location to City.

Planning Commission approved the Project 5-1, with one recusal after analyzing impacts the proposed operation may present to the surrounding neighborhood such as special events at the location that may draw 40-80 participants. Issues like parking and noise were discussed and Planning Commission agreed any impacts were mitigated by the conditions of approval.

Parking
Because of Assembly Bill 2097, a public agency may not impose any minimum parking requirements on any residential, commercial, or other development projects if it is located with ½ mile of public transit. 611 W. Chapman Avenue is located one block West from the Orange Transportation Center (Metrolink) station. Due to the property’sproximity to public transit, the applicant is not required to provide any parking and the existing six parking spaces; four located in the front and two located at the rear, accessed through the rear alley will be removed.

To mitigate any parking impacts, the applicant intends to direct visitors to walk, take public transportation, or park in the City’spublic parking structure on N. Lemon Street so that visitors do not park along the residential streets on N. Parker Street and N. Pixley Street when they stay over two hours.

Noise
The block to the north of the project site is zoned R-3 for multi-family development, separated from the project site by an alleyway. To mitigate any noise impacts, services will be indoors. Live music may occur on Friday nights, but it will be indoors. Vocals and instruments may be amplified through microphones, but there will not be electric instruments connected to amplifiers or drums.

Appeal of Planning Commission Action
The Planning Commission approval was appealed to the City Council on December 15, 2023, by Scott Bolt. The grounds for that appeal are presented in Attachment 3.

The grounds for the appeal are as follows:
“1. Negative Noise Impact - 80 individuals every Friday within a 1,100 square foot space with semi amplified music is excessive and will be heard by residential neighbors during evenings and weekends. Closest residents are 20 to 30 feet from the subject site. a. Appellant is requesting a noise impact study be conducted with noise at the proposed City of Orange Printed on 2/6/2024Page 2 of 4
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a. Appellant is requesting a noise impact study be conducted with noise at the proposed magnitude to determine the impact affecting surrounding residents. What are the acceptable decibel levels? Can house be restricted due to decibel levels? b. Appellant is requesting building products be implemented to mitigate sound from disturbing the surrounding residents such as soundproofing the existing walls, windows, or doors.
c. Appellant is requesting the city to restrict occupancy to less than 24 people at any given time.

2. Negative Traffic Impact
a. Appellant is requesting delivery schedules for materials, consumables, and waste management to the property be evaluated to reduce impact to residents on the surrounding streets and alley.
b. Appellant is requesting a traffic impact report to determine the impact of customer and vendor ingress and egress in the alley and surrounding streets. If parking is being removed from Chapman Avenue of the property it is assumed all deliveries will be through the alley which has restricted space and building setbacks.
c. Appellant is requesting a pedestrian impact report to determine the effects of increased foot traffic at the alley and surrounding streets.
d. Appellant is requesting an ADA parking plan be evaluated and the traffic impact for accessing the ADA parking spots through the alley. Indicate how vendor deliveries will affect ADA parking access. How many ADA parking spots are required for the occupancy levels.

3. Negative Utility and Service Impact
a. Appellant is requesting an Impact study for waste management including location of disposal and number of weekly services for a commercial facility. b. Appellant is requesting a study on the impact to water and sewer system and whether or not the existing resident services can accommodate a commercial restaurant facility of 40 to 80 people.
c. Appellant is requesting a plan for renewal energy and solar power to be provided for the facility.
d. Appellant is requesting emergency exit plan for the facility and how it will effect the alley between residential areas.

4. Design Review
a. Appellant is requesting the proposed plan to alter the parking, vegetation, and curb along Chapman Avenue to be reviewed by the Orange Design Review Committee.” Conditions of approval were included in Planning Commission Resolution No. PC 20-23 (Exhibit A of Attachment 1) to address potential noise impacts on surrounding uses. Because of State law, there is no mitigation for the lack of parking. In addition, the project is not subject to Design Review Committee approval or review. The removal of the parking spots and improvements to the front City of Orange Printed on 2/6/2024Page 3 of 4
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setback are reviewed by staff through a Minor Design Review application.

