Agenda packet — City Council and Authorities Concurrent, January 27, 2026 (part 2 of 5)

City Clerk: Through November, actual expenditures were tracking slightly below budget at approximately $0.7 million or 39% of the budget, primarily in the salaries and benefits categories. This expenditure level reflects a 14.4% decrease compared to last fiscal year due to the lower software subscription costs.

City Council: Through November, expenditures of $0.5 million were at 38% of budget, which is slightly below par. Compared to the same period through last fiscal year, this reflects an increase in expenditures, resulting from higher salary and benefits spend. This is partially offset by lower spending for as-needed staff.

City Manager: The actual expenditures through November totaled $2.4 million, or 36.5% of the budget, which is slightly below par for this time of the year. Expenditures are approximately 41.3% higher compared with the spending level through the same period last fiscal year. This is due to higher spend in the salaries and benefits and contractual services categories.

Community Development Department: This department consists of three divisions: Planning, Building, and Housing and Community Services. The Building Division of this department is reflected in the Building Development Services Fund, which falls under the special revenue section of this report.

Through November, departmental expenditures for the Planning and Housing and Community Services divisions totaled $2.1 million, or 34% of the budget, which is below par of 41.7%. This expenditure level is 6.2% above the prior year as a result of higher salaries and benefits spend.

Finance Department: Through November, the Department’s expenditures totaled $7.7 million, or

35.8% of the budget, which is below par. This expenditure level was approximately 6.1% lower compared to the same period last year. Higher salaries and benefits spend is offset by lower contractual services costs.

Fire Department: Through November, actual expenditures totaled $29.6 million, or 41.8% of the budget, which is at par. These expenditures are slightly above the spending level through the same period last fiscal year. Overtime expenditures are tracking at 98.5% of the budget, which is well above par for this time of year. Excluding reimbursable mutual aid-related overtime, the departmental overtime

9 City of Santa Clara
Financial Status Report as of November 30, 2025

remains at approximately 91.74% of the budget. While this overtime figure is still above par, it is important to note that overtime is used to backfill for vacant positions and the vacancy savings offset a portion of the overtime costs.

Through November, absences are up 14% (from 34,598 to 39,294 hours) when compared with the prior fiscal year and remain above historical levels. Absences are trending high in the areas of vacation usage, sick leave, and industrial injury time. Employees can elect for compensatory time over overtime pay when backfilling shift absences, which increases the need to backfill when the compensatory time is used. Through November, the compensatory time payouts total $964,061, which is above historical levels and 29% above the payouts of $745,854 experienced through November of last fiscal year. The Department will continue to monitor expenditures throughout the fiscal year, and any necessary budget adjustments will be brought forward for City Council consideration.

Library Department: Through November, actual expenditures totaled approximately $4.9 million, or

39.5% of the budget, which is slightly below par, and consistent with expenditure levels last fiscal year.

Parks and Recreation Department: Through November, actual expenditures totaled $9.8 million, or

38.7% of the budget, which is slightly below par, but 10% higher than prior year actuals of $8.9 million.

This increase reflects higher spend in the salaries and benefits categories as well as utilities and contractual services costs.

Police Department: Expenditures through November are tracking at $41.6 million, or 41.4% of the budget; this is approximately 13.5% higher than prior year spending levels. The increase is mainly due to higher spend in the salaries and benefits and contractual services categories. The Department will continue to monitor expenditures throughout the fiscal year and any necessary budget amendments will be brought forward for City Council consideration.

Stadium Operation: Stadium operating expenditures are incurred first and billed on a reimbursement basis creating a timing difference in revenue recognition. Stadium expenditures of $6.2 million through November are tracking at 30.5% of the budget; this expenditure level is 28.2% above the prior fiscal year due to a greater number of non-NFL events held at the Stadium compared to the prior year.

Events at the Stadium through November include two soccer matches, four concerts, two preseason and five regular season NFL games; these costs are fully reimbursed by the Stadium Manager and the Stadium Authority. The Bay Area Host Committee also provides reimbursement for expenses incurred related to Super Bowl LX and FIFA World Cup 2026 planning costs.

10 City of Santa Clara
Financial Status Report as of November 30, 2025

Special Revenue Funds
The table below is a summary of revenues and expenditures of select Special Revenue Funds as of November 30, 2025. The amended budget reflects carryover encumbrances from fiscal year 2024/25 and budget amendments approved by the City Council through November 2025.

Through the end of November, revenues totaled $13.8 million, or 45.4% of the estimate, which is above par of 41.7%, while expenditures totaled approximately $11.0 million, or 27.3%. Revenues in both the Building and Fire Development Services Funds and the Fire CUPA Fund are tracking above par. The Housing Authority Fund is tracking significantly above prior year levels due to additional interest paid on a housing loan. In the Housing Successor Agency Fund, contractual services spend is higher than prior years, while interest collections on housing loans have come in lower than prior years.

Actual Actual $
F
und Adopted Amended Through Percentage Through Change From Percent Description Budget Budget 11/30/2025 Received 11/30/2024 Prior Year Change Building Development Services Fee
Fund
16,736,000$ 16, 736,000$ 8,584,089$ 51.29% 7,735,865$ 848,224$ 10.96% City Affordable Housing Fund 1,253,326 1,253,326 376,184 30.01% 329,099 47,085 14.31% Fire CUPA Fund 2,019,000 2,019,000 1,337,165 66.23% 0 1,337,165 N/A Fire Development Services Fee
Fund
3,429,000 3,429,000 1, 931,381 56.32% 1,891,344 40,037 2.12% Housing and Urban Development 5,427,794 5,427,794 981,997 18.09% 515,314 466,683 90.56% Housing Authority Fund 281,088 281,088 357,064 127.03% 23,770 333,294 1402.16% Housing Successor Fund 1,302,573 1,302,573 240,068 18.43% 391,167 (151,099) -38.63% TOTAL 30,448,781$ 30,448,781$ 13,807,948$ 45.35% 10,886,559$ 2,921,389$ 26.83% Actual Actual $
Fund Adopted Amended Through Percentage Through Change From Percent Description Budget Budget 11/30/2025 Use d 11/30/2024 Prior Year Change Building Development Services Fee
Fund
17,307,319$ 18, 457,334$ 6,942,137$ 37.61% 6,071,677$ 870,460$ 14.34% City Affordable Housing Fund 6,984,995 7,292,572 487,012 6.68% 327,610 159,402 48.66% Fire CUPA Fund 1,779,867 1,783,637 522,243 29.28% 0 522,243 N/A Fire Development Services Fee
Fund
3,904,315 3,926,714 1, 421,802 36.21% 1,472,131 (50,329) -3.42% Housing and Urban Development 5,427,794 7,126,175 1,213,756 17.03% 988,524 225,232 22.78% Housing Authority Fund 459,878 501,371 74,610 14.88% 69,620 4,990 7.17% Housing Successor Fund 1,127,973 1,347,976 381,829 28.33% 270,536 111,293 41.14% TOTAL 36,992,141$ 40,435,779$ 11,043,389$ 27.31% 9,200,098$ 1,843,291$ 20.04%

PRIOR YEAR EXPENDITURE COMPARISON

CITY OF SANTA CLARA

SPECIAL REVENUE FUNDS

REVENUE AND EXPENDITURES - OVERVIEW AND COMPARISON BY FUND REVENUE - FISCAL YEAR 2025/26 PRIOR YEAR REVENUE COMPARISON EXPENDITURES - FISCAL YEAR 2025/26

11 City of Santa Clara
Financial Status Report as of November 30, 2025

Internal Service Funds
The table below displays the expenditures in the internal service funds across the City. The amended budget reflects current year appropriations, prior year carryover, and budget amendments approved through November 2025. As of November 30, 2025, the internal service fund expenditures totaled $19.3 million, or 33% of the amended budget. The change in spend in the Special Liability Fund is due to higher insurance premium costs that were assumed in the development of the budget. The expenditure fluctuations in the Vehicle Replacement Fund are due to the timing of vehicle purchases throughout the year. In the Communication Acquisitions Fund, spend reflects replacements and maintenance to the City’s current inventory of radios.

Actual Actual $
Fund Adopted Amended Through Percentage Through Change From Percent Description Budget Budget 11/30/2025 Use d 11/30/2024 Prior Year Change Communication Acquisitions Fund 1,064,336$ 1,642,638$ 472,864$ 28.79% 309,775$ 163,089$ 52.65% Fleet Maintenance and Operations
Fund
6,757,227 7,116,065 2,600,734 36.55% 2,395,426 205,308 8.57% Information Technology Services
Fund
18,755,875 21,088,465 5,218,379 24.75% 3,814,263 1,404,116 36.81% Public Works Capital Projects
Management Fund
4,991,087 5,863,020 1,860,632 31.74% 1,692,171 168,461 9.96% Special Liability Fund 9,152,000 9,209,062 4,951,639 53.77% 3,756,429 1,195,210 31.82% Unemployment Insurance Fund 100,000 100,000 48,633 48.63% 24,637 23,996 97.40% Vehicle Replacement Fund 3,994,000 6,512,055 673,458 10.34% 1,339,316 (665,858) -49.72% Workers' Compensation Fund 6,858,000 6,858,000 3,426,485 49.96% 3,402,310 24,175 0.71% TOTAL 51,672,525$ 58,389,305$ 19,252,824$ 32.97% 16,734,327$ 2,518,497$ 15.05%

CITY OF SANTA CLARA

INTERNAL SERVICE FUNDS

EXPENDITURES - OVERVIEW AND COMPARISON BY FUND
EXPENDITURES - FISCAL YEAR 2025/26 PRIOR YEAR EXPENDITURE COMPARISON

12 City of Santa Clara
Financial Status Report as of November 30, 2025

Governmental Capital Improvement Funds
The table below lists the revenue for selected capital improvement funds. The amended budget reflects current year appropriations, prior year carryover, and budget amendments approved through November 2025. As of November 30, 2025, the capital fund revenue totaled approximately $14.4 million. In the Parks and Recreation Capital Fund, $8.6 million represents MFA collections, $0.9 million represents Quimby Act fees received, with interest earnings accounting for the remaining collections. The revenue collected in the Related Santa Clara Fund represents developer contributions. The revenue shown in the Storm Drain Capital Fund are customer service charges. The amount collected in the Tasman East Specific Infrastructure Fund is interest earnings, while the collections in the Streets and Highways Capital Fund are comprised of interest earnings, grant funding, fees, and VTA Measure B proceeds.

Actual
Fund Current Year Prior Year Total Amended Through Percentage Description Appropriation Carryforward Budget 11/30/2025 Use d Parks & Recreation 500,000$ 284,469$ 784,469$ 10,406,615$ 1326.58% Related Santa Clara Developer 803,406 - 803,406 235,000 29.25% Storm Drain 1,454,000 3,154,100 4,608,100 662,053 14.37% Streets & Highways 12,980,813 21,158,544 34,139,357 3,047,510 8.93% Tasman East Specific Infrastructure
Improvement Fund
- 3,734,932 3,734,932 97,248 2.60% TOTAL 15,738,219$ 28,332,045$ 44,070,264$ 14,448,426$ 32.78%

CITY OF SANTA CLARA

GOVERNMENTAL CAPITAL IMPROVEMENT FUNDS

REVENUE - OVERVIEW AND COMPARISON BY SELECTED FUND
REVENUE - FISCAL YEAR 2025/26

The table below lists the total amended budgeted amounts for expenditures in the Capital Improvement Funds. Similar to the revenue table, the amended expenditure budgets consist of current year appropriations, prior year carryover encumbrance balances in Governmental Capital Improvement Funds, and budget amendments approved through November 2025. As of November 30, 2025, capital fund expenditures totaled $24.7 million, or 13.6% of the amended budget.

As part of the adoption of the FY 2025/26 and FY 2026/27 biennial operating budget, capital funds were carried over for projects that were not anticipated to be completed by June 30, 2025. Necessary additional adjustments to the capital carryover amounts were included as part of the Budgetary Year- End Report for FY 2024/25, which was approved by the City Council in December 2025. These actions will be reflected in future monthly financial reports.

13 City of Santa Clara
Financial Status Report as of November 30, 2025

Actual
Fund Current Year Prior Year Total Amended Through Percentage Description Appropriation Carryforward B udget 11/30/2025 Use d Fire 528,065$ 1,843,700 2,371,765$ 747,437$ 31.51% General Gov't - Other 2,776,902 13,044,393 15,821,295 416,496 2.63% Library 21,804 650,322 672,126 9,085 1.35% Parks & Recreation 8,182,875 36,311,156 44,494,031 1,541,947 3.47% Public Buildings 547,511 7,897,509 8,445,020 2,692,854 31.89% Related Santa Clara Developer 803,406 263,001 1,066,407 219,685 20.60% Storm Drain 660,357 8,743,063 9,403,420 544,920 5.79% Streets & Highways 22,982,893 72,157,339 95,140,232 17,097,074 17.97% Tasman East Specific Infrastructure
Improvement Fund
1,433,038 2,827,188 4,260,226 1,430,678 33.58% TOTAL 37,936,851$ 143,737,671$ 181,674,522$ 24,700,176$ 13.60% EXPENDITURES - FISCAL YEAR 2025/26

CITY OF SANTA CLARA

SUMMARY OF EXPENDITURES

GOVERNMENTAL CAPITAL IMPROVEMENT FUNDS

14 City of Santa Clara
Financial Status Report as of November 30, 2025

Enterprise Funds
The table below is a summary of revenues and expenses for the Enterprise Operating Funds as of November 30, 2025. Overall, revenues and expenditures are tracking below budgeted levels.

Compared to prior year levels, revenues are tracking lower, whereas expenditures are tracking higher.

Actual Actual $
Fund Adopted Amended T hrough Percentage Through Change From Percent Description Budget Budget 11/30/2025 received 11/30/2024 Prior Year Change Cemetery Fund 600,000$ 600,000$ 289,775$ 48.30% 282,102$ 7,673$ 2.72% Electric Utility Fund 1,128,195,241 1,128,195,241 327,770,723 29.05% 413,634,462 (85,863,739) -20.76% Sewer Utility Fund 52,407,375 52,407,375 21,192,399 40.44% 21,045,043 147,356 0.70% Solid Waste Utility Fund 42,287,613 42,287,613 15,785,693 37.33% 15,028,904 756,789 5.04% Water Recycling Fund 9,651,409 9,651,409 4,243,865 43.97% 4,836,711 (592,846) -12.26% Water Utility Fund 76,402,644 76,402,644 29,723,376 38.90% 28,157,410 1,565,966 5.56% TOTAL REVENUE 1,309,544,282$ 1,309,544,282$ 399,005,831$ 30.47% 482,984,632$ (83,978,801)$ -17.39% Actual Actual $
Fund Adopted Amended Through Percentage Through Change From Percent Description Budget Budget 11/30/2025 Use d 11/30/2024 Prior Year Change Cemetery Fund 1,757,102$ 1,774,177$ 468,592$ 26.41% 496,312$ (27,720)$ -5.59% Electric Utility Fund 712,617,141 723,672,626 278,817,118 38.53% 223,427,201 55,389,917 24.79% Sewer Utility Fund 43,738,253 44,110,349 20,757,521 47.06% 17,965,330 2,792,191 15.54% Solid Waste Utility Fund 42,061,065 46,374,375 14,270,655 30.77% 15,556,606 (1,285,951) -8.27% Water Recycling Fund 10,890,055 10,927,484 2,579,218 23.60% 4,986,756 (2,407,538) -48.28% Water Utility Fund 66,793,248 68,017,282 25,304,482 37.20% 21,354,808 3,949,674 18.50% TOTAL - Operating
Appropriations
877,856,864$ 894,876,293$ 342, 197,586$ 38.24% 283,787,013$ 58,410,573$ 20.58% PRIOR YEAR EXPENSE COMPARISONEXPENDITURES - FISCAL YEAR 2025/26

CITY OF SANTA CLARA

ENTERPRISE OPERATING FUNDS

REVENUE AND EXPENSES - OVERVIEW AND COMPARISON BY FUND
REVENUE - FISCAL YEAR 2025/26 PRIOR YEAR REVENUE COMPARISON

Revenues in the electric (which also includes the Electric Debt Service Fund), water, sewer (which also includes the Sewer Debt Service Fund) and water recycling funds are primarily from customer service charges. The activity levels for these customer service charges also impact the resource and production costs on the expenditure side for these funds. In the Electric Utility Fund, the significant decrease in revenue is attributable to bond proceeds received last fiscal year. Revenue and spend in the Water Recycling Fund are lower than prior year levels, due to the timing of payments.

15 City of Santa Clara
Financial Status Report as of November 30, 2025

A summary of revenue and expenses in the Enterprise Capital Improvement Funds is detailed in the tables below. Actual revenue through November 30, 2025, totaled $4.5 million, consisting primarily of developer contributions in the Electric Utility Fund and sewer fees in the Sewer Utility Fund. Enterprise capital fund expenses totaled $35.5 million, or 4.4% of the amended budget. Similar to the general government capital funds, capital funds were carried over from FY 2024/25 as part of the FY 2025/26 and FY 2026/27 budget adoption process for those projects that were not expected to be completed by June 30, 2025. Additional necessary adjustments to the capital carryover amounts based on actual year-end expenditures were included in the Budgetary Year-End Report for FY 2024/25, which was approved by the City Council in December 2025. These actions will be reflected in future monthly financial reports.

Actual
Fund Current Year P rior Year Total Amended Through Percentage Description Appropriation Carryforward Budget 11/30/2025 Use d Electric Utility Fund 25,505,075$ 24,039,903$ 49,544,978$ 1,704,285$ 3.44% Sewer Utility Fund - - - 2,765,728 N/A Solid Waste Utility Fund 258,000 246,500 504,500 2,888 0.57% Street Lighting (1) - - - 6,817 N/A Water Recycling Fund - - - - N/A Water Utility Fund - - - 39,760 N/A TOTAL - Revenue 25,763,075$ 24, 286,403$ 50,049,478$ 4,519,478$ 9.03% Actual
Fund Current Year P rior Year Total Amended Through Percentage Description Appropriation Carryforward Budget 11/30/2025 Use d Cemetery Fund -$ 270,489$ 270,489$ -$ 0.00% Convention Center Capital
Fund
- 2, 509,218 2,509,218 - 0.00% Electric Utility Fund 369,266,575 351,029,528 720,296,103 26,011,335 3.61% Sewer Utility Fund 18,147,399 35,573,235 53,720,634 3,274,342 6.10% Solid Waste Utility Fund 812,000 131,477 943,477 412,673 43.74% Street Lighting (1) 125,000 7,161,945 7,286,945 2,791,768 38.31% Water Recycling Fund 50,000 - 50,000 1,486 2.97% Water Utility Fund 8,539,100 7,255,804 15,794,904 2,967,724 18.79%

TOTAL - CIP
Appropriations
396,940,075$ 403, 931,695$ 800,871,770$ 35,459,328$ 4.43%

CITY OF SANTA CLARA

ENTERPRISE CAPITAL IMPROVEMENT FUNDS

SUMMARY OF EXPENDITURES
EXPENSES - FISCAL YEAR 2025/26

CITY OF SANTA CLARA

ENTERPRISE CAPITAL IMPROVEMENT FUNDS

REVENUE - OVERVIEW AND COMPARISON BY SELECTED FUND
REVENUE - FISCAL YEAR 2025/26

(1) Street Lighting fund is part of Electric Capital Improvement Funds

16 City of Santa Clara
Financial Status Report as of November 30, 2025

Fund Reserves
By policy, City Council established the City’s General Contingency Reserve, under which reserves for Budget Stabilization and Capital Projects were established. • Budget Stabilization Reserve is set aside for weathering economic downturns, emergency financial crisis, or disaster situations. The reserve target is equal to the expenditures of the City’s General Fund operations for three months (90-day or 25% General Fund Adopted Operating Budget).
• Capital Projects Reserve earmarks funds for the Capital Improvement Program.

Other General Reserves and Enterprise Fund Reserves included in this report are highlighted as follows:
• Technology Fee Reserve is set aside to update and/or replace the City’s aging technology and to ensure internal controls are in compliance with current business standard and legal requirements.
• Land Sale Reserve is net proceeds from the sale of City-owned land, with interest earned on these funds available to be appropriated for General Fund operating expenditures. This reserve is available for appropriation by City Council action.
• The Electric Utility Rate Stabilization Reserve and Operations and Maintenance Reserve ensures sufficient operating cash is available to cover day-to-day expenses, address unforeseen cost increases or revenue shortfalls, and ensure debt service coverage. • The Replacement and Improvement Reserve in the Water and Sewer Utility Funds is for future capital improvement.

