____________________________________________________________________________________
FOR CITY CLERK ONLY
Council Meeting: _______________________
Disposition: ___________________________
Agenda Item No: 3.c
Meeting Date: April 6, 2026
SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: Human Resources
Prepared by: Marissa Sanchez,
Human Resources Director
TOPIC: APPOINTMENT OF AN INTERIM CITY MAANGER
SUBJECT: RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL APPOINTING
PAUL NAVAZIO AS INTERIM CITY MANAGER AND AUTHORIZING THE MAYOR TO
EXECUTE AN EMPLOYMENT AGREEMENT WITH PAUL NAVAZIO
RECOMMENDATION:
Staff recommends that the City Council adopt a resolution appointing Paul Navazio as Interim City Manager and authorizing the Mayor to execute an employment agreement with Mr. Navazio.
BACKGROUND:
On February 11, 2026, the City Council appointed Paul Navazio to serve as Acting City Manager to provide leadership continuity during a transition period.
Prior to his appointment as Acting City Manager, Mr. Navazio has served as the City of San Rafael’s Finance Director since July 10, 2023. In that role, he has been responsible for overseeing the City’s financial operations, budgeting, and long-term fiscal planning.
To ensure continued stability in City operations and executive leadership, the City Council now desires to formally appoint an Interim City Manager to serve until a permanent City Manager is selected.
ANALYSIS:
Appointing an Interim City Manager is a common practice during periods of executive transition to maintain continuity of operations and leadership.
Mr. Navazio has already been serving in the Acting City Manager capacity since February 11, 2026, and has demonstrated the ability to effectively manage City operations during this interim period. His prior experience as Finance Director provides a strong foundation in municipal governance, organizational leadership, and fiscal management.
SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
Formalizing his role as Interim City Manager will provide clarity in leadership structure and ensure the City continues to operate efficiently while the recruitment process for a permanent City Manager is underway.
FISCAL IMPACT:
There is no additional fiscal impact associated with this action beyond any compensation adjustments that may be approved as part of the Interim City Manager appointment. Funding is available within the existing budget.
OPTIONS:
The City Council has the following options to consider on this matter:
1. Adopt the resolution appointing Paul Navazio as Interim City Manager.
2. Direct staff to return with additional information.
3. Take no action.
RECOMMENDED ACTION:
Staff recommends that the City Council adopt a resolution appointing Paul Navazio as Interim City Manager and authorizing the Mayor to execute an employment agreement with Mr. Navazio.
ATTACHMENTS:
1. Resolution
2. Interim City Manager Employment Agreement
RESOLUTION NO.
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL
APPOINTING PAUL NAVAZIO AS INTERIM CITY MANAGER AND AUTHORIZING
THE MAYOR TO EXECUTE AN EMPLOYMENT AGREEMENT WITH PAUL
NAVAZIO
WHEREAS, on February 11, 2026, the City Council appointed Paul Navazio to serve as Acting City Manager to ensure continuity of leadership and operations; and WHEREAS, Paul Navazio has served the City of San Rafael as Finance Director since July 10, 2023, and has extensive experience in municipal finance and administration; and
WHEREAS, the City Council desires to ensure continued stability and effective management of City operations during the recruitment and selection of a permanent City Manager; and
WHEREAS, the City Council finds that Paul Navazio is qualified and capable of serving as Interim City Manager during this transitional period; and WHEREAS, the appointment of an Interim City Manager will ensure continuity in executive leadership and the efficient administration of City affairs.
NOW, THEREFORE BE IT RESOLVED, that the City Council hereby find that the foregoing recitals are true and correct and authorizes the Mayor to execute the interim city manager employment agreement attached to the staff report with Mr. Navazio.
I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of the City of San Rafael, held on Monday, the 6th day of April, 2026, by the following vote, to wit:
AYES: Councilmembers:
NOES: Councilmembers:
ABSENT: Councilmembers:
_________________
Lindsay Lara, City Clerk
1 INTERIM CITY MANAGER EMPLOYMENT AGREEMENT
THIS AGREEMENT is made and entered into this _____ day of ________, 2026, by and between the City of San Rafael, a municipal corporation ("City"), and Paul Navazio ("Navazio" or “Interim City Manager”). In this Agreement, the City and Navazio may each be referred to individually as a "Party", and collectively as the "Parties."
RECITALS
A) The City requires the services of an Interim City Manager.
B) The City desires to employ Navazio as its Interim City Manager, has conferred with him, and performed all necessary pre-employment background and reference checks required for appointment to this highly sensitive and important City position.