The project is exempt from the California Environmental Quality Act (CEQA) under CEQA Guidelines Section 15301 (Class 1 - Existing Facilities) given that it involves a change in use and interior alterations of an existing commercial property.

7. ATTACHMENTS

1. Attachment 1 Proposed City Council Resolution No. 11527

2. Attachment 2 Planning Commission Staff Report and Minutes dated December 4, 2023

3. Attachment 3 Appeal No. 0564-23

4. Attachment 4 Vicinity Map
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Agenda Item
City Council
Item #: 10.1. 2/13/2024 File #: 24-0028
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Russell Bunim, Community Development Director

1. SUBJECT
Public Hearing to consider an appeal of Planning Commission approval of Conditional Use Permit No. 3210-23 for a new church and coffeehouse at 611 W. Chapman Avenue and finding of CEQA exemption.

2. SUMMARY
On December 4, 2023, the Planning Commission adopted Resolution No. PC-202-23 approving a request by CedarHouse for the operation of a church with classes, community enrichment activities, and a coffeehouse at 611 W. Chapman Avenue. The approval was appealed to City Council on December 15, 2023 (Appeal No. 0564-23).

3. RECOMMENDED ACTION

1. Conduct and close Public Hearing.

2. Adopt proposed Resolution No. 11527. A Resolution of the City Council of the City of Orange denying Appeal No. 0564-23 and approving Conditional Use Permit No. 3210-23, a request by CedarHouse, a 501(C)(3) organization for operation of a church with classes, community enrichment activities and a coffeehouse at 611 West Chapman Avenue.

3. Find the project is exempt from the California Environmental Quality Act (CEQA) under CEQA Guidelines Section 15301 (Class 1 - Existing Facilities).

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 3: Enhance and promote quality of life in the community c: Support and enhance attractive, diverse living environments.

Goal 5: Recognize, promote, and preserve Orange's rich heritage b: Expand and strengthen processes and practices related to protection and cultural resources.

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6. DISCUSSION AND BACKGROUND
On December 4, 2023, the Planning Commission approved Conditional Use Permit No. 3210-23, a request by CedarHouse, a 501(c)(3) organization, to operate a church with classes, community enrichment activities, and a coffeehouse at 611 W. Chapman Avenue (Resolution No. PC 20-23). The property is located in the Old Towne Orange Historic District. A detailed overview of the proposed use and hours of activity is provided in Attachment 2 (Planning Commission Staff Report).

The applicant proposes to operate a church and a coffeehouse within an existing vacant 2,827 square-foot commercial building and associated 700 square-foot detached garage in the Santa Fe Depot Specific Plan Old Towne Mixed Use -15S (OTMU-15S(SP)) zoning district. The Santa Fe Depot Specific Plan encourages a mix of land uses. The existing building was previously used for commercial and retail purposes. The property is located in the Old Towne Orange Historic District.

The introduction of the proposed uses to the site would bring new a new type of business to a property that has been underutilized along West Chapman, a gateway location to City.

Planning Commission approved the Project 5-1, with one recusal after analyzing impacts the proposed operation may present to the surrounding neighborhood such as special events at the location that may draw 40-80 participants. Issues like parking and noise were discussed and Planning Commission agreed any impacts were mitigated by the conditions of approval.

Parking
Because of Assembly Bill 2097, a public agency may not impose any minimum parking requirements on any residential, commercial, or other development projects if it is located with ½ mile of public transit. 611 W. Chapman Avenue is located one block West from the Orange Transportation Center (Metrolink) station. Due to the property’sproximity to public transit, the applicant is not required to provide any parking and the existing six parking spaces; four located in the front and two located at the rear, accessed through the rear alley will be removed.

To mitigate any parking impacts, the applicant intends to direct visitors to walk, take public transportation, or park in the City’spublic parking structure on N. Lemon Street so that visitors do not park along the residential streets on N. Parker Street and N. Pixley Street when they stay over two hours.