The table below summarizes select reserve balances.

17 City of Santa Clara
Financial Status Report as of November 30, 2025

DETAIL OF SELECTED FUND RESERVE BALANCES:

GENERAL

FUND ELECTRIC WATER
B
udget Stabilization Reserve 79,900,000$
Capital Projects Reserve 8,364,224
Land Sale Reserve 10,343,105
Technology Fee Reserve 2,286,481
Electric Rate Stabilization Fund Reserve 78,000,000$
Electric Operations and Maintenance Reserve 377,000,000 Replacement & Improvement 303,090$
TOTALS 100,893,810$ 455,000,000$ 303,090$

CITY OF SANTA CLARA

RESERVE BALANCES
November 30, 2025

Donations to the City of Santa Clara
Donations received by department during the month of November 2025 and for fiscal year 2025/26 are shown in the table below.

Department Nov-25
Fis cal Year
2025/26
Year To Date Designated Use
City Manager's Office - 50 Help Your Neighbor Parks & Recreation - 22,000 Case Management Parks & Recreation 187 1,655 Roberta Jones Jr. Theatre Parks & Recreation 10,175 12,125 Wade Brummal TOTALS 10,362$ 35,830$

_____________________________________________________________________

MONTHLY INVESTMENT REPORT

November 2025

City of
Santa Clara
The Center of What 's Possible
5 Attachment B: Statement of Transactions 13

City of Santa Clara

Monthly Investment Report

TABLE OF CONTENTS

Page #

1 Summary of Investment Portfolio

1 2 Summary of Investments 5
3 Investment Maturity Distribution Schedule 6
4 Attachment A: Investment Inventory With Market Value 7

1 CITY OF SANTA CLARA

SUMMARY OF INVESTMENT PORTFOLIO

All securities held by the City of Santa Clara as of November 30, 2025 were in compliance with the City's Investment Policy Statement regarding current market strategy and long-term goals and objectives. All securities held are rated A or higher by two nationally recognized rating agencies. There is adequate cash flow and maturity of investments to meet the City’s needs for the next six months.

The following table provides the breakdown of the total portfolio among the City, the Sports and Open Space Authority (SOSA), and the Housing Authority (HA) as of November 30, 2025.

On November 30, 2025 the cost value and market value of the City's unrestricted pooled investment portfolio were $1,480,412,989 and $1,493,734,342 respectively.

Investment Strategy and Market Update
Policymakers at the Federal Reserve (Fed) remain divided ahead of the Fed’s meeting on December 10. While the government has started releasing data delayed by the government shutdown, the October and November inflation data and jobs reports will not be available before the meeting. Given this lack of data, the Fed will continue to rely on survey-based anecdotal evidence and information from private data providers. Both indicate economic momentum slowing.

The September jobs report showed subdued job creation. The unemployment rate rose to 4.4% in September, its highest level since 2021 but still below long-run averages. Initial jobless claims are still at historically low levels, suggesting the labor market remains in a “no hire, no fire” environment.

The Congressional Budget Office (CBO) estimated the government shutdown will reduce fourth quarter gross domestic product (GDP) growth by 1.0% to 1.5%, with most of the decline expected to be recovered in subsequent quarters. After remaining rangebound for the first half of November, U.S. Treasury yields moved lower on dovish Fed commentary and labor market information released by private data service providers. Yields on 3-month, 2-year, and 10-year U.S. Treasuries ended the month at

3.80%, 3.49%, and 4.01% representing decreases of -1 bps, -8 bps, and -6 bps, respectively. The yield on the 30-year Treasury inched higher over the month by+1 bp to 4.66%, resulting in the yield curve steepening.

Lower yields in November led to strong absolute bond returns across the board. The ICE BofA 3-month, 2-year, and 10-yearU.S.

Treasury indices returned +0.28%, +0.45%, and +1.01%,respectively.

COST VALUE PERCENTAGE
City $1,479,005,159 99.91%
SOSA 14,648

0.00%
HA 1,393,182 0.09% Unrestricted $1,480,412,989 100.00%
Restricted Bond Proceeds 2,464,236

Total Investments $1,482,877,225
2 The City's investment strategy for November 2025 was to invest funds not required to meet current obligations, in securities listed in the prevailing Investment Policy Statement, with maturities not to exceed five years from date of purchase. This strategy ensures safety of the City’s funds, provides liquidity to meet the City’s cash needs, and earns a reasonable portfolio return. PFM Asset Management LLC began actively managing the City’s securities portfolio on September 1, 2020.

As of November 30, 2025, 45.06% of the City’s portfolio consists of U.S. Treasury Notes, 19.25% consists of California Asset Management Program (CAMP) , 18.08% consists of investment grade Corporate Notes , 8.64% consists of investment grade Mortgage-Backed Securities, 7.78% consists of investment grade Asset-Back Securities, 0.51% consists of Negotiable Certificates of Deposit, and 0.43% consists of Local Agency Investment Fund (LAIF). In addition, City bond proceeds are invested in separate funds and are not included in the calculation of the City’s portfolio yield.

U.S. Treasury Notes

45.06%
Corporate Notes

18.08%
Asset-Backed Securities

7.78%
Negotiable Certificates of
Deposit

0.51%
Mortgage-Backed Securities

8.64%
Money Market Fund

0.08%
Local Agency
Investment Fund (LAIF)

0.43%
California Asset Management
Program (CAMP)

19.25% Mutual Fund - Traffic Mitigation
Bond Proceeds

0.17%
3 The City’s securities portfolio is benchmarked against the ICE BAML 1-5 US Treasury Index.

4.13%

4.09%

4.21%

0.00%

0.50%

1.00%

1.50%

2.00%

2.50%

3.00%

3.50%

4.00%

4.50%

5.00%
Nov-21 Feb-22 May-22 Aug-22 Nov-22 Feb-23 May-23 Aug-23 Nov-23 Feb-24 May-24 Aug-24 Nov-24 Feb-25 May-25 Aug-25 Nov-25 Securities Portfolio Yield at Cost vs Index 24-Month Average of Yield at Market Securities Portfolio (yield at cost)
City's Benchmark Index (24-month rolling average market yield) BofA 1-5 AAA-A Corp & Gov't Index (24-month rolling average market yield)

T T T T T T T T T
4 The following table summarizes the investment yields other information of the City’s investment portfolio components, along with comparable-maturity market indices. Also shown are the monthly interest income and aggregate year-to-date income.

Current Month
11/30/2025
Investment Yield
Liquidity Portfolio1 4.06%
LAIF average monthly yield 4.10%

Securities Portfolio2 4.13%
ICE BAML 1-5 US Treasury Index (24-month rolling average market yield) 4.09% ICE BAML 1-5 AAA-A US Corporate & Government Index (24-month rolling average market yield) 4.21%

City Portfolio (Liquidity + Securities) 4.12%

Investment Total Return*
Securities Portfolio 0.57%
ICE BAML 1-5 US Treasury Index 0.54%
ICE BAML 1-5 AAA-A US Corporate & Government Index 0.55%

Average Maturity of Investments (in years)
Liquidity Portfolio1 0.90
Securities Portfolio2 2.98
City Portfolio (Liquidity + Securities) 2.40
ICE BAML 1-5 US Treasury Index 2.73
ICE BAML 1-5 AAA-A US Corporate & Government Index 2.78

Cash Interest Income Current Month3 $ 4,074,520
Cash Interest Income Fiscal Year-To-Date3 $ 23,792,820

1. Consists of CAMP Pool, LAIF, Dreyfus Traffic Mitigation Fund, & Principal Sweep Account

2. Core long term portfolio managed by PFM Asset Management

3. Cash basis
* Total rate of return including earnings, distributions, and capital appreciation/depreciation of all portfolio assets

5 CITY OF SANTA CLARA
SUMMARY OF INVESTMENTS NOVEMBER 30, 2025

PER
COST % OF INVESTMENT

INVESTMENT TYPE VALUE PORTFOLIO POLICY

U.S. Treasury Notes 668,203,033 45.06% No Limit Corporate Notes 268,126,741 18.08% 25%
Asset-Backed Securities 115,328,726 7.78% 10% Negotiable Certificates of Deposit 7,500,000 0.51% 30% Mortgage-Backed Securities 128,167,554 8.64% 15% Money Market Fund 1,164,038 0.08% 10% Per Fund Local Agency Investment Fund (LAIF) 6,347,618 0.43% $75 M California Asset Management Program (CAMP) 285,575,279 19.25% No Limit Mutual Fund - Traffic Mitigation Bond Proceeds 2,464,236 0.17% 10% Per Fund TOTAL INVESTMENTS $ 1,482,877,225 100.00%

6 INVESTMENT MATURITY DISTRIBUTION
AS OF NOVEMBER 30, 2025

UNRESTRICTED POOLED PORTFOLIO

MATURITY NUMBER OF
(IN MONTHS) COST VALUE INVESTMENTS DISTRIBUTION

DEMAND (a) $ 233,086,934 (a) 3 15.74%
0 TO 6 69,025,920 6 4.66%
7 TO 12 26,707,126 5 1.80%
13 TO 18 120,337,057 18 8.13%
19 TO 24 183,803,360 17 12.42%
25 TO 30 116,648,753 20 7.88%
31 TO 36 133,236,755 26 9.00%
37 TO 42 136,894,882 23 9.25%
43 TO 48 161,882,621 24 10.93%
49 TO 54 154,336,868 27 10.43%
55 TO 60 144,452,713 17 9.76%

TOTAL $1,480,412,989 186 100.00%

Average Maturity of Unrestricted Pool: 2.40 Years

(a) $20 million is earmarked for the City's Electric Utility power-trading.

0%
2%
4%
6%
8%
10%
12%
14%
16%
18%
20%
22%
24%

INVESTMENT MATURITY DISTRIBUTION

UNRESTRICTED POOLED PORTFOLIO
AS OF NOVEMBER 30, 2025
City of Santa Clara Monthly Report
11/30/2025
Description Issue Date Coupon Rate Maturity Date CUSIP Par Value S&P Rating Se ttle Date Cost Value YTM at Cost Market Value Unrealized G/L UNITED STATES TREASURY 12/15/2023 4.375% 12/15/2026 91282CJP7 7,110,000.00 AA+ 6/2/ 2025 7,138,799.89 0.00% 7 ,164,178.20 25,378.31 UNITED STATES TREASURY 1/31/2025 4.125% 1/31/2027 91282CMH 1 4,065,000.00 AA+ 2/3/2025 4,058,013.28 4.22% 4,088,333.10 30,319.82 UNITED STATES TREASURY 1/31/2025 4.125% 1/31/2027 91282CMH 1 2,400,000.00 AA+ 2/18/2025 2,394,281.25 4.25% 2,413,776.00 19,494.75 UNITED STATES TREASURY 2/15/2024 4.125% 2/15/2027 91282CKA8 12,205,000.00 AA+ 12/19/2024 12, 180,208.59 4.22% 12,280,793.05 100,584.46 UNITED STATES TREASURY 4/15/2024 4.500% 4/15/2027 91282CKJ 9 21,925,000.00 AA+ 11/20/2024 22, 050,041.02 4.25% 22,193,142.75 143,101.73 UNITED STATES TREASURY 5/15/2017 2.375% 5/15/2027 912828X88 5,400,000.00 AA+ 8/8/2022 5,248,546.88 3.01% 5,310,360.00 61,813.12 UNITED STATES TREASURY 5/15/2024 4.500% 5/15/2027 91282CKR 1 15,280,000.00 AA+ 12/18/2024 15, 373,112.50 4.23% 15,482,307.20 109,194.70 UNITED STATES TREASURY 5/15/2024 4.500% 5/15/2027 91282CKR 1 2,200,000.00 AA+ 9/17/2024 2,257,492.19 3.46% 2,229,128.00 -28,364.19 UNITED STATES TREASURY 6/17/2024 4.625% 6/15/2027 91282CKV2 27,665,000.00 AA+ 9/27/2024 28, 426,868.16 3.55% 28, 104,873.50 -321,994.66 UNITED STATES TREASURY 6/17/2024 4.625% 6/15/2027 91282CKV2 10,000,000.00 AA+ 10/16/2024 10, 188,671.88 3.87% 10,159,000.00 -29,671.88 UNITED STATES TREASURY 6/17/2024 4.625% 6/15/2027 91282CKV2 5,020,000.00 AA+ 10/22/2024 5,102,947.66 3.96% 5,099,818.00 -3,129.66 UNITED STATES TREASURY 8/1/2022 2.750% 7/31/2027 91282CFB 2 9,350,000.00 AA+ 9/14/2022 8,996,818.36 3.60% 9,230,974.50 234,156.14 UNITED STATES TREASURY 8/15/1997 6.375% 8/15/2027 912810FA1 9,390,000.00 AA+ 10/ 5/2023 9,913,052.34 4.78% 9,834,240.90 -78,811.44 UNITED STATES TREASURY 8/15/2017 2.250% 8/15/2027 9128282R0 4,540,000.00 AA+ 9/6/2022 4,304,310.16 3.40% 4,443,888.20 139,578.04 UNITED STATES TREASURY 9/30/2022 4.125% 9/30/2027 91282CFM8 7,495,000.00 AA+ 10/11/2024 7,546,528.13 3.88% 7 ,574,671.85 28,143.72 UNITED STATES TREASURY 9/30/2022 4.125% 9/30/2027 91282CFM8 3,785,000.00 AA+ 11/3/2022 3,760,308.79 4.27% 3,825,234.55 64,925.76 UNITED STATES TREASURY 10/31/2022 4.125% 10/31/2027 91282CFU 0 42,865,000.00 AA+ 3/6/2025 43,036,439.69 4.02% 43,348,945.85 312,506.16 UNITED STATES TREASURY 10/31/2022 4.125% 10/31/2027 91282CFU 0 16,115,000.00 AA+ 9/17/2024 16, 442,335.94 3.43% 16, 296,938.35 -145,397.59 UNITED STATES TREASURY 10/31/2022 4.125% 10/31/2027 91282CFU 0 18,960,000.00 AA+ 10/11/2024 19,088,128.13 3.89% 19,174,058.40 85,930.27 UNITED STATES TREASURY 10/31/2022 4.125% 10/31/2027 91282CFU 0 4,255,000.00 AA+ 12/13/2022 4,309,517.19 3.83% 4 ,303,038.95 -6,478.24 UNITED STATES TREASURY 10/31/2022 4.125% 10/31/2027 91282CFU 0 4,750,000.00 AA+ 1/31/2023 4,833,310.55 3.72% 4,803,627.50 -29,683.05 UNITED STATES TREASURY 11/17/1997 6.125% 11/15/2027 912810FB9 3,100,000.00 AA+ 7/ 24/2024 3,288,058.59 4.14% 3 ,253,915.00 -34,143.59 UNITED STATES TREASURY 11/30/2022 3.875% 11/30/2027 91282CFZ9 7,130,000.00 AA+ 9/5/2024 7,182,917.97 3.63% 7,180,123.90 -2,794.07 UNITED STATES TREASURY 1/3/2023 3.875% 12/31/2027 91282CGC9 7,325,000.00 AA+ 2/8/ 2023 7,335,270.52 3.85% 7 ,380,230.50 44,959.98 UNITED STATES TREASURY 1/3/2023 3.875% 12/31/2027 91282CGC9 4,850,000.00 AA+ 2/2/ 2023 4,906,078.13 3.62% 4 ,886,569.00 -19,509.13 UNITED STATES TREASURY 1/3/2023 3.875% 12/31/2027 91282CGC9 5,475,000.00 AA+ 1/31/ 2023 5,518,415.04 3.70% 5 ,516,281.50 -2,133.54 UNITED STATES TREASURY 1/3/2023 3.875% 12/31/2027 91282CGC9 7,175,000.00 AA+ 9/27/ 2024 7,247,030.27 3.54% 7 ,229,099.50 -17,930.77 UNITED STATES TREASURY 1/31/2023 3.500% 1/31/ 2028 91282CGH8 855,000.00 AA+ 5/16/2023 855, 400.78 3.49% 855,000.00 -400.78 UNITED STATES TREASURY 2/28/2023 4.000% 2/29/2028 91282CGP0 8,080,000.00 AA+ 1/26/ 2024 8,002,541.98 4.05% 8 ,167,102.40 164,560.42 UNITED STATES TREASURY 2/28/2023 4.000% 2/29/2028 91282CGP0 2,450,000.00 AA+ 3/7/ 2023 2,422,820.31 4.25% 2 ,476,411.00 53,590.69 UNITED STATES TREASURY 2/28/2023 4.000% 2/29/2028 91282CGP0 5,215,000.00 AA+ 10/11/2024 5,230,685.74 3.90% 5 ,271,217.70 40,531.96 UNITED STATES TREASURY 2/28/2023 4.000% 2/29/2028 91282CGP0 7,360,000.00 AA+ 5/16/ 2023 7,532,500.00 3.46% 7 ,439,340.80 -93,159.20 UNITED STATES TREASURY 3/31/2023 3.625% 3/31/2028 91282CGT2 2,680,000.00 AA+ 5/4/ 2023 2,691,241.91 3.42% 2 ,688,066.80 -3,175.11 UNITED STATES TREASURY 5/1/2023 3.500% 4/30/2028 91282CHA2 5,075,000.00 AA+ 5/2/ 2023 5,042,488.28 3.64% 5 ,075,812.00 33,323.72 UNITED STATES TREASURY 5/31/2023 3.625% 5/31/2028 91282CHE4 11,735,000.00 AA+ 6/5/ 2023 11,695,577.73 3.70% 11,773,021.40 77,443.67 UNITED STATES TREASURY 5/31/2023 3.625% 5/31/2028 91282CHE4 10,115,000.00 AA+ 3/3/ 2025 10,002,391.60 3.99% 10,147,772.60 145,381.00 UNITED STATES TREASURY 5/31/2023 3.625% 5/31/2028 91282CHE4 8,285,000.00 AA+ 1/26/ 2024 8,149,074.22 4.04% 8 ,311,843.40 162,769.18 UNITED STATES TREASURY 6/30/2023 4.000% 6/30/2028 91282CHK0 6,025,000.00 AA+ 7/10/ 2023 5,934,570.68 4.36% 6 ,101,517.50 166,946.82 UNITED STATES TREASURY 7/31/2023 4.125% 7/31/2028 91282CHQ7 4,950,000.00 AA+ 8/2/2023 4,921,962.89 4.25% 5 ,029,497.00 107,534.11 UNITED STATES TREASURY 8/31/2023 4.375% 8/31/2028 91282CHX2 2,900,000.00 AA+ 1/26/2024 2,936,527.61 4.03% 2 ,966,149.00 29,621.39 UNITED STATES TREASURY 10/31/2023 4.875% 10/31/2028 91282CJF9 5,900,000.00 AA+ 1/4/ 2024 6,140,839.84 3.94% 6 ,122,607.00 -18,232.84 UNITED STATES TREASURY 10/31/2023 4.875% 10/31/2028 91282CJF9 5,160,000.00 AA+ 1/8/ 2024 5,355,717.19 4.00% 5 ,354,686.80 -1,030.39 UNITED STATES TREASURY 11/16/1998 5.250% 11/15/2028 912810FF0 11,160,000.00 AA+ 9/17/2024 11, 969,100.00 3.37% 11, 704,942.80 -264,157.20 UNITED STATES TREASURY 11/30/2023 4.375% 11/30/2028 91282CJN2 8,025,000.00 AA+ 1/26/ 2024 8,150,704.10 4.01% 8 ,222,495.25 71,791.15 UNITED STATES TREASURY 1/2/2024 3.750% 12/31/2028 91282CJR 3 14,950,000.00 AA+ 1/19/2024 14,770,132.81 4.02% 15,057,490.50 287,357.69 UNITED STATES TREASURY 1/2/2024 3.750% 12/31/2028 91282CJR 3 6,250,000.00 AA+ 1/4/2024 6,202,148.44 3.92% 6,294,937.50 92,789.06 12/11/2025 5:24 PM 1 of 6
Attachment A
City of Santa Clara Monthly Report
11/30/2025
Description Issue Date Coupon Rate Maturity Date CUSIP Par Value S&P Rating Se ttle Date Cost Value YTM at Cost Market Value Unrealized G/L UNITED STATES TREASURY 1/31/2024 4.000% 1/31/2029 91282CJW 2 6,400,000.00 AA+ 2/13/2024 6,367,750.00 4.11% 6,492,032.00 124,282.00 UNITED STATES TREASURY 1/31/2024 4.000% 1/31/2029 91282CJW 2 4,735,000.00 AA+ 9/5/2024 4,814,348.24 3.58% 4,803,089.30 -11,258.94 UNITED STATES TREASURY 1/31/2024 4.000% 1/31/2029 91282CJW 2 5,030,000.00 AA+ 2/14/2024 4,968,107.42 4.28% 5,102,331.40 134,223.98 UNITED STATES TREASURY 2/16/1999 5.250% 2/15/2029 912810FG8 8,610,000.00 AA+ 7/24/2024 9,040,500.00 4.04% 9,078, 470.10 37,970.10 UNITED STATES TREASURY 2/29/2024 4.250% 2/28/2029 91282CKD 2 4,375,000.00 AA+ 9/27/2024 4,498,046.88 3.56% 4,472,256.25 -25,790.63 UNITED STATES TREASURY 2/29/2024 4.250% 2/28/2029 91282CKD 2 2,850,000.00 AA+ 3/7/2024 2,867,923.83 4.11% 2,913,355.50 45,431.67 UNITED STATES TREASURY 4/1/2024 4.125% 3/31/2029 91282CKG 5 10,050,000.00 AA+ 4/11/2024 9,938,900.39 4.37% 10,238,035.50 299,135.11 UNITED STATES TREASURY 4/30/2024 4.625% 4/30/2029 91282CKP5 16,425,000.00 AA+ 4/30/2024 16,412,167.97 4.64% 17,001,189.00 589,021.03 UNITED STATES TREASURY 4/30/2024 4.625% 4/30/2029 91282CKP5 5,625,000.00 AA+ 8/2/2024 5,809,570.31 3.86% 5,822,325.00 12,754.69 UNITED STATES TREASURY 5/31/2024 4.500% 5/31/2029 91282CKT 7 4,950,000.00 AA+ 6/7/2024 4,993,892.58 4.30% 5,106,816.00 112,923.42 UNITED STATES TREASURY 7/1/2024 4.250% 6/30/2029 91282CKX 8 24,360,000.00 AA+ 9/5/2024 25, 072,406.07 3.58% 24, 941,473.20 -130,932.87 UNITED STATES TREASURY 7/1/2024 4.250% 6/30/2029 91282CKX 8 1,100,000.00 AA+ 8/15/2024 1,128,316.41 3.67% 1,126,257.00 -2,059.41 UNITED STATES TREASURY 7/1/2024 4.250% 6/30/2029 91282CKX 8 16,955,000.00 AA+ 7/3/2024 16,858,965.82 4.38% 17,359,715.85 500,750.03 UNITED STATES TREASURY 7/1/2024 4.250% 6/30/2029 91282CKX 8 7,590,000.00 AA+ 7/3/2024 7,538,411.72 4.40% 7,771,173.30 232,761.58 UNITED STATES TREASURY 7/31/2024 4.000% 7/31/2029 91282CLC3 9,575,000.00 AA+ 9/17/2024 9,819,237.30 3.43% 9 ,723,891.25 -95,346.05 UNITED STATES TREASURY 8/31/2022 3.125% 8/31/2029 91282CFJ5 10,650,000.00 AA+ 9/27/2024 10,429,095.70 3.59% 10,492,380.00 63,284.30 UNITED STATES TREASURY 9/3/2024 3.625% 8/31/2029 91282CLK5 12,700,000.00 AA+ 9/5/ 2024 12,736,214.84 3.56% 12,732,766.00 -3,448.84 UNITED STATES TREASURY 9/3/2024 3.625% 8/31/2029 91282CLK5 1,870,000.00 AA+ 9/3/ 2024 1,864,156.25 3.69% 1 ,874,824.60 10,668.35 UNITED STATES TREASURY 9/30/2024 3.500% 9/30/2029 91282CLN9 5,575,000.00 AA+ 10/10/ 2024 5,481,792.97 3.87% 5 ,564,742.00 82,949.03 UNITED STATES TREASURY 9/30/2024 3.500% 9/30/2029 91282CLN9 5,185,000.00 AA+ 10/8/2024 5,101,756.45 3.86% 5 ,175,459.60 73,703.15 UNITED STATES TREASURY 10/31/2024 4.125% 10/31/2029 91282CLR0 1,140,000.00 AA+ 11/15/ 2024 1,131,539.06 4.29% 1 ,163,472.60 31,933.54 UNITED STATES TREASURY 10/31/2024 4.125% 10/31/2029 91282CLR0 3,175,000.00 AA+ 10/31/ 2024 3,172,395.51 4.14% 3 ,240,373.25 67,977.74 UNITED STATES TREASURY 12/2/2024 4.125% 11/30/2029 91282CMA6 13,100,000.00 AA+ 12/6/2024 13,123,539.06 4.08% 13,373,266.00 249,726.94 UNITED STATES TREASURY 12/2/2024 4.125% 11/30/2029 91282CMA6 2,700,000.00 AA+ 12/31/2024 2,672,472.66 4.36% 2 ,756,322.00 83,849.34 UNITED STATES TREASURY 12/2/2024 4.125% 11/30/2029 91282CMA6 5,200,000.00 AA+ 12/13/2024 5,178,265.63 4.22% 5,308,472.00 130,206.37 UNITED STATES TREASURY 1/31/2025 4.250% 1/31/2030 91282CMG3 10,000.00 AA+ 1/31/2025 10,097.33 4.32% 10,261.30 163.97 UNITED STATES TREASURY 1/31/2025 4.250% 1/31/2030 91282CMG 3 1,115,000.00 AA+ 2/6/2025 1,115,261.33 4.24% 1,144,134.95 28,873.62 UNITED STATES TREASURY 1/31/2025 4.250% 1/31/2030 91282CMG 3 5,100,000.00 AA+ 2/5/2025 5,081,074.22 4.33% 5,233,263.00 152,188.78 UNITED STATES TREASURY 2/28/2023 4.000% 2/28/2030 91282CGQ8 6,085,000.00 AA+ 3/6/2025 6,054,099.61 4.11% 6,186,497.80 132,398.19 UNITED STATES TREASURY 5/31/2023 3.750% 5/31/2030 91282CHF1 3,945,000.00 AA+ 6/5/ 2025 3,900,310.55 4.00% 3 ,971,826.00 71,515.45 UNITED STATES TREASURY 7/31/2025 3.875% 7/31/2030 91282CNN7 5,325,000.00 AA+ 8/28/2025 5,362,441.41 3.72% 5,388,633.75 26,192.34 UNITED STATES TREASURY 7/31/2025 3.875% 7/31/2030 91282CNN7 4,250,000.00 AA+ 8/20/2025 4,260,458.98 3.82% 4,300,787.50 40,328.52 UNITED STATES TREASURY 9/2/2025 3.625% 8/31/2030 91282CNX5 32,665,000.00 AA+ 9/3/2025 32,492,374.62 3.74% 32,698,318.30 205,943.68 UNITED STATES TREASURY 9/2/2025 3.625% 8/31/2030 91282CNX5 3,610,000.00 AA+ 9/11/2025 3,616,909.77 3.58% 3 ,613,682.20 -3,227.57 UNITED STATES TREASURY 9/30/2025 3.625% 9/30/2030 91282CPA3 6,050,000.00 AA+ 10/31/2025 6,029,047.54 3.71% 6,055,687.00 26,639.46 UNITED STATES TREASURY 9/30/2025 3.625% 9/30/2030 91282CPA3 1,500,000.00 AA+ 10/2/2025 1,495,781.25 3.69% 1,501,410.00 5,628.75 UNITED STATES TREASURY 10/31/2023 4.875% 10/31/2030 91282CJG7 7,250,000.00 AA+ 11/20/ 2025 7,631,474.61 3.70% 7 ,658,972.50 27,497.89 U.S. Treasury Bond / Note Subtotal 663,830,000.00 668,203,033.50 673,265,422.70 5,062,389.20 FANNIE MAE-ACES 7/1/2023 4.190% 7/1/2028 3136BQDE6 8,353,241.58 AA+ 11/30/ 2023 8,029,226.81 5.14% 8 ,392,000.63 362,773.82 FANNIE MAE-ACES 7/1/2023 4.190% 7/1/2028 3136BQDE6 7,255,386.95 AA+ 7/31/ 2023 7,132,385.47 4.58% 7 ,289,051.94 156,666.47