C) Navazio possesses the necessary education, experience, skills, and judgment to serve as the City's Interim City Manager.
D) The Parties desire to enter into and execute this Agreement pursuant to the authority of and subject to the California Government Code Section 53260 et seq., and all other applicable law.
NOW THEREFORE, the Parties agree as follows:
AGREEMENT
1) EMPLOYMENT - The City hereby offers to employ Navazio as its Interim City Manager, and Navazio accepts such employment on the terms and conditions set forth hereafter.
2) AT WILL – The Interim City Manager position is at will. The City Council shall have the discretion to remove and replace Navazio as Interim City Manager with a majority vote. In the event of removal, Navazio shall return to his position as Finance Director. 3) TERM - The Agreement shall become effective on April 6, 2026 and continue until appointment of a City Manager unless the Council determines in its discretion to end the appointment in accordance with Section 7.
4) COMMITMENTS ANDUNDERSTANDINGS
A) Interim City Manager’s Commitments
(1) Duties & Authority
(a) The Interim City Manager shall be the chief executive officer of the City and be responsible to the City Council for the proper administration of all affairs of the City.
(b) The Interim City Manager shall perform all the duties of the City Manager as set forth in Section 2.08 of the San Rafael Municipal 2 Code, applicable provisions of the California Government Code, and City policies and procedures approved by the City Council, as may be provided from time to time. The Interim City Manager shall also act as the chief executive of other City-related legal entities, as designated or by City Council.
(c) The Interim City Manager shall administer and enforce policies established by the City Council and promulgate rules and regulations as necessary to implement such policies. To accomplish this, the Interim City Manager shall be required to:
i. Attend all meetings of the City Council, unless excused by the Mayor.
ii. Review all agenda documents before preparing the agenda for all regular or special meetings of the City Council. iii. Direct the work of all appointive City officers and departments.
iv. Endeavor to implement changes that the Interim City Manager believes will result in greater efficiency, economy, or improved public service in the administration of City affairs. v. From time to time, recommend to the City Council adoption of such measures as the Interim City Manager may deem
necessary or expedient for the health, safety, or welfare of the community, or for the improvement of City services. vi. From time to time, and based on the Interim City Manager's best judgment, propose to the City Council the consolidation or combination of offices, positions, departments, or units under the Interim City Manager's jurisdiction. The Interim City Manager may be the head of one or more City departments. vii. Provide management training and develop leadership qualities among department heads and staff as necessary to build a City management team that can plan for and meet future challenges.
viii. Exercise control of City government in emergencies as authorized by the Municipal code and California law.
(d) The provisions of California Government Code sections 53243 to 53243.4, as those sections now or hereafter exist are hereby incorporated by reference into this Agreement. Thus, if Navazio is convicted of a crime involving an abuse of the Interim City Manager's office or position, whether before or after release from employment, Navazio shall fully reimburse the City for any severance pay, paid leave salary disbursed pending an
investigation related to the crime, or legal criminal defense funds relevant to the crime
3 (2) Hours of Work
(a) The Interim City Manager is an exempt employee in City government; however, it is expressly agreed to and understood by Navazio that he is expected to engage in all hours of work necessary to fulfill the obligations of the position. The Interim City Manager must devote substantial time to the business of the City, outside of the City's customary business hours, and to that end the Interim City Manager's schedule of work each day and week shall vary in accordance with the work required to be performed. The Interim City Manager shall spend sufficient hours on site to perform their duties.
(b) The Interim City Manager shall not spend more than 12 hours per month teaching, consulting, speaking, or engaged in other non-City connected business for which compensation is paid without the express prior written consent of the City Council. Nothing in this agreement shall prohibit the Interim City Manager from engaging in any charitable activities, so long as the time spent does not interfere with the Interim City Manager's regular duties.
(3) Disability or Inability to Perform
(a) In the event the Interim City Manager becomes mentally or physically incapable of performing the Interim City Manager's functions and duties taking into account reasonable accommodation, and it reasonably appears such incapacity will last for more than two weeks, the City Council may appoint another Interim City Manager.
B) City Commitments
(1) The City shall provide the Interim City Manager with the compensation, incentives, and benefits specified in this Agreement, as from time to time may be amended with written consent of both parties.
(2) The City shall provide the Interim City Manager with a private office, administrative support, staff, office equipment, supplies, automobile allowance, and all other facilities and services reasonably necessary for the performance of their duties.