Noise
The block to the north of the project site is zoned R-3 for multi-family development, separated from the project site by an alleyway. To mitigate any noise impacts, services will be indoors. Live music may occur on Friday nights, but it will be indoors. Vocals and instruments may be amplified through microphones, but there will not be electric instruments connected to amplifiers or drums.

Appeal of Planning Commission Action
The Planning Commission approval was appealed to the City Council on December 15, 2023, by Scott Bolt. The grounds for that appeal are presented in Attachment 3.

The grounds for the appeal are as follows:
“1. Negative Noise Impact - 80 individuals every Friday within a 1,100 square foot space with semi amplified music is excessive and will be heard by residential neighbors during evenings and weekends. Closest residents are 20 to 30 feet from the subject site. a. Appellant is requesting a noise impact study be conducted with noise at the proposed City of Orange Printed on 2/6/2024Page 2 of 4
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a. Appellant is requesting a noise impact study be conducted with noise at the proposed magnitude to determine the impact affecting surrounding residents. What are the acceptable decibel levels? Can house be restricted due to decibel levels? b. Appellant is requesting building products be implemented to mitigate sound from disturbing the surrounding residents such as soundproofing the existing walls, windows, or doors.
c. Appellant is requesting the city to restrict occupancy to less than 24 people at any given time.

2. Negative Traffic Impact
a. Appellant is requesting delivery schedules for materials, consumables, and waste management to the property be evaluated to reduce impact to residents on the surrounding streets and alley.
b. Appellant is requesting a traffic impact report to determine the impact of customer and vendor ingress and egress in the alley and surrounding streets. If parking is being removed from Chapman Avenue of the property it is assumed all deliveries will be through the alley which has restricted space and building setbacks.
c. Appellant is requesting a pedestrian impact report to determine the effects of increased foot traffic at the alley and surrounding streets.
d. Appellant is requesting an ADA parking plan be evaluated and the traffic impact for accessing the ADA parking spots through the alley. Indicate how vendor deliveries will affect ADA parking access. How many ADA parking spots are required for the occupancy levels.

3. Negative Utility and Service Impact
a. Appellant is requesting an Impact study for waste management including location of disposal and number of weekly services for a commercial facility. b. Appellant is requesting a study on the impact to water and sewer system and whether or not the existing resident services can accommodate a commercial restaurant facility of 40 to 80 people.
c. Appellant is requesting a plan for renewal energy and solar power to be provided for the facility.
d. Appellant is requesting emergency exit plan for the facility and how it will effect the alley between residential areas.

4. Design Review
a. Appellant is requesting the proposed plan to alter the parking, vegetation, and curb along Chapman Avenue to be reviewed by the Orange Design Review Committee.” Conditions of approval were included in Planning Commission Resolution No. PC 20-23 (Exhibit A of Attachment 1) to address potential noise impacts on surrounding uses. Because of State law, there is no mitigation for the lack of parking. In addition, the project is not subject to Design Review Committee approval or review. The removal of the parking spots and improvements to the front City of Orange Printed on 2/6/2024Page 3 of 4
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setback are reviewed by staff through a Minor Design Review application.

The project is exempt from the California Environmental Quality Act (CEQA) under CEQA Guidelines Section 15301 (Class 1 - Existing Facilities) given that it involves a change in use and interior alterations of an existing commercial property.

7. ATTACHMENTS

1. Attachment 1 Proposed City Council Resolution No. 11527

2. Attachment 2 Planning Commission Staff Report and Minutes dated December 4, 2023

3. Attachment 3 Appeal No. 0564-23

4. Attachment 4 Vicinity Map
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RESOLUTION NO.11527

A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF ORANGE DENYING APPEAL NO. 056 4-23 AND
APPROVING CONDITIONAL USE PERMIT NO. 3210-23,
A REQUEST BY CEDARHOUSE, A 501(C)(3)

ORGANIZATION FOR OPERATION OF A CHURCH

WITH CLASSES, COMMUNITY ENRICHMENT
ACTIVITIES AND A COFFEEHOUSE AT 611 WEST
CHAPMAN AVENUE.