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 1/1/2017 3.347% 11/1/2026 3137BTUM1 5,112,395.30 AA+ 5/24/2023 4,955,029.41 4.29% 5,068,939.94 113,910.53

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 5/1/2017 3.224% 3/1/2027 3137BXQY1 8,000,000.00 AA+ 8/18/ 2023 7,546,250.00 4.94% 7 ,933,440.00 387,190.00 12/11/2025 5:24 PM 2 of 6
Attachment A
City of Santa Clara Monthly Report
11/30/2025
Description Issue Date Coupon Rate Maturity Date CUSIP Par Value S&P Rating Se ttle Date Cost Value YTM at Cost Market Value Unrealized G/L

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 7/1/2017 3.243% 4/1/2027 3137F1G44 4,545,000.00 AA+ 8/18/ 2023 4,285,260.35 4.93% 4 ,506,503.85 221,243.50

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 8/1/2017 3.117% 6/1/2027 3137F2LJ3 6,525,000.00 AA+ 8/22/ 2023 6,101,894.53 4.97% 6 ,455,313.00 353,418.47

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 7/1/2023 4.819% 6/1/2028 3137HAC X2 7,500,000.00 AA+ 7/20/2023 7,574,910.00 4.59% 7 ,660,050.00 85,140.00

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 7/1/2023 4.777% 6/1/2028 3137HAD 45 5,980,712.45 AA+ 7/27/2023 5,980,562.96 4.78% 6,032,804.46 52,241.50

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 10/1/2023 4.740% 8/1/2028 3137HAQ 74 5,750,000.00 AA+ 10/19/2023 5, 623,868.00 5.25% 5,869,370.00 245,502.00

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 2/1/2025 4.850% 1/1/2030 3137HJZ Y6 9,019,000.00 AA+ 2/27/2025 9,076,532.20 4.70% 9,315,454.53 238,922.33

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 4/1/2025 4.478% 1/1/2030 3137HKQC1 10,570,000.00 AA+ 4/10/2025 10, 643,049.27 4.32% 10,786,050.80 143,001.53

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 4/1/2025 4.410% 1/1/2030 3137HKX J8 4,010,000.00 AA+ 4/24/2025 4,009,859.65 4.41% 4,081,738.90 71,879.25

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 3/1/2025 4.430% 2/1/2030 3137HKPF 5 5,960,000.00 AA+ 3/20/2025 5,959,934.44 4.43% 6,070,260.00 110,325.56

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 5/1/2025 4.513% 2/1/2030 3137HLJA1 4,285,000.00 AA+ 5/29/ 2025 4,284,880.02 4.51% 4 ,376,570.45 91,690.43

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 6/1/2025 4.348% 2/1/2030 3137HLXV9 11,370,000.00 AA+ 6/12/ 2025 11,369,590.68 4.35% 11,543,392.50 173,801.82

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 9/1/2025 4.361% 5/1/2030 3137HN4R6 7,245,000.00 AA+ 9/18/ 2025 7,353,573.57 4.01% 7 ,365,484.35 11,910.78

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 9/1/2025 4.421% 5/1/2030 3137HN6B9 6,945,000.00 AA+ 9/29/ 2025 7,048,959.71 4.06% 7 ,066,676.40 17,716.69

FHLMC MULTIFAMILY
STRUCTURED PASS THROU 7/1/2025 4.329% 6/1/2030 3137HMC 65 11,192,000.00 AA+ 7/17/2025 11, 191,787.35 4.33% 11,356,522.40 164,735.05 Federal Agency Commercial
Mortgage-Backed Security Subtotal 129,617,736.28 128,167, 554.42 131,169,624.15 3,002,069.73 ADOBE INC 4/4/2024 4.800% 4/4/2029 00724PAF 6 1,635,000.00 A+ 4/4/2024 1,632,563.85 4.83% 1,681,172.40 48,608.55 ADOBE INC 4/4/2024 4.800% 4/4/2029 00724PAF 6 1,340,000.00 A+ 4/4/2024 1,337,762.20 4.84% 1,377,841.60 40,079.40 ALPHABET INC 8/9/2016 1.998% 8/15/2026 02079KAC 1 5,740,000.00 AA+ 1/30/2023 5,354,386.80 4.05% 5,667,905.60 313,518.80 ALPHABET INC 11/6/2025 3.875% 11/15/2028 02079KAV9 1,435,000.00 AA+ 11/6/2025 1,433,765.90 3.91% 1 ,443,581.30 9,815.40 ALPHABET INC 11/6/2025 4.100% 11/15/2030 02079KAW 7 5,725,000.00 AA+ 11/17/2025 5,734,331.75 4.06% 5 ,774,406.75 40,075.00 AMAZON.COM INC 4/13/2022 3.300% 4/13/2027 023135CF1 6,715,000.00 AA 4/25/2022 6,672,964.10 3.44% 6,676,791.65 3,827.55 AMAZON.COM INC 11/20/2025 4.100% 11/20/2030 023135CT1 11,500,000.00 AA 11/20/2025 11,487,695.00 4.12% 11,555,315.00 67,620.00 ASTRAZENECA FINANCE LLC 2/26/2024 4.850% 2/26/2029 04636NAL 7 8,500,000.00 A+ 6/27/2025 8,689,040.00 4.19% 8 ,739,020.00 49,980.00 BANK OF NY MELLON CORP 1/28/2021 0.750% 1/28/2026 06406RAQ 0 9,000,000.00 A 2/10/2021 9,025,920.00 0.69% 8,952,480.00 -73,440.00 BANK OF NY MELLON CORP 4/22/2025 4.729% 4/20/2029 06405LAH4 8,000,000.00 AA- 4/28/2025 8,093,600.00 4.40% 8,141, 840.00 48,240.00 BLACKROCK INC 3/28/2017 3.200% 3/15/2027 09247XAN1 4,140,000.00 AA- 5/18/2022 4,086,055.80 3.50% 4,112,096.40 26,040.60 BLACKROCK INC 3/28/2017 3.200% 3/15/2027 09247XAN1 4,140,000.00 AA- 5/18/2022 4,085,352.00 3.50% 4,112,096.40 26,744.40 BLACKROCK INC 3/14/2024 4.700% 3/14/2029 09290DAA9 2,924,000.00 AA- 4/11/2024 2,911,222.12 4.80% 2,995,433.32 84,211.20 BLACKROCK INC 3/14/2024 4.700% 3/14/2029 09290DAA9 350,000.00 AA- 3/14/2024 349,366.50 4.74% 358,550.50 9,184.00 BOFA SECURITIES INC. 8/18/2023 5.526% 8/18/2026 06428CAA2 4,000,000.00 A+ 8/18/2023 3,998,360.00 5.54% 4,037,720.00 39,360.00 BOFA SECURITIES INC. 4/22/2021 1.734% 7/22/2027 06051GJS 9 1,420,000.00 A- 8/10/2022 1,281,251.80 3.92% 1,397,904.80 116,653.00 BOFA SECURITIES INC. 1/24/2025 4.979% 1/24/2029 06051GMK 2 4,980,000.00 A- 4/2/2025 5,035,178.40 4.66% 5,073,076.20 37,897.80 CISCO SYSTEMS INC 2/24/2025 4.750% 2/24/2030 17275RBX 9 10,000,000.00 AA- 4/22/2025 10,124,500.00 4.46% 10,290,400.00 165,900.00 12/11/2025 5:24 PM 3 of 6
Attachment A
City of Santa Clara Monthly Report
11/30/2025
Description Issue Date Coupon Rate Maturity Date CUSIP Par Value S&P Rating Se ttle Date Cost Value YTM at Cost Market Value Unrealized G/L CISCO SYSTEMS INC 2/24/2025 4.750% 2/24/2030 17275RBX 9 6,800,000.00 AA- 4/30/2025 6,955,924.00 4.22% 6,997,472.00 41,548.00 CITIGROUP GLOBAL MARKETS 9/29/2023 5.803% 9/29/2028 17325FBB3 11,225,000.00 A+ 9/ 29/2023 11,225,000.00 5.80% 11,782,096.75 557,096.75 ELI LILLY & COMPANY 2/12/2025 4.550% 2/12/2028 532457CU0 6,500,000.00 A+ 6/27/2025 6,578,910.00 4.06% 6,617,520.00 38,610.00 ELI LILLY & COMPANY 8/14/2024 4.200% 8/14/2029 532457CQ9 1,555,000.00 A+ 8/14/2024 1,557,643.50 4.16% 1,573,224.60 15,581.10 ELI LILLY & COMPANY 8/14/2024 4.200% 8/14/ 2029 532457CQ9 445,000.00 A+ 8/14/ 2024 444,025.45 4.25% 450,215.40 6,189.95 GOLDMAN SACHS BANK USA 5/21/2024 5.414% 5/21/2027 38151LAG5 8,750,000.00 A+ 5/22/2025 8,805,037.50 5.08% 8,802, 937.50 -2,100.00 HOME DEPOT INC/THE 9/15/2025 3.950% 9/15/2030 437076DJ8 1,885,000.00 A 9/15/2025 1,878,232.85 4.03% 1,880,626.80 2,393.95 JOHN DEERE CAPITAL CORP 6/17/2021 1.050% 6/17/2026 24422EVR 7 5,000,000.00 A 12/8/2021 4,908,600.00 1.47% 4,923,150.00 14,550.00 JOHN DEERE CAPITAL CORP 7/14/2023 4.950% 7/14/2028 24422EXB0 2,800,000.00 A 6/25/ 2025 2,868,544.00 4.09% 2 ,877,000.00 8,456.00 JOHN DEERE CAPITAL CORP 7/14/2023 4.950% 7/14/ 2028 24422EXB0 505,000.00 A 7/14/2023 504,247.55 4.98 % 518,887.50 14,639.95 JOHN DEERE CAPITAL CORP 7/14/2023 4.950% 7/14/ 2028 24422EXB0 605,000.00 A 7/18/2023 610,874.55 4.73 % 621,637.50 10,762.95 JOHNSON & JOHNSON 2/20/2025 4.500% 3/1/2027 478160DG6 4,850,000.00 AAA 3/13/2025 4,879,439.50 4.17% 4,899,033.50 19,594.00

JPMORGAN CHASE FINANCIAL
CO LLC 4/22/2021 1.578% 4/22/2027 46647PCB0 4,100,000.00 A 8/10/ 2022 3,710,746.00 3.80% 4 ,058,672.00 347,926.00

JPMORGAN CHASE FINANCIAL
CO LLC 2/24/2022 2.947% 2/24/2028 46647PCW4 2,925,000.00 A 9/18/ 2023 2,674,532.25 5.13% 2 ,885,366.25 210,834.00

JPMORGAN CHASE FINANCIAL
CO LLC 4/22/2024 5.571% 4/22/2028 46647PEE2 5,000,000.00 A 8/9/2024 5,103,350.00 4.95% 5,099,750.00 -3,600.00

JPMORGAN CHASE FINANCIAL
CO LLC 1/24/2025 4.915% 1/24/2029 46647PEU 6 2,825,000.00 A 3/13/2025 2,841,921.75 4.74% 2 ,879,042.25 37,120.50

JPMORGAN CHASE FINANCIAL
CO LLC 4/22/2024 5.581% 4/22/2030 46647PEG 7 2,750,000.00 A 4/28/2025 2,835,552.50 4.87% 2 ,878,012.50 42,460.00 KENVUE INC 10/17/2023 5.050% 3/22/2028 49177JAF9 6,250,000.00 A 6/30/ 2025 6,397,562.50 4.12% 6 ,393,625.00 -3,937.50 MASTERCARD INC 5/31/2019 2.950% 6/1/2029 57636QAM 6 7,500,000.00 A+ 6/27/2024 6,889,875.00 4.82% 7,276,725.00 386,850.00 META PLATFORMS INC 8/9/2024 4.300% 8/15/2029 30303M8S4 5,370,000.00 AA- 8/14/ 2024 5,385,895.20 4.23% 5 ,450,550.00 64,654.80 MORGAN STANLEY BANK NA 5/30/2024

5.504% 5/26/2028 61690U8B9 6,105,000.00 A+ 5/31/2024 6,117,881.55 5.45% 6 ,230,763.00 112,881.45 MORGAN STANLEY BANK NA 5/30/2024 5.504% 5/26/2028 61690U8B9 3,145,000.00 A+ 5/30/2024 3,145,000.00 5.50% 3 ,209,787.00 64,787.00