(3) The City shall pay for (or provide the Interim City Manager reimbursement for) all actual business expenses. The City shall provide the Interim City Manager a City credit card to charge appropriate and lawful City business expenses.
(4) Given the importance of technological tools to the effective and efficient conduct of the City's business, the City shall provide computer, laptop computer, printer, high-speed Internet access, cellular phone, iPad or subsequent type devices, electronic calendar, fax, copy machine and similar devices to the Interim City Manager at the City's expense, both at the Interim City Manager's office and at the Interim City Manager's residence as needed to carry out the duties of the position. All such equipment shall remain the property of the City. (5) The City shall pay for the Interim City Manager’s membership, training, and conferences with local, state, and national city manager organizations. (6) The City Council sets policy for the governance and administration of the 4 City, and it implements its policies through the Interim City Manager. (7) The City Council recognizes that to meet the challenges facing the City it must exercise decisive policy leadership. As one step in carrying out this leadership responsibility, the City Council commits to spending time each year outside of regular City Council meetings to work with the Interim City Manager and staff on setting goals and priorities for the City government, and to work on issues that may be inhibiting achievement of City goals. (8) Except for the purpose of inquiry, the City Council and its members shall deal with all subordinate City employees, officers, contractors, and consultants solely through the Interim City Manager or the Interim City Manager's designee, and neither the City Council nor any member thereof shall give orders or direction to any subordinate of the Interim City Manager, either publicly or privately. (9) The City Council agrees none of its individual members will order the appointment or removal of any person to any office or employment under the supervision and control of the Interim City Manager. Notwithstanding, the City Council will work with the Interim City Manager to assess, interview, and select the positions of Police Chief and Fire Chief as needed. (10) The City Council agrees that any criticism of a City staff member shall be done privately through the Interim City Manager.
(11) Neither the City Council nor any of its members shall interfere with the execution of the powers and duties of the Interim City Manager. The Interim City Manager shall take orders and instructions from the City Council only when it is sitting as a body in a lawfully held meeting.
C) Performance Evaluation
(1) The City Council recognizes that for the Interim City Manager to respond to its needs and to grow in the performance of the Interim City Manager's job, the Interim City Manager needs to be advised how the City Council members evaluate the Interim City Manager's performance.
(2) To assure that the Interim City Manager receives this information, the City Council shall conduct an evaluation of the Interim City Manager's performance at least every three months. The City Council and the Interim City Manager agree that performance evaluations, for the purpose of course corrections, may occur more frequently during each calendar year. In addition, the City Council may choose to establish a sub-committee to meet with the Interim City Manager periodically to measure progress on stated goals and priorities.
5) COMPENSATION - The City agrees to provide the following initial compensation to the Interim City Manager during the term of the Agreement:
A) Base Salary
The annual salary for the position of Interim City Manager shall be established by Resolution of the City Council. The annual salary, on appointment, is hereby set at $343,752, which is $28,646 per month. This 5 salary may be adjusted via adoption of a separate Salary Resolution, commencing on or before each fiscal year, and shall be reflected in the salary range identified in said Salary Resolution, from time to time amended and adopted throughout the term of this Agreement.
B) Benefits
(1) Holidays - The Interim City Manager is entitled to paid holidays in accordance with the provisions of the salary and benefit plan for the Unrepresented Executive Management Group.
(2) Leave Allowance
(a) The Interim City Manager shall receive the same vacation accrual and benefits as provided to the Unrepresented Executive Management class of City employees. In addition, the Interim City Manager shall be granted a one-time allocation of 37.5 hours of vacation leave to account for leave that was not accrued due to reaching the vacation cap while serving in the Acting City Manager role. (b) The Interim City Manager shall receive the same sick leave accrual and benefits as provided to the Unrepresented Executive Management class of City employees. City Manager shall be entitled to administrative leave per year in accordance with the provisions of the Salary and Benefit Plan for the Unrepresented Executive Management Group.
(c) All vacation, administrative and sick leave hours already accumulated by the Interim City Manager during the time of their previous positions of employment with the City of San Rafael are carried forward and made applicable in the temporary position as Interim City Manager.
(3) Automobile - The Interim City Manager shall be provided a monthly automobile allowance of $500.00 in exchange for making their vehicle available for the Interim City Manager's own use and for City-related business and/or functions during, before, and after normal work hours. Said allowance is intended to defray costs that the Interim City Manager incurs in utilizing their personal vehicle for City business. The automobile allowance shall appear on the Interim City Manager's payroll stub as ordinary income and part of their salary but shall not be considered part of the Interim City Manager's base salary for purposes of this Agreement. (4) Wellness benefit — The City shall pay $400 per month to promote health and wellness for the Interim City Manager.