APPLICANT: PETE SHAMBROOK/CEDARHOUSE

WHEREAS, Pete Shambrook, CedarHouse, submitted an application for a Conditional Use Permit (No. 3210-23) for the operation of a church with classes, community enrichment, and a coffeehouse within an existing commercial building at 611 W. Chapman Avenue; and

WHEREAS, the requested Conditional Use Permit (No. 3210-23) was processed in the manner prescribed by state and local law; and

WHEREAS, on December 4, 2023 the Planning Commission review ed and approved Conditional Use Permit (No. 3210-23) subject to conditions and findings; and

WHEREAS, on December 15, 2023 Appeal No. 0564 -23 was filed by Scott Bolt, appealing the Planning Commission’s approval;

NOW, THEREFORE, BE IT RESOLVED that the City Council denies Appeal No. 0564-23 and affirms Planning Commission Resolution No. PC 20-23 for the approval of Conditional Use Permit 3210 -23 to allow the operation of a church with classes, community enrichment, and a coffeehouse within an existing commercial building located at 611 W. Chapman Avenue, based on the findings in Planning Commission Resolution No. PC 20-23 found in Exhibit A.

ADOPTED this ______ day of _________________ 2024.

Daniel R. Slater, Mayor of the City of Orange

ATTEST:

Pamela Coleman, City Clerk of the City of Orange

385
2 APPROVED AS TO FORM:

Mike Vigliotta, City Attorney

I, PAMELA COLEMAN, City Clerk of the City of Orange, California, do hereby certify that the foregoing Resolution was duly and regularly adopted by the City Council of the City of Orange at an adjourned regular meeting therefore held on the _____ day of _____________2024, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

Pamela Coleman, City Clerk of the City of Orange

Attached Exhibit A
386
RESOLLTTION NO. PC 20-23

A RESOLUTION OF THE PLANNING COMMISSION OF

THE CITY OF ORANGE APPROVING CONDITIONAL
usE PERMIT NO. 3210-23, A REQUEST By
CEDARHOUSE, A 501(C)(3) ORGANTZATION FOR

OPERATION OF A CHURCH WITH CLASSES,

COMMUNITY ENRICHMENT ACTIVITIES AND A
COFFEEHOUSE AT 6II WEST CHAPMAN AVENUE.

APPLICANT: CEDARHOUSE/ PETE SHAMBROOK
WHEREAS, the Planning Commission has authority pursuant to Orange Municipal Code (OMC) Table 17.08.020, and Sections 17.10.030.C and 17.13.030, to take action to grant or deny Conditional Use Permit No. 3210-22. to allow the operation of a church. as defined in the OMC. within an existing commercial building located at 6l I W. Chapman Avenue; and WHEREAS, Conditional Use Permit No. 3210-22 was liled by CedarHouse, a 501(cX3) organization identified as a public charity.in accordance with the provisions of the OMC; and WHEREAS, the church will occupy a 2,287 square foot building and 700 square foot accessory structure at 611 W. Chapman Avenue, and will include classes, community outreach and a coffeehouse; and
WHEREAS, the church will be located within % mile of public transit and therefore is not required to provide minimum parking requirements per AB 2097; and NOW, THEREFORE, BE IT RESOLVED that the Planning Commission approves Conditional Use Permit No. 3210-23 to allow the operation of a church with classes, community enrichment, and a coffeehouse within an existing commercial building located at 6l I W.

Chapman Avenue, based on the following findings:

The project must be consistent with the goals and policies stated within the City's General Plqn.

The project is consistent with the goals and policies stated in the City's General Plan Land Use Element which encourages "a well-balanced community-" as "one which CO\DITI0NAL T SE PERMIT NO.,]2IO-2.1

SECTION I - FINDINGS
General Plan Finding:
l
387
Resolution No. PC 20-23

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