NATIONAL RURAL UTILITIES
COOPERATIVE FI 8/25/2025 4.150% 8/25/2028 63743HFZ0 4,380,000.00 NR 8/25/2025 4,375,094.40 4.19% 4,404,922.20 29,827.80 NATIONAL SECS CLEARING 5/20/2025 4.700% 5/20/2030 637639AQ8 10,000,000.00 AA+ 6/27/2025 10,167,800.00 4.32% 10,244, 100.00 76,300.00 NATIONAL SECS CLEARING 5/20/2025 4.700% 5/20/2030 637639AQ8 6,825,000.00 AA+ 6/27/2025 6,937,134.75 4.32% 6,991, 598.25 54,463.50

NOVARTIS FINANCE
CORPORATION 11/5/2025 4.100% 11/5/2030 66989HAY 4 15,630,000.00 AA- 11/5/2025 15,583,110.00 4.17% 15,690,331.80 107,221.80 PACCAR FINANCIAL CORP 1/31/2024 4.600% 1/31/2029 69371RS8 0 7,000,000.00 A+ 7/30/2024 6,996,080.00 4.61% 7,152,740.00 156,660.00 PEPSICO INC 7/17/2024 4.500% 7/17/2029 713448FX1 4,380,000.00 A+ 7/17/2024 4,373,211.00 4.53% 4 ,479,207.00 105,996.00 PEPSICO INC 2/7/2025 4.600% 2/7/2030 713448GB8 2,380,000.00 A+ 2/7/2025 2,376,001.60 4.64% 2,440,261.60 64,260.00 STATE STREET CORP 2/28/2025 4.729% 2/28/2030 857477CW1 9,240,000.00 A 2/28/2025 9,251,365.20 4.70% 9,477,190.80 225,825.60 TARGET CORP 1/24/2022 1.950% 1/15/2027 87612EBM 7 4,595,000.00 A 2/1/2022 4,567,889.50 2.08% 4,502,318.85 -65,570.65 TARGET CORP 1/24/2022 1.950% 1/15/ 2027 87612EBM7 990,000.00 A 1/24/ 2022 988,317.00 1.99% 970,031.70 -18,285.30 TOYOTA MOTOR CREDIT CORP 9/11/2023 5.250% 9/11/2028 89236TLB9 5,600,000.00 A+ 9/11/ 2023 5,590,256.00 5.29% 5 ,805,184.00 214,928.00 WALMART INC. 4/28/2025 4.350% 4/28/2030 931142FN8 6,000,000.00 AA 5/2/2025 6,053,94 0.00 4.15% 6,115, 740.00 61,800.00 WALMART INC. 4/28/2025 4.350% 4/28/2030 931142FN8 3,220,000.00 AA 4/28/2025 3,214,429.40 4.39% 3,282, 113.80 67,684.40 Corporate Note Subtotal 268,674,000.00 268,126,740.72 272,249,466.47 4,122,725.75

AMERICAN EXPRESS CREDIT
ACCOUNT MASTER 9/19/2023 5.230% 9/15/2028 02582JKD1 6,170,000.00 AAA 9/19/ 2023 6,169,724.20 5.23% 6 ,235,772.20 66,048.00

AMERICAN EXPRESS CREDIT
ACCOUNT MASTER 7/22/2025 4.300% 7/15/2030 02582JKV1 6,515,000.00 AAA 7/22/2025 6,514,061.19 4.30% 6 ,602,887.35 88,826.16 12/11/2025 5:24 PM 4 of 6
Attachment A
City of Santa Clara Monthly Report
11/30/2025
Description Issue Date Coupon Rate Maturity Date CUSIP Par Value S&P Rating Se ttle Date Cost Value YTM at Cost Market Value Unrealized G/L BA CREDIT CARD TRUST 12/14/2023 4.980% 11/15/2028 05522RDH8 3,045,000.00 NR 12/14/2023 3,044,591.06 4.98% 3,076,546.20 31,955.14 BA CREDIT CARD TRUST 6/12/2025 4.310% 5/15/2030 05522RDK1 5,250,000.00 AAA 6/12/ 2025 5,249,980.05 4.31% 5 ,314,890.00 64,909.95 BOFA AUTO TRUST 2024-1 11/21/2023 5.740% 6/15/2028 06054YAC 1 4,619,281.67 NR 11/21/2023 4,619,198.06 5.74% 4,665,012.56 45,814.50

CAPITAL ONE MULTI-ASSET
EXECUTION TRUST 9/16/2025 3.820% 9/15/2030 14041NGF2 7,250,000.00 AAA 9/16/ 2025 7,248,625.40 3.82% 7 ,261,382.50 12,757.10

CHASE AUTO OWNER TRUST
2024-5A 7/30/2025 4.290% 6/25/2030 16145NAC 5 3,255,000.00 NR 7/30/2025 3,254,681.99 4.29% 3,282,602.40 27,920.41 CHASE ISSUANCE TRUST 9/15/2023 5.160% 9/15/2028 161571HT4 6,045,000.00 AAA 9/15/2023 6,043,324.33 5.17% 6 ,103,455.15 60,130.82 CHASE ISSUANCE TRUST 1/31/2024 4.600% 1/15/2029 161571HV9 7,605,000.00 AAA 1/31/2024 7,603,841.76 4.60% 7,669,946.70 66,104.94 CHASE ISSUANCE TRUST 7/25/2025 4.160% 7/15/2030 161571HZ0 9,190,000.00 AAA 7/25/2025 9,189,815.28 4.16% 9 ,285,759.80 95,944.52

CITIBANK CREDIT CARD
ISSUANCE TRUST 6/26/2025 4.300% 6/21/2030 17305EHA6 11,485,000.00 AAA 6/26/ 2025 11,481,884.12 4.31% 11,629,021.90 147,137.78 FIFTH THIRD AUTO TRUST 8/23/2023 5.530% 8/15/2028 31680EAD 3 3,376,843.93 AAA 8/23/2023 3,376,634.57 5.53% 3,404,365.21 27,730.64

GM FINANCIAL SECURITIZED
TERM AUTO RECE 1/17/2024 4.850% 12/18/ 2028 36268GAD7 720,961.21 NR 1/ 17/2024 720,816.22 4.85% 724,926.50 4,110.28

GM FINANCIAL SECURITIZED
TERM AUTO RECE 5/14/2025 4.280% 4/16/2030 362549AD9 1,965,000.00 AAA 5/14/2025 1,964,710.75 4.28% 1,980, 248.40 15,537.65

HYUNDAI AUTO RECEIVABLES
TRUST 2024-C 11/13/2023 5.540% 10/16/2028 44918CAD 4 2,112,697.01 AAA 11/13/2023 2,112,419.19 5.54% 2 ,132,514.11 20,094.92

HYUNDAI AUTO RECEIVABLES
TRUST 2024-C 3/12/2025 4.320% 10/15/2029 44935CAD 3 6,570,000.00 AAA 3/12/2025 6,569,030.93 4.32% 6,614,150.40 45,119.47

HYUNDAI AUTO RECEIVABLES
TRUST 2024-C 6/11/2025 4.360% 12/17/2029 44935XAD 7 2,825,000.00 AAA 6/11/2025 2,824,744.90 4.36% 2,850,764.00 26,019.10

HYUNDAI AUTO RECEIVABLES
TRUST 2024-C 9/17/2025 3.880% 4/15/2030 44935JAD8 5,770,000.00 AAA 9/17/ 2025 5,769,058.34 3.88% 5 ,776,347.00 7,288.66

KUBOTA CREDIT OWNER TRUST
2024-2A 2/19/2025 4.670% 6/15/2029 50117FAC5 4,065,000.00 NR 2/19/2025 4,064,860.57 4.67% 4 ,128,983.10 64,122.53

TOYOTA AUTO RECEIVABLES
OWNER TRUST COM 11/14/2023 5.540% 8/15/2028 89239FAD4 1,512,868.53 AAA 11/14/ 2023 1,512,705.44 5.54% 1 ,528,511.59 15,806.15

TOYOTA AUTO RECEIVABLES
OWNER TRUST COM 4/30/2025 4.340% 11/15/2029 89231HAD 8 4,385,000.00 AAA 4/30/2025 4,384,748.74 4.34% 4,420,080.00 35,331.26

TOYOTA AUTO RECEIVABLES
O
WNER TRUST COM 7/30/2025 4.110% 3/15/2030 89238VAD 0 4,705,000.00 AAA 7/30/2025 4,704,504.09 4.11% 4,733,559.35 29,055.26

VOLKSWAGEN AUTO LOAN
ENHANCED TRUST 202 3/25/2025 4.500% 8/20/2029 92868MAD1 6,905,000.00 NR 3/25/ 2025 6,904,765.23 4.50% 6 ,969,768.90 65,003.67 Asset-Backed Security Subtotal 115,342,652.34 115,328,726.41 116,391,495.32 1,062,768.91 COOPERAT RABOBANK UA/NY 7/20/2023 5.080% 7/17/2026 21684LGS5 7,500,000.00 A-1 7/20/2023 7,500,000.00 5.08% 7 ,571,400.00 71,400.00 Certificate of Deposit Subtotal 7,500,000.00 7,500,000.00 7,571,400.00 71,400.00

PRINCIPAL PUBLIC DEPOSIT
SWEEP PROGRAM 2.100% 12/1/2025 992995944 1,164,037.81 9/1/2020 1,164,037.81 1,164,037.81 -

LOCAL AGENCY INVESTMENT
FUND 4.150% 12/1/2025 6,347,617.66 9/30/1997 6,347,617.66 6,347,617.66 -

CALIFORNIA ASSET
MANAGEMENT PROGRAM 4.260% 12/1/2025 225,575,278.57 10/4/2022 225,575,278.57 225,575,278.57 -

CALIFORNIA ASSET

MANAGEMENT PROGRAM -
TERM 4.290% 12/1/2025 15,000,000.00 8/4/2025 15,000,000.00 15,000,000.00 - 12/11/2025 5:24 PM 5 of 6
Attachment A
City of Santa Clara Monthly Report
11/30/2025
Description Issue Date Coupon Rate Maturity Date CUSIP Par Value S&P Rating Se ttle Date Cost Value YTM at Cost Market Value Unrealized G/L

CALIFORNIA ASSET

MANAGEMENT PROGRAM -
TERM 4.010% 12/24/2025 10,000,000.00 9/26/2025 10,000,000.00 10,000,000.00 -

CALIFORNIA ASSET

MANAGEMENT PROGRAM -
TERM 3.990% 1/5/2026 15,000,000.00 8/4/2025 15,000,000.00 15,000,000.00 -

CALIFORNIA ASSET

MANAGEMENT PROGRAM -
TERM 3.970% 1/20/2026 10,000,000.00 7/25/2025 10,000,000.00 10,000,000.00 -

CALIFORNIA ASSET

MANAGEMENT PROGRAM -
TERM 3.910% 2/24/2026 10,000,000.00 8/4/2025 10,000,000.00 10,000,000.00 -

DREYFUS TREASUR
Y 4.030% 12/1/2025 2,464,235.67 10/31/1997 2,464,235.67 2,464,235.67 - Cash Equivalent Subtotal 295,551,169.71 295,551,169.71 295,551,169.71 - Grand Total Count 187 1,480,515,558.33 1,482,877,224.76 1,496,198,578.35 13,321,353.59 *NR = Not Rated by S&P Global. These Asset Backed Securities are rated by Moody's Ratings as Aaa. 12/11/2025 5:24 PM 6 of 6
Attachment A
PAGE 23

STATEMENT OF TRANSACTIONS CITY OF SANTA CLARA- CUSTODY
FOR THE PERIOD NOVEMBER 1, 2025 THROUGH NOVEMBER 30, 2025 ACCOUNT NUMBER XXXXXXXX ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯

STATEMENT OF TRANSACTIONS

REALIZED

CASH EQUIVALENTS
11/03/25 INTEREST RECEIVED 2,683.74

PRINCIPAL PUBLIC DEPOSIT SWEEP PRGRM
INTEREST FROM 10/1/25 TO 10/31/25
11/30/25 10,338,450.9 CASH SWEEP PURCHASES FOR STMT PERIOD 10,338,450.90- 10,338,450.90

PRINCIPAL PUBLIC DEPOSIT SWEEP PRGRM
8 TRANSACTIONS
11/30/25 9,238,363.11- CASH SWEEP SALES FOR STMT PERIOD 9,238,363.11 9,238,363.11-

PRINCIPAL PUBLIC DEPOSIT SWEEP PRGRM
3 TRANSACTIONS

BONDS & NOTES
11/06/25 1,435,000 PURCHASED 1,433,765.90- 1,433,765.90 ALPHABET INC 3.875% 11/15/28
CUSIP 02079KAV9
AT $99.9140 ON TRADE DATE 11/03/2025
TO SETTLE ON 11/06/2025
HSBC SECURITIES, INC.
11/17/25 5,725,000 PURCHASED 5,734,331.75- 5,734,331.75 ALPHABET INC 4.100% 11/15/30
CUSIP 02079KAW7
AT $100.1630 ON TRADE DATE 11/17/2025
J.P. MORGAN SECURITIES INC., -
11/17/25 ACCRUED INTEREST ON PURCHASE 7,172.15-
ALPHABET INC 4.100% 11/15/30
CUSIP 02079KAW7
Attachment B
PAGE 24

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 11/20/25 11,500,000 PURCHASED 11,487,695.00- 11,487,695.00 AMAZON COM INC 4.100% 11/20/30
CUSIP 023135CT1
AT $99.8930 ON TRADE DATE 11/17/2025
TO SETTLE ON 11/20/2025
J.P. MORGAN SECURITIES INC., -
11/17/25 INTEREST RECEIVED 23,345.41
AMERICAN EXPRES ABS 4.300% 7/15/30
CUSIP 02582JKV1
$0.00358/PV ON 6,515,000.00 PV
DUE 11/15/25
11/17/25 INTEREST RECEIVED 26,890.91
AMERICAN EXPRES ABS 5.230% 9/15/28
CUSIP 02582JKD1
$0.00436/PV ON 6,170,000.00 PV
DUE 11/15/25
11/17/25 INTEREST RECEIVED 18,856.25
BANK OF AMERICA ABS 4.310% 5/15/30
CUSIP 05522RDK1
$0.00359/PV ON 5,250,000.00 PV
DUE 11/15/25
11/17/25 INTEREST RECEIVED 23,998.43
BANK OF AMERICA ABS 5.740% 6/15/28
CUSIP 06054YAC1
$0.00364/PV ON 5,017,092.55 PV
DUE 11/15/25
11/17/25 397,810.88- PAID DOWN 397,810.88 397,803.68- 7.20 BANK OF AMERICA ABS 5.740% 6/15/28
CUSIP 06054YAC1
TO SETTLE ON 11/17/2025
Attachment B
PAGE 25

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 11/17/25 INTEREST RECEIVED 12,636.75
BK OF AMERICA ABS 4.980% 11/15/28
CUSIP 05522RDH8
$0.00415/PV ON 3,045,000.00 PV
DUE 11/15/25
11/13/25 INTEREST RECEIVED 21,468.75
BRISTOL-MYERS SQUIBB 0.750% 11/13/25
CUSIP 110122DN5
INTEREST ON 5,725,000.000 UNITS
11/13/25 5,725,000- MATURED 5,725,000.00 5,672,673.50- 52,326.50 BRISTOL-MYERS SQUIBB 0.750% 11/13/25
CUSIP 110122DN5
AT $100.0000 ON TRADE DATE 11/13/2025
11/17/25 INTEREST RECEIVED 45,389.03
CAPITAL ONE ABS 3.820% 9/16/30
CUSIP 14041NGF2
$0.00626/PV ON 7,250,000.00 PV
DUE 11/15/25
11/25/25 INTEREST RECEIVED 11,636.63
CHASE AUTO ABS 4.290% 6/25/30
CUSIP 16145NAC5
$0.00358/PV ON 3,255,000.00 PV
DUE 11/25/25
11/17/25 INTEREST RECEIVED 31,858.67
CHASE ISSUANCE ABS 0.000% 7/15/30
CUSIP 161571HZ0
$0.00347/PV ON 9,190,000.00 PV
DUE 11/15/25
11/17/25 INTEREST RECEIVED 29,152.50
CHASE ISSUANCE ABS 4.600% 1/16/29
CUSIP 161571HV9
$0.00383/PV ON 7,605,000.00 PV
DUE 11/15/25
Attachment B
PAGE 26

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 11/17/25 INTEREST RECEIVED 25,993.50
CHASE ISSUANCE ABS 5.160% 9/15/28
CUSIP 161571HT4
$0.00430/PV ON 6,045,000.00 PV
DUE 11/15/25
11/25/25 INTEREST RECEIVED 16,948.69
FED HOME LN MTG CORP 3.117% 6/25/27
CUSIP 3137F2LJ3
$0.00260/PV ON 6,525,000.00 PV
DUE 11/25/25
11/25/25 INTEREST RECEIVED 40,375.14
FHLMC CMO V-M 4.329% 6/25/30
CUSIP 3137HMC65
$0.00361/PV ON 11,192,000.00 PV
DUE 11/25/25
11/25/25 INTEREST RECEIVED 25,586.54
FHLMC CMO V-M 4.421% 5/25/30
CUSIP 3137HN6B9
$0.00368/PV ON 6,945,000.00 PV
DUE 11/25/25
11/25/25 INTEREST RECEIVED 14,289.19
FHLMC K061 CMO V-M 3.347% 11/25/26
CUSIP 3137BTUM1
$0.00267/PV ON 5,123,102.76 PV
DUE 11/25/25
11/25/25 10,707.46- PAID DOWN 10,707.46 10,377.87- 329.59 FHLMC K061 CMO V-M 3.347% 11/25/26
CUSIP 3137BTUM1
11/25/25 INTEREST RECEIVED 22,712.50
FHLMC K508 CMO V-M 4.740% 8/25/28
CUSIP 3137HAQ74
$0.00395/PV ON 5,750,000.00 PV
DUE 11/25/25
Attachment B
PAGE 27

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 11/25/25 INTEREST RECEIVED 36,451.79
FHLMC K536 CMO V-M 4.850% 1/25/30
CUSIP 3137HJZY6
$0.00404/PV ON 9,019,000.00 PV
DUE 11/25/25
11/25/25 INTEREST RECEIVED 22,002.34
FHLMC K537 CMO V-M 4.430% 2/25/30
CUSIP 3137HKPF5
$0.00369/PV ON 5,960,000.00 PV
DUE 11/25/25
11/25/25 INTEREST RECEIVED 39,443.72
FHLMC K538 CMO V-M 4.478% 1/25/30
CUSIP 3137HKQC1
$0.00373/PV ON 10,570,000.00 PV
DUE 11/25/25
11/25/25 INTEREST RECEIVED 14,736.75
FHLMC K539 CMO V-M 4.410% 1/25/30
CUSIP 3137HKXJ8
$0.00368/PV ON 4,010,000.00 PV
DUE 11/25/25
11/25/25 INTEREST RECEIVED 16,115.17
FHLMC K540 CMO V-M 4.513% 2/25/30
CUSIP 3137HLJA1
$0.00376/PV ON 4,285,000.00 PV
DUE 11/25/25
11/25/25 INTEREST RECEIVED 41,197.30
FHLMC K541 CMO V-M 4.348% 2/25/30
CUSIP 3137HLXV9
$0.00362/PV ON 11,370,000.00 PV
DUE 11/25/25
Attachment B
PAGE 28

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 11/25/25 INTEREST RECEIVED 26,329.54
FHLMC K546 CMO V-M 4.361% 5/25/30
CUSIP 3137HN4R6
$0.00363/PV ON 7,245,000.00 PV
DUE 11/25/25
11/25/25 INTEREST RECEIVED 12,282.86
FHLMC MULTIFAMILY ST 3.243% 4/25/27
CUSIP 3137F1G44
$0.00270/PV ON 4,545,000.00 PV
DUE 11/25/25
11/25/25 INTEREST RECEIVED 23,835.43
FHLMC SER KJ46 CMO 4.777% 6/25/28
CUSIP 3137HAD45
$0.00390/PV ON 5,987,548.93 PV
DUE 11/25/25
11/25/25 6,836.48- PAID DOWN 6,836.48 6,836.31- 0.17
FHLMC SER KJ46 CMO 4.777% 6/25/28
CUSIP 3137HAD45
11/25/25 INTEREST RECEIVED 30,118.75
FHLMC SER K505 CMO 4.819% 6/25/28
CUSIP 3137HACX2
$0.00402/PV ON 7,500,000.00 PV
DUE 11/25/25
11/17/25 INTEREST RECEIVED 16,861.54
FIFTH THIRD AUT ABS 5.530% 8/15/28
CUSIP 31680EAD3
$0.00320/PV ON 3,658,923.10 PV
DUE 11/15/25
11/17/25 282,079.17- PAID DOWN 282,079.17 282,061.68- 17.49 FIFTH THIRD AUT ABS 5.530% 8/15/28
CUSIP 31680EAD3
TO SETTLE ON 11/17/2025
Attachment B
PAGE 29