(5) Health Insurance — The City shall pay the full cost of the Interim City Manager's family medical insurance premium.
(6) Benefits that Accrue to Other Employees - The Interim City Manager shall be entitled to all benefits, rights, and privileges accorded to non-public safety City Department Directors, including, but not limited to, group health and dental insurance, except as otherwise provided in this Agreement. If there is any conflict between this Agreement and any resolution fixing compensation and benefits for non-public safety City Department Directors or other unclassified employees, this Agreement shall control. As is past 6 practice, this section is intended to include salary and salary-related compensation.
(7) Acting City Manager pay differential; COLA increase for Interim City Manager – For the period February 18, 2026 through February 28, 2026, the City shall pay the Interim City Manager retroactively additional salary in an amount equal to fifteen percent (15 %) of Navazio’s most recent salary as Finance Director to reflect the pay differential to which Navazio was entitled for that period in which he was Acting City Manager. Beginning March 1, 2026, the City shall pay the Interim City Manager the salary set forth above in Section 5(A), which shall require payroll to implement a retroactive adjustment for the period between March 1, 2026 and the adoption of this Agreement. Should Navazio continue to be Interim City Manager in July 2026, when the City is scheduled to implement COLA adjustments to the City workforce, the City shall increase the Interim City Manager salary by a COLA increase equivalent to the percentage increase received by the Unrepresented Executive Management employees.
C) Pension - Marin County Employee Retirement Association (MCERA) City will pay only the City's Share for participation in the Marin County Employee Retirement Association. Navazio shall pay the employee share.
D) Deferred compensation
(1) Section 457 Plan - The City shall also contribute into an Internal Revenue Services (IRS) Section 457 Plan selected by Navazio from the list of City approved plans; the annual contribution to be made by the City on Navazio’s behalf shall be the annual maximum allowable contribution determined by the IRS.
(2) Internal Revenue Code Compliance - All provisions of Sections 4.A and 4.B are subject to the provisions and limitations of the Internal Revenue Code and its related regulations as amended from time to time. No requirement of any provision of Sections 4.A and 4.B shall be effective if it would violate any provision of the Internal Revenue Code or its related regulations, and the inability of the City to effectuate such requirements shall not constitute a breach of this Agreement
E) Insurance
(3) Disability Insurance. Long Term Disability insurance is to be provided as stipulated in the Unrepresented Management Resolution. (4) Life Insurance. Term life insurance in the amount of $250,000, with the premium to be paid by the City, payable to a beneficiary the Interim City Manager designates.
6) SEPARATION
A) Discretionary Removal - The City Council shall have the discretion to remove and replace Navazio as Interim City Manager with a majority vote of City Council.
In the event of removal, Navazio shall be entitled to return to his position as Finance Director under the terms of the Unrepresented Management Resolution.
7 B) Appointment of City Manager – Upon the City Council’s appointment of a City Manager, Navazio shall return to his position as Finance Director under the terms of the Unrepresented Management Resolution.
C) The Parties agree that Navazio’s appointment to Interim City Manager is temporary in nature.
7) MISCELLANEOUS PROVISIONS
A) Amendments-- This Agreement may be amended at any time but only by mutual written agreement authorized by the City Council and signed by the Mayor and Navazio.
B) Conflict of Interest
(1) Navazio shall not engage in any business or transaction or have a financial or other personal interest or association, direct or indirect, which is in conflict with the proper discharge of his official duties or which would tend to impair independence in the performance of his official duties. (2) Navazio shall also be subject to the conflict of interest provisions of the California Government Code and any conflict of interest code applicable to Navazio’s employment as Interim City Manager with the City. (3) Navazio is responsible for submitting to the City Clerk the appropriate Conflict of Interest Statements at the time of appointment, annually thereafter, and at the time of separation from the position.
C) Indemnification
(1) The City shall defend, hold harmless, and indemnify the Interim City Manager from any claim, demand or other legal action, whether groundless or otherwise, arising out of an alleged act or omission occurring within the course and scope of the Interim City Manager’s performance of his duties as Interim City Manager, pursuant to and in accordance with Government Code sections 995 through 996.6 and Government Code section 825.