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 11/25/25 INTEREST RECEIVED 54,505.33
FNMA SER M6 CMO V-M 4.190% 7/25/28
CUSIP 3136BQDE6
$0.00349/PV ON 15,610,115.73 PV
DUE 11/25/25
11/25/25 1,487.2- PAID DOWN 1,487.20 1,444.61- 42.59
FNMA SER M6 CMO V-M 4.190% 7/25/28
CUSIP 3136BQDE6
11/17/25 INTEREST RECEIVED 7,008.50
GM FINANCIAL ABS 4.280% 4/16/30
CUSIP 362549AD9
$0.00357/PV ON 1,965,000.00 PV
DUE 11/16/25
11/17/25 INTEREST RECEIVED 3,101.95
GM FINANCIAL ABS 4.850% 12/18/28
CUSIP 36268GAD7
$0.00381/PV ON 767,491.81 PV
DUE 11/16/25
11/17/25 46,530.6- PAID DOWN 46,530.60 46,521.24- 9.36
GM FINANCIAL ABS 4.850% 12/18/28
CUSIP 36268GAD7
TO SETTLE ON 11/17/2025
11/21/25 INTEREST RECEIVED 236,862.50
GOLDMAN SACHS BK 5.414% 5/21/27
CUSIP 38151LAG5
INTEREST ON 8,750,000.000 UNITS
11/17/25 INTEREST RECEIVED 18,656.33
HYUNDAI AUTO ABS 3.880% 4/15/30
CUSIP 44935JAD8
$0.00323/PV ON 5,770,000.00 PV
DUE 11/15/25
Attachment B
PAGE 30

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 11/17/25 INTEREST RECEIVED 23,652.00
HYUNDAI AUTO ABS 4.320% 10/15/29
CUSIP 44935CAD3
$0.00360/PV ON 6,570,000.00 PV
DUE 11/15/25
11/17/25 INTEREST RECEIVED 10,264.17
HYUNDAI AUTO REC ABS 4.360% 12/17/29
CUSIP 44935XAD7
$0.00363/PV ON 2,825,000.00 PV
DUE 11/15/25
11/17/25 INTEREST RECEIVED 10,476.60
HYUNDAI AUTO REC ABS 5.540% 10/16/28
CUSIP 44918CAD4
$0.00414/PV ON 2,269,299.41 PV
DUE 11/15/25
11/17/25 156,602.4- PAID DOWN 156,602.40 156,581.81- 20.59 HYUNDAI AUTO REC ABS 5.540% 10/16/28
CUSIP 44918CAD4
TO SETTLE ON 11/17/2025
11/17/25 INTEREST RECEIVED 15,819.63
KUBOTA CREDIT ABS 4.670% 6/15/29
CUSIP 50117FAC5
$0.00389/PV ON 4,065,000.00 PV
DUE 11/15/25
11/26/25 INTEREST RECEIVED 254,560.00
MORGAN STAN BK V-D 5.504% 5/26/28
CUSIP 61690U8B9
INTEREST ON 9,250,000.000 UNITS
11/20/25 INTEREST RECEIVED 395,387.50
NATIONAL SECS CLEAR 4.700% 5/20/30
CUSIP 637639AQ8
INTEREST ON 16,825,000.000 UNITS
Attachment B
PAGE 31

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 11/05/25 15,630,000 PURCHASED 15,583,110.00- 15,583,110.00 NOVARTIS CAPITAL 4.100% 11/05/30
CUSIP 66989HAY4
AT $99.7000 ON TRADE DATE 11/03/2025
TO SETTLE ON 11/05/2025
J.P. MORGAN SECURITIES INC., -
11/20/25 INTEREST RECEIVED 150,000.00
NOVARTIS CAPITAL COR 3.000% 11/20/25
CUSIP 66989HAJ7
INTEREST ON 10,000,000.000 UNITS
11/20/25 10,000,000- MATURED 10,000,000.00 9,638,600.00- 361,400.00 NOVARTIS CAPITAL COR 3.000% 11/20/25
CUSIP 66989HAJ7
AT $100.0000 ON TRADE DATE 11/20/2025
11/17/25 INTEREST RECEIVED 16,114.63
TOYOTA AUTO ABS 4.110% 3/15/30
CUSIP 89238VAD0
$0.00343/PV ON 4,705,000.00 PV
DUE 11/15/25
11/17/25 INTEREST RECEIVED 15,859.08
TOYOTA AUTO REC ABS 4.340% 11/15/29
CUSIP 89231HAD8
$0.00362/PV ON 4,385,000.00 PV
DUE 11/15/25
11/17/25 INTEREST RECEIVED 7,440.71
TOYOTA AUTO REC ABS 5.540% 8/15/28
CUSIP 89239FAD4
$0.00431/PV ON 1,611,706.49 PV
DUE 11/15/25
Attachment B
PAGE 32

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 11/17/25 98,837.96- PAID DOWN 98,837.96 98,827.31- 10.65 TOYOTA AUTO REC ABS 5.540% 8/15/28
CUSIP 89239FAD4
TO SETTLE ON 11/17/2025
11/20/25 6,500,000- SOLD 6,471,308.59 6,478,329.41- 7,020.82- U.S. TREASURY NOTES 3.625% 9/30/30
CUSIP 91282CPA3
AT $99.5586 ON TRADE DATE 11/17/2025
TO SETTLE ON 11/20/2025

CITIGROUP GBL MKTS/SALOMON BRO
11/20/25 ACCRUED INTEREST ON SALE 33,013.39
U.S. TREASURY NOTES 3.625% 9/30/30
CUSIP 91282CPA3
11/05/25 16,575,000- SOLD 16,698,017.58 16,642,138.98- 55,878.60 U.S. TREASURY NOTES 4.375% 12/15/26
CUSIP 91282CJP7
AT $100.7422 ON TRADE DATE 11/04/2025
TO SETTLE ON 11/05/2025
RBC DAIN RAUSCHER INC.
11/05/25 ACCRUED INTEREST ON SALE 283,326.08
U.S. TREASURY NOTES 4.375% 12/15/26
CUSIP 91282CJP7
11/17/25 INTEREST RECEIVED 393,300.00
U.S. TREASURY NOTES 4.500% 5/15/27
CUSIP 91282CKR1
INTEREST ON 17,480,000.000 UNITS
11/20/25 7,250,000 PURCHASED 7,631,474.61- 7,631,474.61 U.S. TREASURY NOTES 4.875% 10/31/30
CUSIP 91282CJG7
AT $105.2617 ON TRADE DATE 11/19/2025
TO SETTLE ON 11/20/2025
MORGAN STANLEY & CO.

Attachment B
INVESTMENT AND INSURANCE PRODUCTS ARE:• NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC) OR ANY FEDERAL GOVERNMENT AGENCY• NOT A DEPOSIT, OBLIGATION OF, OR GUARANTEED BY ANY BANK OR BANKING AFFILIATE• SUBJECT TO INVESTMENT RISKS AND MAY LOSE VALUE, INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED PAGE 33

STATEMENT OF TRANSACTIONS

REALIZED

DATE PAR VALUE/SHARES DESCRIPTION CASH COST VALUE GAIN/LOSS ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ 11/20/25 ACCRUED INTEREST ON PURCHASE 19,526.93-
U.S. TREASURY NOTES 4.875% 10/31/30
CUSIP 91282CJG7
11/17/25 INTEREST RECEIVED 292,950.00
US TREASURY BOND 5.250% 11/15/28
CUSIP 912810FF0
INTEREST ON 11,160,000.000 UNITS
11/17/25 INTEREST RECEIVED 94,937.50
US TREASURY BOND 6.125% 11/15/27
CUSIP 912810FB9
INTEREST ON 3,100,000.000 UNITS
11/17/25 INTEREST RECEIVED 64,125.00
US TREASURY NOTE 2.375% 5/15/27
CUSIP 912828X88
INTEREST ON 5,400,000.000 UNITS
11/20/25 INTEREST RECEIVED 25,893.75
VOLKSWAGEN AUTO ABS 4.500% 8/20/29
CUSIP 92868MAD1
$0.00375/PV ON 6,905,000.00 PV
DUE 11/20/25
11/25/25 INTEREST RECEIVED 21,493.34
VR FHLMC MULTIFAMI 3.224% 3/25/27
CUSIP 3137BXQY1
$0.00269/PV ON 8,000,000.00 PV
DUE 11/25/25
================================================================================================================= ENDING BALANCE 0.00 1,188,490,092.86
¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯
Attachment B
"Principal® I Custody
V Solutions
Attachment 3
Department/Item
Source of
Funds
Use of
Funds Explanation
Police Department (275,000) Reallocates anticipated savings from the Police Department non-personnel budget and transfers
the funding to the Public Buildings Capital Fund to
establish a new project for renovations at the
Police Department facility (majority affirmative
Council votes required).

Transfer to the Public Buildings
Capital Fund
275,000 Increases the transfer to the Public Buildings
Capital Fund to establish a new project for
renovations at the Police Department facility
(majority affirmative Council votes required).

Transfer to the General
Government Capital Fund
50,000 Increases the transfer to the General Government Capital Fund to establish a new project for the
Downtown City Property Evaluation project (five
affirmative Council votes for the use of unused
balances).

Unrestricted Ending Fund
Balance
(50,000) Decreases the unrestricted ending fund balance to offset the action recommended above (five
affirmative Council votes required for the use of
unused balances).
- -
Department/Item
Source of
Funds
Use of
Funds Explanation
Transfer from the City Affordable
Housing Fund / Civic Center Drive
- Low Income Housing Project
5,155,639 4,944,484 This is a technical adjustment to the treatment of housing impact fee funds that were originally
transferred from the City Affordable Housing
Capital Fund to the City Affordable Housing Fund
for the Civic Center Low Income Housing project.

In compliance with the AB1600 reporting
requirements, the unspent funds for this project
must be returned to the City Affordable Housing
Capital Fund until the loan can be disbursed. This
action also transfers the interest that as
accumulated on this balance (five affirmative
Council votes required to appropriate
additional revenue).

Unrestricted Ending Fund
Balance
211,155 Increases the unrestricted ending fund balance to reflect interest that has accrued on the Civic Center
Drive project balance (five affirmative Council
votes required to appropriate additional
revenue).
5,155,639 5,155,639
FY 2025/26 Budget Amendments
General Fund
City Affordable Housing Capital Fund (565)
1 Attachment 3
FY 2025/26 Budget Amendments
Department/Item
Source of
Funds
Use of
Funds Explanation
Transfer to the City Affordable
Housing Capital Fund
5,155,639 This is a technical adjustment to the treatment of housing impact fee funds that were originally
transferred from the City Affordable Housing
Capital Fund to the City Affordable Housing Fund
for the Civic Center Low Income Housing project.

In compliance with the AB1600 reporting
requirements, the unspent funds, and accumulated
interest, for this project must be returned to the City Affordable Housing Capital Fund until the loan can
be disbursed. (five affirmative Council votes
required for the use of unused balances).

Restricted Ending Fund Balance -
Civic Center Drive
(4,944,484) Eliminates the Restricted Ending Fund Balance - Civic Center Drive Reserve and transfers the
funding back to the City Affordable Housing Capital
Fund to comply with AB1600 reporting
requirements (five affirmative Council votes
required for the use of unused balances).

Unrestricted Ending Fund
Balance
(211,155) Decreases the unrestricted ending fund balance to reflect interest that has accrued on the Civic Center
Drive project balance; this amount will be
transferred to the City Affordable Housing Capital
Fund (five affirmative Council votes required for
the use of unused balances).
- -
Department/Item
Source of
Funds
Use of
Funds Explanation
Transfer from the General Fund /
Downtown City Property
Evaluation Project
50,000 50,000 Recognizes a transfer from the General Fund and establishes a Downtown City Property Evaluation
project. This project will fund consultant support for
the City's anticipated Request for Proposals for
work related to the potential development of the
City's downtown area (five affirmative Council
votes required to appropriate additional
revenue).
50,000 50,000
General Government Capital Fund (539)
City Affordable Housing Fund (165)
2 Attachment 3
FY 2025/26 Budget Amendments
Department/Item
Source of
Funds
Use of
Funds Explanation
Central Park Library Concrete
Sidewalk Replacement
(52,813) Reallocates project savings in the Central Park Library Concrete Sidewalk Replacement project to
the Central Park Library - Radio Coverage project
to cover increased costs associated with the
Emergency Responder Radio Coverage System at
the Central Park Library (majority affirmative
Council votes required).

Central Park Library - Radio
Coverage
52,813 Reallocates funding from the Central Park Library Concrete Sidewalk Replacement project to the
Central Park Library - Radio Coverage project to
cover increased costs associated with the design,
installation, and ongoing maintenance and as-
needed repairs for the Emergency Responder
Radio Coverage System (majority affirmative
Council votes required).
- -
Department/Item
Source of
Funds
Use of
Funds Explanation
Transfer from the General Fund /
Police Department Facility
Renovation
275,000 275,000 Recognizes a transfer from the General Fund and establishes a Police Department Facility
Renovation project. This renovation project will
help the Department address necessary office
reconfigurations arising from staffing needs (five
affirmative Council votes required to
appropriate additional revenue).
275,000 275,000
Public Buildings Capital Fund (538)
Library Department Capital Fund (537)
3 City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
26-17460 Agenda Date: 1/27/2026

REPORT TO COUNCIL

SUBJECT
Action on a Resolution Accepting the AB 1600 Report on Development Impact Fees for Fiscal Year Ended June 30, 2025 and Making Required Findings

BACKGROUND
A development impact fee is a monetary exaction, other than a tax or special assessment , charged by a local governmental agency to an applicant in connection with approval of a development project for the purpose of defraying all or a portion of the development project’s impact on public facilities, with certain exceptions. The legal requirements for enactment of a development impact fee program are set forth in Government Code §§ 66000-66025 (the "Mitigation Fee Act"), the bulk of which were adopted as 1987’s AB 1600 and thus are commonly referred to as “AB 1600 requirements.” Under AB 1600, there must be a reasonable relation between the amount of the fee and the cost of the public facility or portion of the public facility attributable to the development on which the fee is imposed. AB 1600 also requires that the City make certain findings with respect to unexpended funds held by the City in excess of five years.

DISCUSSION
Attached is the AB1600 Report on Development Impact Fees for the fiscal year ended June 30, 2025. This report contains all the information required by Government Code Section 66006(b). AB 1600 also requires that the City make certain findings with respect to the continuing need for unexpended funds held by the City in excess of five years.

Staff has determined that the following City funds and amounts are being held in compliance with the required AB 1600 findings: 1) Traffic Mitigation funds of $350,630; 2) Sanitary Sewer Conveyance Fee funds of $28,176,067; and 3) Storm Drain Impact funds of $173,718. In conformance with AB 1600, the City does not have any refund exposure for these funds as they have been budgeted and are necessary to fund future projects. Therefore, Staff is submitting the attached Resolution to accept the AB 1600 Report and make findings that there is a continuing need for these unexpended balances, among other required findings. (See Attachment 2) On December 17, 2025, the City posted notice and made copies of the report available for public review in the City Clerk’s Office, the Finance Department, and online at www.Santaclaraca.gov/Finance. In addition, written notice of the time and place of the regularly scheduled City Council meeting on January 27, 2026, along with a copy of the AB1600 Report, was sent to interested parties as requested.

Staff has scheduled a review of this report for the regularly scheduled City Council meeting on January 27, 2026. More than 15 days will have elapsed as of the date of Council review since the report was made available to the public, as required by applicable state law.

City of Santa Clara Printed on 1/23/2026Page 1 of 2
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26-17460 Agenda Date: 1/27/2026

ENVIRONMENTAL REVIEW
The action being considered does not constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15378(b)(4) in that it is a fiscal activity that does not involve any commitment to any specific project which may result in a potential significant impact on the environment.

FISCAL IMPACT
There is no cost to the City other than administrative staff time and expense to develop the report and resolution. There is no economic/fiscal impact since all qualified impact fees held by the City for over five years are either spent or committed, thus eliminating the need to refund any fees to developers according to the Government Code Sections 66000-66003.

COORDINATION
This report has been coordinated with the City Attorney’s Office.

PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at (408) 615-2220, email [email protected] or at the public information desk at any City of Santa Clara public library.

RECOMMENDATION
Adopt a Resolution accepting the AB 1600 Report on Development Impact Fees for fiscal year ending June 30, 2025 and making findings regarding the continuing need for the unexpended balances of certain impact fees as of June 30, 2025.

Reviewed by: Kenn Lee, Director of Finance
Approved by: Jovan Grogan, City Manager

ATTACHMENTS

1. AB 1600 Report on Development Impact Fees

2. AB 1600 Resolution
City of Santa Clara Printed on 1/23/2026Page 2 of 2
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AB1600 REPORT ON DEVELOPMENT IMPACT FEES
For Fiscal Year ended June 30, 2025

1 BACKGROUND

Cities and counties often charge fees on new development to fund public improvements, public amenities and public services. For example, Traffic Mitigation Fees are used to fund transit facilities, streets, bike lanes and sidewalks. These fee s are commonly known as development impact fees (Developer Fees). In 1989, the State Legislature passed Assembly Bill 1600 (AB1600) which added Section 66000 , et seq., to the California Government Code. The chapter sets forth a number of requirements tha t local agencies must follow if they are to collect fees from developers to defray the cost of the construction of public facilities related to development projects. Government Code Sections 66000 -66025 apply to developer fees established, increased or im posed on or after January 1, 1989, and generally sets forth four broad requirements:

1. A local jurisdiction must follow the process set forth in the bill and make certain determinations regarding the purpose and use of the fees and to establish a "nexus" or connection between a development project or class of project and the public improvement being financed with the fee.

2. The fee revenue must be segregated from the General Fund to prevent commingling of public improvement fees and the General Fund.

3. If a lo cal jurisdiction has had possession of a developer fee for five years or more and has not committed that money to a project or actually spent that money, then it must make findings describing the continuing need for that money each fiscal year after the five years have expired.

4. If a local jurisdiction cannot make the findings required under paragraph 3, then the city or county must go through a refund procedure.

The Traffic Mitigation Fee, Sanitary Sewer Outlet Fee, Sanitary Sewer Connection Fee, Sanitary Sewer Conveyance Fee, Storm Drain Fee, Parks Mitigation Fee , Tasman East Specific Plan Infrastructure Impact Fee, Affordable Housing Fees, and Patrick Henry Drive Infrastructure Impact Fee that the City of Santa Clara (City) collects qualify as Developmen t Impact Fees and therefore must comply with the above referenced Government Code Sections. The amount of each of these development impact fees for fiscal year 2024-25 is reflected in the City’s Municipal Fee Schedu le, previously adopted by the City Council. The adopted City’s Municipal Fee Schedule for fiscal year 2024-25 is available a t:
https://www.santaclaraca.gov/home/showpublisheddocument/83567/638500888825330000. As required by law, these fees are segregated and accounted for as Special Revenue Funds. Government Code Section 66001 requires the City to make available to the pu blic certain information regarding these fees for each fund within 180 days after the end of each fiscal year. Accordingly, the following report is presented to the City Council for review.

AB1600 REPORT ON DEVELOPMENT IMPACT FEES
For Fiscal Year ended June 30, 2025

2 ANALYSIS

Utilizing the first in, first out (FIFO) accounting method – where the initial revenue received is the first expended, staff analyzed the year-end balances for the fiscal year 2024-25. This analysis is to identify any portion of the balances that had been outstanding fo r five or more years . In instances where a balance exceeded the five-year threshold, a thorough review of previously identified projects is initiated to assess whether any developer fees collected require refunding.

Many of the identified projects are alr eady underway, and the City has appropriated funds for these projects as noted in the City’s FY2024-25 and 2025-26 Adopted Biennial Capital Improvement Program Budget. The publication can be found on the City’s websi te and is accessible at the following location:
https://www.santaclaraca.gov/home/showpublisheddocument/83797/638634795386670000. Exhibit A provides a detailed breakdown of the identification of every Capital Project where fees were utilized, along with the corresponding expenditure amounts for each project. This exhibit also specifies the total percentage of the Capital Project cost covered by these fees.

Traffic Mitigation Fee

The Traffic Mitigation Fee is levied to fund improvements or programs to mitigate City traffic impacts that result either directly or indirectly from development projects. To determine the traffic mitigation fees the City conducts a Tr affic Impact Fee Nexus study . The most recent report was approved by Council August 21, 2018. The basis of Santa Clara’s traffic mitigation fee, also more commonly known as a traffic impact fee, is the number of net new PM peak hour vehicle trips generated by new development. Those additional trips result in the traffic impacts the fee is intended to mitigate. The fee is calculated by dividing the total cost of the improvement projects in the Traffic Mitigation Program by the number of additional PM peak hour trips generated by new development, which results in a “per PM peak hour trip” fee amount. For simplicity of application, this fee is then converted to a fee per square foot, per hotel room, or per dwelling unit, based on the trip generation rates in th e latest ITE Trip Generation Manual.

The fee is automatically adjusted for inflation annually at the start of each fiscal year, based on the latest Engineering News Record Construction Cost Index.

The following table summarizes the activity for the Traff ic Mitigation F ee from fiscal year 2020-21 through fiscal year 2024-25.

Fund 123 & 533 2020-21 2021-22 2022-23 2023-24(1)
2024-25
Beginning Balance 10,448,972$ 10,505,590$ 10,938,618$ 11,413,512$ 8,991,018$ Developer Fees 728,208 978,860 1,092,092 (165,694) 414,853 Interest Income 152,901 165,723 177,957 188,580 249,350 Expenditures (824,491) (711,555) (795,155) (2,445,380) (4,939,039) Ending Balance 10,505,590$ 10,938,618$ 11,413,512$ 8,991,018$ 4,716,182$ (1) The negative developer fees in FY23-24 is due to a $474,695 voluntary developer contribution received in December 2018 being reclassified out of the Traffic Mitigation Fund in FY23-24.

AB1600 REPORT ON DEVELOPMENT IMPACT FEES
For Fiscal Year ended June 30, 2025

3 During the fiscal year 2024-25, the City collected $414,853 in developer fees. The City earned $249,350 in interest, and expended $4,939,039 on various projects. The ending balance of the Traffic Impact Fees available at the end of fiscal year 2024-25 is $4,716,182 with $350,630 being held for over five years.

Exhibit A identifies the projects that will make use of all unspent fees held over five years.

There is no impact on City resources since all qualified impact fees held by the City for over five years are either spent or committed, thus eli minating the need to refund any fees to developers according to Government Code Sections 66000 and subsequent section.

Sanitary Sewer Outlet Fee

The Sanitary Sewer Outlet Fee is collected from developers to construct public sanitary sewer facilities.

City Council passed Ordinance 1778 on December 3, 2002 which created the sanitary sewer outlet charge which is used for the acquisition, construction, reconstruction, maintenance, and operation of off-site sewerage facilities, and to repay principal and i nterest on bonds issued for the construction and reconstruction of such sewerage facilities. The fee shall automatically adjust for inflation annually at the start of each fiscal year, based on the latest Engineering News Record Construction Cost Index.

The following table summarizes the activity for the Sanitary Sewer Outlet Fees from fiscal year 2020-21 through fiscal year 2024-25.

Fund 594 2020-21 2021-22 2022-23 2023-24 2024-25
Beginning Balance (1,288,884)$ (1,089,598)$ (669,142)$ 131,522$ 130,907$ Developer Fees 199,286 420,456 798,692 (3,133) 24,579 Interest Income - - 1,972 2,518 5,621 Ending Balance (1,089,598)$ (669,142)$ 131,522$ 130,907$ 161,107$

In fiscal year 2024-25, the City collected $24,579 in developer fees . The City earned $5,621 in interest, and no project expenditures were incurred. The remaining balance of Sanitary Sewer Outlet Fee s at the end of fiscal year 2024-25 is $161,107.

There is no impact on City resources since all qualified impact fees collected by the City have been spent, thus eliminating the need to refund any fees to developers according to Government Code Sections 66000-66003.

Sanitary Sewer Connection Fee

The Sanitary Sewer Connection Fee was adopted to improve and expand the sewer collection syst em.

City Council passed Ordinance 1428 on August 25, 1981 which created the sanitary sewer connection fee which is charged whenever a property is initially connected or requires an addition of a new connection to the sanitary sewer system. The fee is charged based on type of dwelling unit for residential (single family, duplex, condominium, etc.) and non -residential which charges based on connection size. The fee shall automatically adjust for inflation annually at the start of each fiscal year, based on the latest Engineering News Record Construction Cost Index.

AB1600 REPORT ON DEVELOPMENT IMPACT FEES
For Fiscal Year ended June 30, 2025

4 The following table summarizes activity for the Sanitary Sewer Connection Fee from fiscal year 2020-21 through fiscal year 2024-25.

Fund 594 2020-21 2021-22 2022-23 2023-24 2024-25
Beginning Balance (116,641,597)$ (114,296,942)$ (145,899,755)$ (154,958,451)$ (167,750,089)$ Developer Fees 1,007,031 1,389,253 2,610,881 307,449 545,586 Expenditures (5,488,096) (37,645,683) (13,852,060) (13,099,087) (9,491,341) Refunded Expenditures 6,825,720 4,653,617 2,182,483 - 1,383,137 Ending Balance (114,296,942)$ (145,899,755)$ (154,958,451)$ (167,750,089)$ (175,312,707)$

In fiscal year 2024-25, the City collected $545,586 in developer fees and expended $9,491,341 on the San Jose/Santa Clara Regional Wastewater Facility c onstruction project. A construction refund of $1,383,137 was received from the City of San Jose for a joint project. As of June 30, 2025, the accumulative deficit in Sanitary Sewer Connection Fee is negative $ 175,312,707. To address the deficit in the capital projects funded by Sanitary Sewer Connection Fees, transfers were made within the Sewer Enterprise Fund.

There is no impact on City resources since all qualified impact fees held by the City have been spent, thus eliminating the need to refund any fees to developers according to Government Code Sections 66000 - 66003.

Sanitary Sewer Conveyance Fee

The Sewer Conveyance Fee was approved by City Council in June 2007 and is intended to mitigate development impact s to the City’s sanitary sewer conveyance system resulting from increases in the sanitary sewer discharges. The amount of Sanitary Sewer Conveyance Fee is based directly on the potential sewer discharge volumes of the proposed land uses. The fee was based on a Sanitary Sewer Capacity Assessment Report 2006, and subsequent update in 2016. The basis of Santa Clara’s sewer conveyance fee is sewer flow rate generated by a new development. The fee is calculated by dividing the total cost of the capacity improvem ent projects in the Sanitary Sewer Master Plan or its predecessor reports by the total projected sanitary sewer flow rate generated by future developments, which results in a “per gallon per day (GPD)” fee amount. The per GPD fee multiplied by the estimate d sanitary sewer flow rate (GPD) generated by a new development is the sanitary sewer conveyance fee for that development.

The following table summarizes the activity for the Sanitary Sewer Conveyance Fees from fiscal year 2020-21 through fiscal year 2024-25.

Fund 594 2020-21 2021-22 2022-23 2023-24 2024-25
Beginning Balance 38,232,186$ 39,419,207$ 44,853,964$ 54,098,272$ 55,815,618$ Developer Fees 3,126,854 5,214,338 9,053,180 1,110,240 1,328,550 Interest Income 559,621 720,262 811,032 1,090,180 2,048,922 Expenditures (2,499,454) (499,843) (619,904) (483,074) (467,919) Ending Balance 39,419,207$ 44,853,964$ 54,098,272$ 55,815,618$ 58,725,171$

AB1600 REPORT ON DEVELOPMENT IMPACT FEES
For Fiscal Year ended June 30, 2025

5 The developer fees of $1,328,550 along with interest income of $2,048,922 were part ly offset by expenditures of $ 467,919 in fiscal year 202 4-25. The net change yielded a current b alance of $58,725,171, out of which $28,877,229 has been held for over five years . Exhibit A outlines the projects that will make use of all unspent fees held over five years.

There is no impact on City resources since all qualified impact fees held by th e City for over five years are either spent or committed, thus eliminating the need to refund any fees to developers according to Government Code Sections 66000-66003.

Storm Drain Fee

The Storm Drain Fee is levied to mitigate City storm drainage that res ults either directly or indirectly from development projects. The Storm Drain Fee is codified in the Santa Clara City Code Section

17.15.220 Sanitary Sewer and Storm Drains and was created for the purpose of defraying the estimated costs of constructing pl anned drainage facilities for removal of surface and storm waters from local drainage areas. The fee is charged based on the amount of acreage being developed with a project. The fee shall automatically adjust for inflation annually at the start of each fi scal year, based on the latest Engineering News Record Construction Cost Index.

The following table summarizes the activity for the Storm Drain Fees from fiscal year 2020-21 through fiscal year 2024-25.

Fund 535 2020-21 2021-22 2022-23 2023-24 2024-25
Beginning Balance 613,299$ 650,435$ 423,110$ 433,968$ 300,670$ Developer Fees 27,903 33,450 4,352 6,119 1,869 Interest Income 9,233 6,794 6,506 5,784 10,940 Expenditures with Prior Year Adjustment - (267,569) - (145,201) - Ending Balance 650,435$ 423,110$ 433,968$ 300,670$ 313,479$

In the fiscal year 2024-25, the City collected $1,869 in developer fees and earned $10,940 in interest. The accumulative amount of Storm Drain Fees available at the end of fiscal year 2024-25 is $313,479 with $173,718 being held for over five years . Exhibit A identifies the projects that will make use of all unspent fees held over five years.

There is no impact on City resources since all qualified impact fees held by the City for over five years are either spent or committed, thus eliminating the need to refund any fees to developers according to Government Code Sections 66000-66003.

Parks Mitigation Fee

The Parks Mitigation Fee was adopted in fiscal year 2014-15 and went into effect in fiscal year 2016-17.

Fees received can be used to acquire public parkland and/or make necessary park improvements according to the restrictions of the Mitigation Fee Act and help the City to address its park, recreation and open space needs. The City completed a Parks & Recreation Facilities Development Impact Fee Study in 2014 and in 2019 which were both reviewed and approved by the City Council after community and stakeholder public comment hearings. These reports provide the ne cessary findings required by the

AB1600 REPORT ON DEVELOPMENT IMPACT FEES
For Fiscal Year ended June 30, 2025

6 Mitigation Fee Act and Quimby Act for the adoption of this fee by Council resolution contained in the Municipal Fee Schedule. These reports provide facility cost and land acquisition cost data and analysis and describe the methodology for calculation of the fees.

The parks and recreation facilities fees use an existing inventory demand standard translated into facility costs per capita to determine new development’s fair share of planned facility costs. A cost standard provides a reasonable method for converting disparate types of facilities, in this case parkland and special use recreational facilities, into a single measure of demand (capital cost per capita). New residential development would fund the expansion of facili ties at the same rate that existing residential development has provided facilities to date. The City uses the existing ratio of developed parkland per 1,000 residents.

In 2010 the standard was 2.45 acres. The current standard is 2.60 acres. (Quimby Ac t allows a 3.0 acres/1,000 resident standard).

The calculation tables are provided in the in -Lieu Fee Resolution adopted by Council , posted on the City website and incorporated into the Municipal Fee Schedule. Based on the date the resident developer’s project application is deemed complete, the total parkland due can be calculated, the developed parkland dedicated, and credits deducted for eligible on-site recreational amenities.

The following table summarizes the activity for the Parks Mitigation Fee f rom fiscal year 2020-21 through fiscal year 2024-25.

Fund 532 2020-21 2021-22 2022-23 2023-24 2024-25
Beginning Balance 10,771,523$ 8,937,718$ 20,682,234$ 45,670,527$ 43,767,479$ Developer Fees 1,522,149 14,634,898 36,637,032 2,177,539 1,508,002 Interest Income 110,320 124,450 577,716 852,739 1,468,464 Expenditures (3,466,274) (3,014,832) (12,226,455) (4,933,326) (6,023,065) Ending Balance 8,937,718$ 20,682,234$ 45,670,527$ 43,767,479$ 40,720,880$

During the fiscal year 2024-25, the City collected $ 1,508,002 in Parks Mitigation Fees, earned $1,468,464 in interest, and incurred expenditures of $6,023,065 on various projects. The balance of the Parks Mitigation Fees as of June 30, 2025 is $40,720,880 with no fees being held for over five years.

There is no impact on City resources since all qua lified impact fees held by the City for over five years are either spent or committed, thus eliminating the need to refund any fees to developers according to Government Code Sections 66000-66003.

AB1600 REPORT ON DEVELOPMENT IMPACT FEES
For Fiscal Year ended June 30, 2025

7 Tasman East Specific Plan Infrastructure Impact Fee

On November 13, 2018, the City Council adopted the Tasman East Specific Plan to guide the transition of an underutilized 45 -acre industrial neighborhood east of the Great America Transit Center into a pedestrian-friendly, transit -oriented development, providin g for the addition of 4,500 new residential units, 100,000 square feet of retail, and 10 acres of open space near transit and jobs. In coordination with developers within the specific plan area, the City established an Infrastructure Impact Fee for the specific plan area to create an equitable distribution of area -wide and common public infrastructure costs for all residential developments within the specific plan and to finance capital facility and infrastructure costs to serve these developments.

Ordinance No. 2026 Adding Subsection 17.15.350 to Chapter 15 of Title 17 of the Santa Clara City Code Regarding the Tasman East Specific Plan Infrastructure Impact Fee was adopted on November 17, 2020.

The following table summarizes the activity for the Tasman East Specific Plan Infrastructure Impact Fee from fiscal year 2020-21 through fiscal year 2024-25.

Fund 541 2020-21 2021-22 2022-23 2023-24 2024-25
Beginning Balance -$ (170,921)$ 3,260,003$ 5,960,739$ 5,943,663$ Developer Fees - 3,465,453 4,411,858 335 - Interest Income - 5,896 75,296 118,993 217,682 Expenditures (170,921) (40,425) (1,786,418) (136,404) (27,793) Ending Balance (170,921)$ 3,260,003$ 5,960,739$ 5,943,663$ 6,133,552$

In the fiscal year 2024-25, the City did not receive developer fees , earned $217,682 in interest and incurred expenditure of $27,793 in project costs. The accumulative balance of the Tasman East Specific Plan Infrastructure Impact Fees at the end of fiscal year 2024-25 is $6,133,552 with no fees being held for over five years.

Affordable Housing Fee

The Affordable Housing Fee was adopted to mitigate the impacts of new market -rate housing development and non-residential development on the need for affordable housing, in addition to assisting in meeting the City’s share of the region’s housing need and implementing the goals, policies and actions specified in the Housing Element of the general plan. C ity Council passed Ordinance 1 974 on December 5, 2017 which established the affordable housing fee applicable to residential and nonresidential projects and to encourage the development of rental housing and as well as smaller units that may be more affordable by design. The fees established are significantly lower than the amount needed to fully mitigate the impacts of the new for sale and rental resident projects and non -residential project on the need for affordable housing. The fees shall automatically adjust for inflation annually using the Engineering News Record McGraw-Hill Construction Weekly Building Index for San Francisco.

AB1600 REPORT ON DEVELOPMENT IMPACT FEES
For Fiscal Year ended June 30, 2025

8 The following table summarizes the activity for the Affordable Housing Fee from fiscal year 2020-21 through fiscal year 2024-25.

Fund 565 2020-21 2021-22 2022-23 2023-24 2024-25
Beginning Balance -$ 131,284$ 5,760,577$ 6,487,986$ 6,535,204$ Developer Fees 130,201 5,613,415 630,142 16,150 3,479,128 Interest Income 1,083 15,878 97,267 31,068 394,430 Expenditures - - - - - Ending Balance 131,284$ 5,760,577$ 6,487,986$ 6,535,204$ 10,408,762$

On November 14, 2023, the City Co uncil approved RTC 23 -952, authorizing a $4 ,944,484 loan to Charities Housing Development Corporation of Santa Clara County to support the construction of 106 affordable housing units at 1601 Civic Center Drive. Accordingly, an internal transfer of $4,944,484 was made from Fund 565 to the City Affordable Housing Fund 165 to restrict funding for the development of Project #16506 - Civic Center Drive. However, at this time, the project has not yet commenced . As a result, the transfer reported in fiscal year 2 023-24 has been restated to zero and the catch -up interest related to the restated amount has been reflected in interest income in fiscal year 2024 -25. During the fiscal year 2024-25, the City collected $3,479,128 in developer fees and earned $394,430 in interest. The accumulative balance of Affordable Housing Fees as of June 30, 202 5 is $10,408,762 with no fees being held for over five years.

Patrick Henry Drive Infrastructure Impact Fee

On March 22, 2022, the City Council adopted the Patrick Henry D rive Specific Plan (Specific Plan) to guide the transition of an underutilized 74 -acre industrial neighborhood bounded by Mission College to the south, Great America Parkway to the east, the Hetch -Hetchy right-of-way to the north, and Calabazas Creek to th e west into a pedestrian -friendly, transit -oriented neighborhood. The Specific Plan contemplates two unique land use scenarios related to proposed residential units and office uses. The Specific Plan also incorporates approximately 310,000 square feet of n eighborhood-oriented convenience retail and up to 14 acres of open space which will include a diverse network of public parks, publicly accessible green infrastructure, and private recreational spaces.

Ordinance No. 2046 Adding Subsection 17.15.360 to Chapter 15 of Title 17 of the Santa Clara City Code Regarding the Patrick Henry Drive Specific Plan Infrastructure Impact Fee was adopted on March 22, 2022.

In the fiscal year 2024-25, no activities were conducted for this impact fee.

PUBLIC NOTICE: Public notification was achieved by posting the availability of the report 15 days prior to the meeting, as required by Government Code Section 66006(b)(2).