Should the Interim City Manager be sued for damages in an action in which it is alleged that the complained of act(s) arise out of the performance of his duties, the City shall provide a legal defense for the Interim City Manager in such suit and indemnify the Interim City Manager from any judgment rendered against him; provided however that such indemnity shall not extend to any judgment for damages arising out of any proved willful wrongdoing on his part. This indemnification shall extend beyond termination of employment provide protection for any such acts undertaken or committed in the Interim City Manager’s capacity as Interim City Manager while in the employment of the City, regardless of whether the notice of filing of a lawsuit occurs during or following his employment with the City.
This indemnity provision shall survive the termination of the Agreement and is in addition to any other rights or remedies that the Interim City Manager may have under the law.
(2) The City and all parties claiming under or through it, hereby waive all rights of subrogation and contribution against the Interim City Manager , for all matters while he is acting within the scope of the Interim City Manager’s duties, from all claims, losses and liabilities arising out of or 8 incident to activities or operations performed by him, or by him on behalf of the City, or any party affiliated with or otherwise claiming under or through him, regardless of any prior, concurrent, or subsequent active or passive negligence by the Interim City Manager.
D) Severability - If any clause, sentence, part, section, or portion of this Agreement is determined by a court of competent jurisdiction to be illegal or unenforceable, such clause, sentence, part, section, or portion so found shall be regarded as though it were not part of this Agreement and the remaining parts of this Agreement shall be fully binding and enforceable by the Parties hereto.
E) Jurisdiction and Venue - This Contract shall be construed in accordance with the laws of the State of California, and the Parties agree that venue shall be in Marin County, California.
F) Entire Agreement - This Contract represents the entire agreement of the Parties, and no representations have been made or relied upon except as expressly set forth herein. This Contract may be amended or modified only by a written, fully executed agreement executed by the Parties.
G) Notice - Any notice, amendments, or additions to this Agreement, including change of address of either party during the term of this Agreement, which the Interim City Manager or the City shall be required, or may desire, to make shall be in writing and shall be sent by prepaid first-class mail or hand delivered to the respective Parties as follows:
If to the City:
Mayor
City of San Rafael
1400 Fifth Avenue San
Rafael, CA 94901
With a copy to the City Attorney
If to the Interim City Manager:
Interim City Manager
City of San Rafael
1400 Fifth Avenue
San Rafael, CA 94901
EXECUTION:
IN WITNESS WHEREOF, the City of San Rafael has caused this Agreement to be duly executed by its Mayor and the Interim City Manager, and duly attested by its City Clerk, the day and year first written above.
EMPLOYER - CITY OF SAN RAFAEL INTERIM CITY MANAGER
9 By: ________________________________ ___________________________ Kate Colin, Mayor Paul Navazio
________________________________
Lindsay Lara, City Clerk
APPROVED AS TO FORM:
________________________________
Robert F. Epstein, City Attorney
4932-2724-1623 v1
EMPLOYMENT AGREEMENT
Between the City of San Rafael and Paul Navazio
Dated March __ 2026
TABLE OF CONTENTS
RECITALS ........................................................................................................................... 1 1) EMPLOYMENT......................................................................................................... 1 2) AT WILL.................................................................................................................... 1 3) TERM ....................................................................................................................... 1 4) COMMITMENTS AND UNDERSTANDINGS .............................................................1 A) INTERIM CITY MANAGER COMMITMENTS............................................................ 1 B) CITY COMMITMENTS...............................................................................................3 C) PERFORMANCE EVLAUATION ...............................................................................3 5) COMPENSATION......................................................................................................4 A) BASE SALARY .........................................................................................................4 B) BENEFITS.................................................................................................................5 C) PENSON ...................................................................................................................6 D) DEFERRED COMPENSATION .................................................................................6
E) INSURANCE
6) SEPARATION............................................................................................................6 A) DISCRETIONARY REMOVAL...................................................................................6 B) APPOINTMENT OF CITY MANAGER.......................................................................6 C) TEMPORARY APPOINTMENT .................................................................................6 4932-2724-1623 v1
7) MISCELLANEOUS PROVISIONS............................................................................. 7 A) AMENDMENTS ........................................................................................................ 7 B) CONFLICT OF INTEREST........................................................................................ 7 C) INDEMNIFICATION.................................................................................................. 7 D) SEVERABILITY ........................................................................................................ 8 E) JURISDICTION AND VENUE. .................................................................................. 8 F) ENTIRE AGREEMENT ..............................................................................................8 G) NOTICE.....................................................................................................................8 EXECUTION ........................................................................................................................8 ii