AB1600 REPORT ON DEVELOPMENT IMPACT FEES
For Fiscal Year ended June 30, 2025

9 Attachments:

Exhibit A: Summary of Development Impact Fees

10 Exhibit A
City of Santa Clara
Summary of Local Agency Improvement Fees
(AB 1600 Development Impact Fees)
Report for Fiscal Year Ended June 30, 2025
Streets and Highways (Fund 123 & 533)
FY 2023-24 Ending Fund Balance 8,991,018$
Fees Collected 414,853
Interest Earned 249,350
Expenditures (4,939,039)
FY 2024-25 Ending Fund Balance 4,716,182$
Funds Accumulated in Current and Last 5 Years 4,365,552$ Funds Held Longer than 5 Years 350,630$
Projects Programmed for Impact Fees 5,053,409$
Project
# Description
Project Status/
Estimated
Completion Year
Total Project
Appropriation All
Funding Sources
Funding
Status
% Impact
Fee Funded
Total Impact
Fee
Appropriation
Total Impact
Fee
Expenditures
Impact Fee
Appropriation
Remaining
FY 2024-25
Impact Fee
Expenditure
1217 Traffic Signal Management Software Upgrade/Replacement 2025 $ 3,372,871 100% 89% $ 3,000,942 $ 2,479,068 $ 521,874 $ 346,877 1218 Traffic Pre-Emptors 2025 1,445,259 100% 94% 1,358,104 647,831 710,273 - 1219 Traffic Signal Enhancements Ongoing 2,437,831 88% 61% 1,481,824 653,742 828,082 24,677 1220 Pedestrian and Bicycle Enhancement Facilities Ongoing 1,560,196 100% 96% 1,495,196 1,383,560 111,636 - 1225 Santa Clara VTA - Congestion Management Program Ongoing 281,000 100% 100% 281,000 280,638 362 280,638 1232 Traffic Signal Interconnect Upgrade 2032 1,293,217 100% 100% 1,293,217 904,034 389,183 764,516 1234 Transportation Modeling Update Ongoing 266,700 100% 94% 250,000 152,110 97,890 4,139 1237 MCB/GAP Intersection Improvement Project 2025 12,988,606 100% 36% 4,735,309 4,735,309 - 2,552,308 1245 Benton Bike Lanes 2025 1,726,000 100% 14% 249,000 129,810 119,190 - 1246 Bassett and Laurelwood Bicycle Lanes 2025 1,428,058 52% 29% 410,000 318,001 91,999 318,001 1251 HAWK Beacon on Scott and Harrison 2025 750,000 100% 100% 750,000 492,292 257,708 3,980 1259 Monroe Los Padres Traffic Signal Modification 2025 1,180,000 100% 11% 127,856 10,722 117,134 2,832 1261 Santa Clara School Access Improvements 2025 2,471,000 100% 54% 1,325,000 1,127,511 197,489 (84,122) 1272 TDA21 Bicycle Facilities Upgrade 2025 131,410 100% 28% 37,356 36,717 639 - 1274 Lafayette St Class IV Bike Lanes 2026 600,000 86% 3% 20,000 297 19,703 - 1275 De La Cruz Boulevard Class IV Bikeway Study 2025 250,083 100% 44% 110,083 87,338 22,745 34,432 1276 Monroe Street Class II Buffered Bike Lane Study 2025 263,700 100% 47% 123,700 98,911 24,789 8,799 1277 Walsh Avenue Class IV Bikeway Study 2025 301,708 100% 42% 126,708 94,150 32,558 10,372 1280 MCB Class IV Bike Lanes 2025 65,000 100% 83% 53,877 3,694 50,183 3,694 1282 Traffic Impact Fee Nexus Study Update 2026 300,000 100% 100% 300,000 19,000 281,000 - 1283 Steven Creek Boulevard Vision Study 2025 100,296 100% 100% 100,296 98,935 1,361 98,935 1285 Pruneridge Avenue Signal Timing 2025 1,000,000 95% 92% 915,030 10,689 904,341 10,689 1376 Safe Route to School Ongoing 1,309,157 84% 8% 102,653 28,660 73,993 22,934 1386 Santa Clara Citywide ITS Project 2 2025 1,304,198 100% 62% 804,198 604,921 199,277 535,338 Totals $ 36,826,290 19,451,349$ 14,397,940$ $ 5,053,409 $ 4,939,039 Traffic Mitigation Fee (Fund 123 and 533)
Traffic Mitigation Fee
Since Inception Date Through June 30, 2025

11 Exhibit A
City of Santa Clara
Summary of Local Agency Improvement Fees
(AB 1600 Development Impact Fees)
Report for Fiscal Year Ended June 30, 2025
Sanitary Sewer Outlet Fee (Fund 594)
FY 2023-24 Ending Fund Balance 130,907$
Fees Collected (Refunded) 24,579
Interest Earned 5,621
FY 2024-25 Ending Fund Balance 161,107$
Funds Accumulated in Current and Last 5 Years 161,107$
Funds Held Longer than 5 Years -$
Projects Programmed for Impact Fees -$
Sanitary Sewer Outlet Fee (Fund 594)

12 Exhibit A
City of Santa Clara
Summary of Local Agency Improvement Fees
(AB 1600 Development Impact Fees)
Report for Fiscal Year Ended June 30, 2025
Sanitary Sewer Connection Fee (Fund 594)
FY 2023-24 Ending Fund Balance (167,750,089)$
Fees Collected 545,586
Expenditures (8,108,204)
FY 2024-25 Ending Fund Balance (175,312,707)$
Funds Accumulated in Current and Last 5 Years -$
Funds Held Longer than 5 Years -$
Projects Programmed for Impact Fees -$
Project
# Description Project Status
Total Project
Appropriation All
Funding Sources
Funding
Status
% Impact
Fee Funded
Total Impact Fee
Appropriation
Total Impact Fee
Expenditures
Impact Fee
Appropriation
Remaining (1)
FY 2024-25 Impact Fee
Expenditure
1908 S.J.- S.C. Regional Wastewater Facility Ongoing $ 265,629,552 100% 37% $ 99,494,491 $ 99,494,491 $ - $ 8,108,204 Note (1) Amounts have been transferred within the Sewer Enterprise Operating Fund and Debt Service Fund to make up the negative balance for Capital Projects financed with AB1600 Development Fees There were no interfund loans.

Sanitary Sewer Connection Fee (Fund 594)
Sanitary Sewer Connection Fee
Since Inception Date Through June 30, 2025

13 Exhibit A
City of Santa Clara
Summary of Local Agency Improvement Fees
(AB 1600 Development Impact Fees)
Report for Fiscal Year Ended June 30, 2025
Sanitary Sewer Conveyance Fee (Fund 594)
FY 2023-24 Ending Fund Balance 55,815,618$
Fees Collected 1,328,550
Interest Earned 2,048,922
Expenditures (467,919)
FY 2024-25 Ending Fund Balance 58,725,171$
Funds Accumulated in Current and Last 5 Years 29,847,942$ Funds Held Longer than 5 Years 28,877,229$
Projects Programmed for Impact Fees 43,285,158$
Project
# Description
Project
Status
Total Project
Appropriation
All Funding
Sources
Funding
Status
% Impact
Fee Funded
Total Impact
Fee
Appropriation
Total Impact
Fee
Expenditures
Impact Fee
Appropriation
Remaining
FY 2024-25
Impact Fee
Expenditure
1909 Sanitary Sewer Capacity Improvements Ongoing $ 55,648,450 100% 100% $ 55,648,450 $ 12,363,292 $ 43,285,158 $ 467,919 1920 Sanitary Sewer Master Plan Update Ongoing 1,069,038 100% 100% 480,038 480,038 - - Totals $ 56,717,488 56,128,488$ 12,843,330$ $ 43,285,158 $ 467,919 Sanitary Sewer Conveyance Fee (Fund 594)
Sanitary Sewer Conveyance Fee
Since Inception Date Through June 30, 2025

14 Exhibit A
City of Santa Clara
Summary of Local Agency Improvement Fees
(AB 1600 Development Impact Fees)
Report for Fiscal Year Ended June 30, 2025
Storm Drain Fee (Fund 535)
FY 2023-24 Ending Fund Balance 300,670$
Fees Collected 1,869
Interest Earned 10,940
Expenditures Adjustment -
FY 2024-25 Ending Fund Balance 313,479$
Funds Accumulated in Current and Last 5 Years 139,761$
Funds Held Longer than 5 Years 173,718$
Projects Programmed for Impact Fees 302,630$
Project
# Description Project Status
Total Project
Appropriation
All Funding
Sources Funding Status
% Impact
Fee
Funded
Total Impact
Fee
Appropriation
Total Impact
Fee
Expenditures
Impact Fee
Appropriation
Remaining
FY 2024-25
Impact Fee
Expenditure
1831 Miscellaneous Storm Drain Improvements Ongoing $ 466,577 100% 21% 100,000$ -$ 100,000$ $ - 1834 Storm Drain System Improvement Ongoing 594,826 100% 100% 594,826 392,196 202,630 - Totals 1,061,403$ 694,826$ 392,196$ 302,630$ $ - Storm Drain Fee (Fund 535)
Storm Drain Fee
Since Inception Date Through June 30, 2025

15 Exhibit A
City of Santa Clara
Summary of Local Agency Improvement Fees
(AB 1600 Development Impact Fees)
Report for Fiscal Year Ended June 30, 2025
Parks Mitigation Fee (Fund 532)
FY 2023-24 Ending Fund Balance 43,767,479$
Fees Collected 1,508,002
Interest Earned 1,468,464
Expenditures (6,023,065)
FY 2024-25 Ending Fund Balance 40,720,880$
Funds Accumulated in Current and Last 5 Years 40,720,880$ Funds Held Longer than 5 Years -$
Projects Programmed for Impact Fees 19,038,676$
Project
# Description
Project
Status/
Estimated
Completion
Year
Total Project
Appropriation All
Funding Sources Funding Status
% Impact
Fee Funded
Total Impact
Fee
Appropriation
Total Impact
Fee
Expenditures
Impact Fee
Appropriation
Remaining
FY 2024-25
Impact Fee
Expenditure
3101 Park & Recreation Master Plan Ongoing 442,804$ 100% 84% 371,454$ 214,878$ 156,576$ 93,029$ 3102 Facility Condition Assessment Update Ongoing 400,000 100% 100% 400,000 - 400,000 - 3126 Patrick Henry Community Art Center Ongoing 55,426 100% 100% 55,426 55,426 - - 3127 Parkland Acquisition Ongoing 11,610,748 100% 85% 9,879,031 - 9,879,031 - 3128 MFA Developer Reimbursement Project Ongoing 210,572 100% 100% 210,572 - 210,572 - 3130 Maywood ParkPlaygrnd Rehab Ongoing 2,337,382 89% 3% 80,760 - 80,760 - 3133 Central Park Master Plan New Improvement 2027 5,690,904 100% 100% 5,690,904 540,068 5,150,836 278,307 3136 Westwood Oaks Park Playground Rehabilitation 2025 3,570,800 100% 100% 3,570,800 3,234,618 336,182 339,740 3181 Park Impact Fees Monitoring Project Ongoing 2,091,182 100% 70% 1,462,914 1,269,000 193,914 132,101 3183 Central Park Arbor Playground 2025 9,134,368 95% 48% 4,363,413 4,099,874 263,539 4,081,054 3184 Montague Park Enhancement 2025 7,858,340 100% 100% 7,858,340 6,920,128 938,212 67,717 3187 Bowers Roof Replacement Ongoing 1,466,934 100% 53% 780,000 - 780,000 - 3195 Henry Schmit Park Playground Rehabilitation 2026 510,000 100% 54% 275,000 275,000 - 275,000 3196 Central Park Aquatic Center Planning & Design 2026 10,254,931 100% 3% 358,000 358,000 - 131,784 3197 Parks Service Center Improvement 2028 1,035,000 100% 71% 735,000 85,946 649,054 85,634 3199 Park&Rec Engineering Management Ongoing 1,780,129 100% 67% 1,196,689 1,196,689 - 538,699 Totals 58,449,520$ 37,288,303$ 18,249,627$ 19,038,676$ 6,023,065$ Parks Mitigation Fee (Fund 532)
Parks Mitigation Fee
Since Inception Date Through June 30, 2025

16 Exhibit A
City of Santa Clara
Summary of Local Agency Improvement Fees
(AB 1600 Development Impact Fees)
Report for Fiscal Year Ended June 30, 2025
Tasman East Specific Plan Infrastructure Impact Fee (Fund 541) FY 2023-24 Ending Fund Balance 5,943,663$
Fees Collected -
Interest Earned 217,682
Expenditures (27,793)
FY 2024-25 Ending Fund Balance 6,133,552$
Funds Accumulated in Current and Last 5 Years 6,133,552$ Funds Held Longer than 5 Years -$
Projects Programmed for Impact Fees 2,856,408$
Project
# Description
Project
Status
Total Project
Appropriation
All Funding
Sources
Funding
Status
% Impact
Fee
Funded
Total Impact
Fee
Appropriation
Total Impact
Fee
Expenditures
Impact Fee
Appropriation
Remaining
FY 2024-25
Impact Fee
Expenditure
4610 Tasman East Admin Study and Engineering Ongoing 403,504$ 100% 97% 391,672$ 362,452$ 29,220$ 27,793$ 4611 Tasman East Developer Reimbursement Project Ongoing 4,598,904 100% 100% 4,598,904 1,771,716 2,827,188 - Totals $ 5,002,408 $ 4,990,576 $ 2,134,168 $ 2,856,408 $ 27,793 Tasman East Specific Plan Infrastructure Impact Fee (Fund 541) Affordable Housing Fee
Since Inception Date Through June 30, 2025

17 Exhibit A
City of Santa Clara
Summary of Local Agency Improvement Fees
(AB 1600 Development Impact Fees)
Report for Fiscal Year Ended June 30, 2025
Affordable Housing Fee (Fund 565)
FY 2023-24 Ending Fund Balance 1,590,720$
Fees Collected 3,479,128
Prior period Adjustment 4,944,484
Interest Earned 394,430
Expenditures -
FY 2024-25 Ending Fund Balance 10,408,762$
Funds Accumulated in Current and Last 5 Years 10,408,762$ Funds Held Longer than 5 Years -$
Projects Programmed for Impact Fees 4,944,484$
Project
# Description Project Status
Total Project
Appropriation
All Funding
Sources
Funding
Status
% Impact Fee
Funded
Total Impact
Fee
Appropriation
Total Impact
Fee
Expenditures
Impact Fee
Appropriation
Remaining
16506 Civic Center Ongoing $ 4,944,484 100% 100% 4,944,484 $ - $ 4,944,484 Affordable Housing Fee (Fund 565)
Affordable Housing Fee
Since Inception Date Through June 30, 2025

Resolution/AB1600 Report on Development Impact Fees FYE June 30, 20 25 Page 1 of 5 Rev: 7/27/2023
RESOLUTION NO. _____

A RESOLUTION OF THE CITY OF SANTA CLARA, CALIFORNIA,
ACCEPTING THE AB1600 REPORT ON DEVELOPMENT IMPACT
FEES FOR FISCAL YEAR ENDED JUNE 30, 2025 AND MAKING

FINDINGS REGARDING THE CONTINUING NEED FOR
UNEXPENDED BALANCES OF IMPACT FEES A S OF JUNE 30,
2025

WHEREAS, Government Code Sections 66000 et seq. (commonly known as, and referenced herein as, “AB1600”) regulate the imposition, collection, maintenance, expenditure and reporting of impact fees imposed on developers for the purpose of defraying their impacts on public facilities;
WHEREAS, the City of Santa Clara (“City”) has identified nine (9) impact fees which require reporting under AB1600’s requirements. Those fees are the Traffic Mitigation Fee (Funds 123/533), the Sanitary Sewer Outlet Fee (Fund 594), the Sanitary Sewer Connection Fee (Fund 594), the Sanitary Sewer Conveyance Fee (Fund 594), the Storm Drain Fee (Fund 535), the Parks Mitigation Fee (Fund 532), the Tasman East Specific Plan Infrastructure Impact Fee (Fund 541), the Patrick Henry Drive Infrastructure Impact Fee (Fund 542), and the Affordable Housing Fee (Fund 565);
WHEREAS, in accordance with the provisions of AB1600, the City has set up separate special revenue funds for each fee type, crediting earned interest to those funds, and spending the accumulated fees and related interest on appropriate expenditures; WHEREAS, the City has prepared an annual report for fiscal year 2024-25 in accordance with AB1600, “AB1600 Report on Development Impact Fees for Fiscal Year ended June 30, 2025,” reflecting the beginning and ending balances of each separate fund containing impact fees; the amount of fees collected and the interest earned for the year; the amount of expenditures and refunds made in the year; the percentage of expenditures paid for by fees; and a description of the type of fees. The amount of each of these AB1600 fees for FY 2024-25 is reflected in the City’s Municipal Fee Schedule, previously adopted by this Council; Resolution/AB1600 Report on Development Impact Fees FYE June 30, 20 25 Page 2 of 5 Rev: 7/27/2023
WHEREAS, a copy of the annual report was filed with and is available for review in the City Clerk’s Office and the Finance Department at Santa Clara City Hall, and online at Santaclaraca.gov/Finance since December 17, 2025;
WHEREAS, AB1600 requires the City to make specific findings every five (5) years with respect to any portion of the fees remaining unexpended or uncommitted after a period of five (5) years to 1) identify the purpose to which the fee is to be put, 2) demonstrate a reasonable relationship between the fee and the purpose for which it was charged, 3) identify all sources and amounts of funding anticipated to complete financing of the improvement, and 4) designate the approximate date on which such funding will be available;
WHEREAS, the Traffic Mitigation Impact Fee, which was established for the purpose of providing a source of funding for traffic improvements, contains some fee revenues which were received more than five (5) years ago. The sum of $350,630 representing fees and accrued interest collected for traffic mitigation remains unexpended five (5) or more years after deposit of the fees;
WHEREAS, the Storm Drain Fee, which was established for the purpose of mitigating storm drainage that results directly or indirectly from development projects, contains some fee revenues which were received more than five (5) years ago. The sum of $173,718 representing fees and accrued interest collected for storm drainage mitigation remains unexpended five (5) or more years after deposit of the fees;
WHEREAS, the Sanitary Sewer Conveyance Fee, which was established for the purpose of mitigating sanitary sewer conveyance load that results directly or indirectly from development projects, contains some fee revenues which were received more than five (5) years ago. The sum of $28,877,229 representing fees and accrued interest collected for sewer conveyance mitigation remains unexpended five (5) or more years after deposit of the fees; and WHEREAS, the City desires to make the findings required by law with respect to these unexpended fees.

Resolution/AB1600 Report on Development Impact Fees FYE June 30, 20 25 Page 3 of 5 Rev: 7/27/2023
NOW THEREFORE, BE IT RESOLVED BY THE CITY OF SANTA CLARA AS FOLLOWS:

1. That the City Council hereby accepts the attached AB 1600 Report on Development Impact Fees for Fiscal Year ended June 30, 2025 (“Report”), and, based on the following facts, finds that the unexpended balances in the City’s various Development Impact Fee funds are to be used solely for the purpose for which such fees were collected and that no refunds are required or have been made for the Fiscal Year ended June 30, 2025, as the unexpended funds are still necessary for the completion of identified projects:

A. The Traffic Mitigation Impact Fee revenues are to be used to construct traffic improvements needed by new development. The amount of the fee for different land use types is proportionate to the need for traffic improvements generated by such land use types. This fee is still necessary as several projects are tied to larger development projects that have yet to occur. These development projects are still anticipated to take place based on the City’s General Plan. The traffic mitigation fee is set at a lower rate than justified, and as a result projects are underfunded. This has also slowed down progress on projects resulting in some project costs increasing. Periodically, as the City updates the General Plan and as new development occurs, additional improvement projects are identified and added to the Traffic Mitigation Fee Project List.

B. The portion of the $4,716,182 fund balance in the Traffic Mitigation Fund that was at least five (5) years old as of June 30, 2025, totals $350,630. The City will use the entire fund balance for the projects identified in Exhibit A of the Report which are programmed in the Capital Improvement Plan. The Traffic Mitigation Fund has projects scheduled in the current Capital Improvement Plan for the next five (5) years, and depends upon additional fees and interest each year. Projects identified in Exhibit A which are funded at less than 100% with Traffic Mitigation Impact Fees are funded by other sources totaling $17,375,214. Remaining appropriations totaling $3,932,000 from the other sources are as follows: Reimbursable Grants $97,577; Santana Row Settlement $1,640,309, Vehicle Registration Fee $501,722; Bonds Resolution/AB1600 Report on Development Impact Fees FYE June 30, 20 25 Page 4 of 5 Rev: 7/27/2023
Proceeds $211,420; Measure B $215,245; Gas Tax $425,917; Electric Utility Contribution $630,663; Sewer Utility Contribution $12,447, General Fund $180,000; and Developer Contributions $16,700. All these amounts have been received and are available except $684,466 in Reimbursable Grants, $289,647 in Measure B, and $300,000 in Vehicle Registration Fees.

C. The Storm Drain Impact Fee revenues are to be used to mitigate City storm drainage that results either directly or indirectly from development projects. The amount of the fee is proportionate to the need for storm drainage improvements generated by development projects. This fee is still necessary as several storm drain projects are tied to larger development projects that have yet to occur. These development projects are still anticipated to take place based on the City’s General Plan. As new development occurs, additional improvement projects are identified and added to the Storm Drain Impact Fee Project List.

D. The portion of the $313,479 fund balance in the Storm Drain Impact Fee Fund that was at least five (5) years old as of June 30, 2025, totals $173,718. The City will use the entire fund balance for the projects identified in Exhibit A of the Report which are programmed in the Capital Improvement Plan. The Storm Drain Impact Fee Fund has projects scheduled in the current Capital Improvement Plan for the next five (5) years, and depends upon additional fees and interest each year. The project identified in Exhibit A which is funded at less than 100% with Storm Drain Impact Fees is funded by the General Fund Capital Project Reserve (CPR) totaling $366,577. The remaining appropriation from the CPR is $366,577.

E. The Sanitary Sewer Conveyance Fee was adopted in fiscal year 2006-07 to address Sewer Main capacity deficiencies resulting from increased development.

F. The portion of the $58,024,009 fund balance in the Sanitary Sewer Conveyance Fees Fund that was at least five (5) years old as of June 30, 2025, totals $28,877,229. The City will use the entire fund balance for the projects identified in Exhibit A of the Report which are programmed in the Capital Improvement Plan. The Sanitary Sewer Conveyance Fee has Resolution/AB1600 Report on Development Impact Fees FYE June 30, 20 25 Page 5 of 5 Rev: 7/27/2023
projects scheduled in the current Capital Improvement Plan for the next five (5) years, and depends upon additional fees and interest each year. The project identified in Exhibit A funded 100% with Sanitary Sewer Conveyance.

2. Effective date. This resolution shall become effective immediately.

I HEREBY CERTIFY THE FOREGOING TO BE A TRUE COPY OF A RESOLUTION PASSED

AND ADOPTED BY THE CITY OF SANTA CLARA, CALIFORNIA, AT A REGULAR MEETING THEREOF HELD ON THE 27TH DAY OF JANUARY, 2026, BY THE FOLLOWING VOTE:

AYES: COUNCILORS:

NOES: COUNCILORS:

ABSENT: COUNCILORS:

ABSTAINED: COUNCILORS:

ATTEST: ______________________________

NORA PIMENTEL

ASSISTANT CITY CLERK

CITY OF SANTA CLARA

Attachments incorporated by reference:

1. AB1600 Report on Development Impact Fees FYE June 30, 20 25

City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
26-17250 Agenda Date: 1/27/2026

REPORT TO COUNCIL

SUBJECT
Action on a Purchase and Sale Agreement to Acquire the Property Located at 3031 Corvin Drive in Santa Clara for Use by the Parks and Recreation Department, Public Works Department, and the Water and Sewer Utilities Department for Workshop and Storage Purposes for a Purchase Price of $6.3 Million and Approve Related Budget Amendments

BACKGROUND
The City of Santa Clara continues to experience increasing operational space constraints across multiple departments as service demands grow and the availability of industrially zoned properties suitable for municipal use remains limited. Several City departments, including the Parks and Recreation Department, the Department of Public Works, and the Water and Sewer Utilities Department, have identified an ongoing and expanding need for additional workshop, storage, and operational support space in order to efficiently maintain City infrastructure, equipment, and materials.

The City was notified of the availability of the property located at 3031 Corvin Drive, Santa Clara, California (APN 216-33-022) (Property). The Property is located adjacent to Fire Station 9 and was identified as a suitable acquisition opportunity due to its proximity to existing City facilities, its building size, its industrial zoning, and its compatibility with public works, maintenance, and utility-related operations.

Working with CBRE, the City expressed interest in acquiring the Property. Accordingly, the City and the seller entered into a Letter of Intent (LOI) outlining the general business terms under which the City would consider entering into a Purchase and Sale Agreement (PSA) for the acquisition of the Property. The City’s commitment to purchase the Property in the LOI is contingent upon the City Council’s approval of a final PSA, in its sole discretion.

DISCUSSION
The Property consists of an approximately 0.61-acre parcel improved with an approximately 17,852- square-foot industrial building constructed in 1970, and will be delivered vacant at closing. The site is located immediately adjacent to Fire Station 9, and the two properties share driveway access.

Acquisition of the Property would provide operational benefits to Fire Station 9 by allowing the City to exercise greater control over shared access, circulation, and site security.

The Parks and Recreation Department intends to use the Property primarily to address its growing storage needs, specifically for its field support services operations which includes machinery for sign making. The Department also intends to combine some shop functions with the Department of Public Works such as key making and the use of similar equipment to gain more operational efficiency.

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Parks and Recreation is currently experiencing space constraints at its Central Park facility, and the additional space will allow the department to consolidate operations and free up existing space for staff use.

The Department of Public Works plans to utilize both the office and shop areas of the building in coordination with Parks and Recreation. The concept is for staff to relocate the current offices and shop on Lafayette Street to the new Corvin Drive location. The office space will be used for Facilities staff and the shop space will be used for materials storage and tools including shop equipment used for fabrication, building, and repairs which is consistent with the operations of a Facilities Maintenance shop. Public Works currently operates a facilities shop located on Lafayette and Comstock Street that is interconnected with Silicon Valley Power (SVP) property. Once the Department is able to relocate staff and equipment to the new Property, it is anticipated that SVP will be purchasing this vacated site, allowing for control and improved security of its facilities at this location. An appraisal on this site is underway and the details of the property transition to SVP will be brought forward for City Council discussion and approval at a later date.

The Water and Sewer Utilities Department will primarily use the facility for storing equipment and supplies. The Department currently stores equipment outside at the Corporation Yard, which has led to issues of inventory damage and more wear and tear. Moving the equipment to the new Property will allow materials to be kept covered, providing protection from the elements and extending the useful life of the equipment. The proposed allocation of space and cost-sharing arrangement for the purchase price and associated closing costs for the warehouse will be delineated as follows.

Proportional Cost Share (total space 17,852 sq. ft.):

Dept. Office Warehouse Shared Total Cost Share
W&S* 0 10,000 2,002 12,002 67.2%
DPW 3,046 914 793 4,753 26.6%
Parks 0 914 183 1,097 6.2%
Total 3,046 11,828 2,978 17,852 100.0%
*Water (45%), Sewer (45%), and Recycled Water (10%) = 100.00% Summary of Key Terms of the Agreement.

The terms of the Agreement are consistent with the terms of the LOI. The key Agreement terms include the following:
• Purchase Price: $6.3 million
• Deposit: $189,000. One-Hundred Dollars ($100) of the Deposit amount is paid to the Seller as independent consideration, and the remainder of the Deposit amount becomes non- refundable after the Due Diligence Period. If the City proceeds to purchase the Property this amount, less the $100 independent consideration, is applicable to the purchase price. If the City defaults, this amount would be retained by the Seller as liquidated damages. • Due Diligence Period: 60 days from the Effective Date of the Agreement to review and approval all matters pertaining to the physical, structural, electrical, mechanical, soil, drainage, environmental, economic, tenancy, zoning, land use and other governmental compliance matters and conditions respecting the Property. “As is” Purchase. The Property will be purchased in its “as is” condition, except to the extent of Seller representations and warranties set forth in Section 7.01 of the Agreement.

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Staff has not identified any known environmental issues associated with the Property, but intends to contract for a Phase I Environmental Site Assessment during the due diligence period. If the need for any Phase II studies are identified in this assessment, a targeted Phase II analysis will also be conducted.

ENVIRONMENTAL REVIEW
The proposed approval of the Agreement is exempt from the California Environmental Quality Act (“CEQA”) pursuant to section 15061(c)(3) of Title 14 of the California Code of Regulations as it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment. The Agreement does not contain any development plans or commitments requiring environmental review.

FISCAL IMPACT
The purchase price of the property is $6.3 million and the associated closing costs are estimated at $100,000. As the Property will be delivered vacant, City staff also expects funding needs of approximately $510,000 for tenant improvements. These improvements will include items such as new cabinets and countertops, shelving and storage, lighting and exhaust to support safety on site, as well as information technology infrastructure.

In addition to the acquisition-related costs, each Department will be responsible for their proportionate share of the operations and maintenance costs with the Corvin Drive property, including utilities and janitorial services. The annual cost for utilities is estimated at $20,000. The Departments will absorb these costs in the current fiscal year, with an estimated total impact of $6,667 (split amongst the three departments). The costs for DPW will be offset by the current costs being spent at the Lafayette Street site. The Department of Public Works currently oversees a citywide contract for janitorial services. The services anticipated for this Property are expected to be minimal and will be able to be covered under existing appropriations. For future years, the departmental budgets will be adjusted accordingly as part of the annual budget process to incorporate the utilities costs.

Funding of $6.9 million is needed for the property purchase and closing costs as well as tenant improvements. These costs will be spread amongst the departments based on the proportional cost share detailed above, with the General Fund used to cover the costs associated with the Parks and Recreation and Public Works Departments and the Water and Sewer Funds used to cover the costs associated with that department. Staff recommends the following budget amendments to cover the costs associated with the property acquisition, with the funds budgeted in a new Corvin Drive Property Purchase and Improvements project in the Water Utility Capital Fund.

Budget Amendment
FY 2025/26
Current Increase/
(Decrease)
Revised
General Fund
Transfer To
Water Utility Capital Fund $0 $2,264,400 $2,264,400
Fund Balance
Ending Fund Balance - Land Sale
Reserve
$20,825,559 ($2,264,400) $18,561,159
Sewer Utility Capital Fund
Transfers To
Water Utility Capital Fund $0 $2,090,500 $2,090,500
Fund Balance
Unrestricted Ending Fund Balance $11,727,333 ($2,090,500) $9,636,833 Water Recycling Fund
Transfers To
Water Utility Capital Fund $0 $464,600 $464,600
Fund Balance
Unrestricted Ending Fund Balance $1,561,674 ($464,600) $1,097,074 Water Utility Capital Fund
Transfers From
General Fund - Land Sale Reserve $0 $2,264,400 $2,264,400 Sewer Utility Capital Fund $0 $2,090,500 $2,090,500
Water Recycling Fund $0 $464,600 $464,600
Expenditures
Corvin Drive Property Purchase and
Improvements
$0 $6,910,000 $6,910,000
Fund Balance
Unrestricted Ending Fund Balance $2,774,970 ($2,090,500) $684,470 City of Santa Clara Printed on 1/23/2026Page 3 of 5
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26-17250 Agenda Date: 1/27/2026
Current Increase/
(Decrease)
Revised
General Fund
Transfer To
Water Utility Capital Fund $0 $2,264,400 $2,264,400
Fund Balance
Ending Fund Balance - Land Sale
Reserve
$20,825,559 ($2,264,400) $18,561,159
Sewer Utility Capital Fund
Transfers To
Water Utility Capital Fund $0 $2,090,500 $2,090,500
Fund Balance
Unrestricted Ending Fund Balance $11,727,333 ($2,090,500) $9,636,833 Water Recycling Fund
Transfers To
Water Utility Capital Fund $0 $464,600 $464,600
Fund Balance
Unrestricted Ending Fund Balance $1,561,674 ($464,600) $1,097,074 Water Utility Capital Fund
Transfers From
General Fund - Land Sale Reserve $0 $2,264,400 $2,264,400 Sewer Utility Capital Fund $0 $2,090,500 $2,090,500
Water Recycling Fund $0 $464,600 $464,600
Expenditures
Corvin Drive Property Purchase and
Improvements
$0 $6,910,000 $6,910,000
Fund Balance
Unrestricted Ending Fund Balance $2,774,970 ($2,090,500) $684,470

COORDINATION
This report has been coordinated with the Parks and Recreation, Public Works, Water and Sewer, Finance Department and the City Attorney’s Office.

RECOMMENDATION

1. Approve Resolution authorizing the City Manager to execute a Purchase and Sale Agreement (Agreement) with Timothy Charles Bonasera and Emily Ann Bonasera, his wife, and Timothy C.

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26-17250 Agenda Date: 1/27/2026
Trust FBO Alison Earle created December 30, 2020 under the Michael J. Bonasera Living Trust dated September 27, 1990, Jenette Del Monaco, Trustee of the Exempt Trust FBO Jenette Del Monaco created December 30, 2020 under the Michael J. Bonasera Living Trust dated September 27, 1990, and Susan Bonasera, Trustee of the Exempt Trust FBO Susan Bonasera created December 30, 2020 under the Michael J. Bonasera Living Trust dated September 27, 1990 for 3031 Corvin Drive in the amount of $6.3 Million for use by Department of Public Works, Parks and Recreation and Water and Sewer, in substantially the form presented subject to the review and final approval as to form by the City Attorney;

2. Authorize the City Manager or designee to take any necessary actions to implement and administer the Agreement, including, acceptance of a grant deed on behalf of the City; and

3. Approve the following FY 2025/26 budget amendments:
a. In the General Fund, establish a transfer to the Water Utility Capital Fund in the amount of $2,264,400 and decrease the Land Sale Reserve in the amount of $2,264,400 (five affirmative Council votes required for the use of unused balances ); b. In the Sewer Utility Capital Fund, establish a transfer to the Water Utility Capital Fund in the amount of $2,090,500 and decrease the Unrestricted Ending Fund Balance in the amount of $2,090,500 (five affirmative Council votes required for the use of unused balances ); c. In the Water Recycling Fund, establish a transfer to the Water Utility Capital Fund in the amount of $464,600 and decrease the Unrestricted Ending Fund Balance in the amount of $464,600 (five affirmative Council votes required for the use of unused balances ); and d. In the Water Utility Capital Fund, recognize transfers from the General Fund in the amount of $2,264,400, the Sewer Utility Capital Fund in the amount of $2,090,500, and the Water Recycling Fund in the amount of $464,600, decrease the unrestricted ending fund balance in the amount of $2,090,500, and establish the new Corvin Drive Property Purchase and Improvements project in the amount of $6,910,000 (five affirmative Council votes required for the use of unused balances and to appropriate additional revenue ).

Reviewed by: Elizabeth Klotz, Assistant City Manager
Approved by: Jovan D. Grogan, City Manager

ATTACHMENTS

1. Purchase and Sale Agreement

2. Resolution
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PURCHASE AND SALE AGREEMENT
between
Timothy Charles Bonasera and Emily Ann Bonasera, his wife, and Timothy C. Bonasera, a married man as his sole and separate property, Alison Earle, Trustee of the Exempt Trust FBO Alison Earle created December 30, 2020 under the Michael J. Bonasera Living Trust dated September 27, 1990, Jenette Del Monaco, Trustee of the Exempt Trust FBO Jenette Del Monaco created December 30, 2020 under the Michael J.

Bonasera Living Trust dated September 27, 1990, and Susan Bonasera, Trustee of the Exempt Trust FBO Susan Bonasera created December 30, 2020 under the Michael J. Bonasera Living Trust dated September 27, 1990, Seller and
City of Santa Clara, Purchaser
dated as of
_____________, 2026
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TABLE OF CONTENTS
ARTICLE I DEFINITIONS ........................................................................................................ 3 ARTICLE II CONVEYANCE OF THE PROPERTY ............................................................. 5 ARTICLE III PURCHASE PRICE ............................................................................................ 5 ARTICLE IV INVESTIGATION OF THE PROPERTY; CONDITIONS PRECEDENT TO THE CLOSING ............................................................................................................................. 6 ARTICLE V CLOSING ............................................................................................................. 10 ARTICLE VI TITLE MATTERS AND REVIEW ................................................................. 13 ARTICLE VII REPRESENTATIONS AND WARRANTIES ............................................... 15 ARTICLE VIII SELLER'S COVENANTS ............................................................................. 19 ARTICLE IX RISK OF LOSS .................................................................................................. 20 ARTICLE X NOTICES ............................................................................................................. 21 ARTICLE XI REMEDIES......................................................................................................... 23 ARTICLE XII ESCROW........................................................................................................... 25 ARTICLE XIII BROKERS ....................................................................................................... 26 ARTICLE XIV MISCELLANEOUS ........................................................................................ 26 ARTICLE XV AS IS PURCHASE ............................................................................................ 28

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PURCHASE AND SALE AGREEMENT

This PURCHASE AND SALE AGREEMENT (this " Agreement"), dated as of the _________________, 2026 ("Effective Date"), is entered into between Timothy C. Bonasera and Emily Bonasera Living Trust, Alison Earle, Trustee of the Exempt Trust FBO Alison Earle created December 30, 2020 under the Michael J. Bonasera Living Trust dated September 27, 1990, Jenette Del Monaco, Trustee of the Exempt Trust FBO Jenette Del Monaco created December 30, 2020 under the Michael J. Bonasera Living Trust dated September 27, 1990, and Susan Bonasera, Trustee of the Exempt Trust FBO Susan Bonasera created December 30, 2020 under the Michael J. Bonasera Living Trust dated September 27, 1990 (collectively, "Seller"), and the City of Santa Clara, a chartered municipal corporation ("Purchaser").

RECITALS

WHEREAS, Seller is the owner of the Property (defined below); and

WHEREAS, subject to the terms and conditions hereof, Seller desires to sell to Purchaser the Property and Purchaser desires to purchase the Property from Seller.

WHEREAS, on ______________, the City Council of Purchaser took action to approve this Agreement pursuant to City Council Resolution No. ____________, authorizing and directing the City Manager to execute this Agreement on behalf of Purchaser.

NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

ARTICLE I

DEFINITIONS

The following terms have the meanings specified or referred to in this Article I:
"Agreement" has the meaning set forth in the preamble.
"Assumed Permits and Licenses" has the meaning set forth in Section 2.01(f). "Broker" has the meaning set forth in Section 13.01.
"Business Day" has the meaning set forth in Section 14.03. "Casualty Notification Date" has the meaning set forth in Section 9.01. "Closing" has the meaning set forth in Section 5.01.
"Closing Date" has the meaning set forth in Section 5.01. "Closing Statement" has the meaning set forth in Section 5.06. "Contracts" means service, maintenance, supply, management, listing, or similar contracts for the Property.
"Deed" has the meaning set forth in Section 5.02(a).
"Deposit" has the meaning set forth in Section 3.01(a). "Due Diligence Delivery Date" has the meaning set forth in Section 4.01. "Due Diligence Materials" has the meaning set forth in Section 4.01. "Due Diligence Period" has the meaning set forth in Section 4.02. "Effective Date" has the meaning set forth in the preamble. -
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"Environmental Laws" has the meaning set forth in Section 7.01(i). "Escrow Holder" means Chicago Title Company, located at 100 Century Center Court, San Jose, CA 95112.
"Escrow Instructions" has the meaning set forth in Section 5.01. "Excluded Personal Property" has the meaning set forth in Section 2.02. "Hazardous Materials" has the meaning set forth in Section 7.01(i). "Improvements" has the meaning set forth in Section 2.01(b). "Independent Consideration" has the meaning set forth in Section 3.01(c). "Inspections" has the meaning set forth in Section 4.02. "Land" has the meaning set forth in Section 2.01(a).
"Mandatory Title Removal Items" has the meaning set forth in Section 6.01(b). "Monetary Liens" has the meaning set forth in Section 6.01(b). "Natural Hazard Disclosure Statement" has the meaning set forth in Section 4.06. "Natural Hazard Expert" shall mean a natural hazard consultant retained by Seller or Broker to examine the maps and other information specifically made available to the public by government agencies for the purposes of enabling Seller and Seller's Broker, if any, to fulfill its disclosure obligations, if and to the extent such obligations exist, with respect to the natural hazards referred to in California Civil Code Sections 1103 to 1103.15.
"Natural Hazard Report" has the meaning set forth in Section 4.06. "Notices" has the meaning set forth in Section 10.01.
"OFAC" has the meaning set forth in Section 7.01(k).
"Official Records" has the meaning set forth in Section 5.07(a). "PCBs" has the meaning set forth in Section 7.01(i).
"PCOR" has the meaning set forth in Section 5.03(c).
"Permitted Exceptions" has the meaning set forth in Section 6.01(d). "Plans and Surveys" has the meaning set forth in Section 2.01(e). "Property" has the meaning set forth in Section 2.01.
"Purchase Price" has the meaning set forth in Section 3.01. "Purchaser" has the meaning set forth in the preamble.
"Purchaser Default" has the meaning set forth in Section 11.01(a). "Purchaser's Closing Deliverables" has the meaning set forth in Section 5.03. "Purchaser's Costs" has the meaning set forth in Section 11.01(b). "Purchaser's Representatives" has the meaning set forth in Section 4.03. "Seller" has the meaning set forth in the preamble.
"Seller Default" has the meaning set forth in Section 11.01(b). "Seller's Closing Deliverables" has the meaning set forth in Section 5.02. "Survey" has the meaning set forth in Section 6.01(a)(ii). "Survival Period" has the meaning set forth in Section 7.01. "Title Commitment" has the meaning set forth in Section 6.01(a)(i). "Title Company" means Chicago Title Company.
"Title Objection Date" has the meaning set forth in Section 6.01(b). "Title Objection Notice" has the meaning set forth in Section 6.01(b). "Title Objections" has the meaning set forth in Section 6.01(b). "Title Policy" has the meaning set forth in Section 6.01(d). "Title Supplement" has the meaning set forth in Section 6.01(b). "Violations" has the meaning set forth in Section 6.02. "Voluntary Liens" has the meaning set forth in Section 6.01(b). -
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ARTICLE II

CONVEYANCE OF THE PROPERTY

Section 2.01 Subject of Conveyance. Seller agrees to sell and convey to Purchaser and Purchaser agrees to purchase from Seller, upon the terms and conditions hereinafter set forth, all right, title, and interest of Seller in and to the following (collectively referred to herein as the "Property"):
(a) All that certain real property located at 3031 Corvin Drive, City of Santa Clara, County of Santa Clara, and State of California (APN No. 216 -33- 022), consisting of approximately 0.61 acres, as more particularly bounded and described in Exhibit A attached hereto and made a part hereof (the "Land");
(b) All buildings and improvements located on the Land, and any and all fixtures attached thereto , comprised of an approximately 17,852 square - foot, one-story industrial building constructed in 1970, and a paved lot with 17 parking spaces (collectively, the "Improvements");
(c) All rights appurtenant to the Land, if any, including without limitation, any strips and gores abutting the Land, and any land lying in the bed of any street, road, or avenue in front of, or adjoining the Land, to the center line thereof;
(d) All other rights, privileges, easements, licenses, appurtenances, and hereditaments relating to the Property;
(e) All plans, specifications, surveys, architectural, and engineering drawings, and other rights relating to the construction of the Property (collectively, the "Plans and Surveys");
(f) Any permit, entitlement, governmental approval, certificate of occupancy, license, or other form of authorization or approval issued by a government agency or authority and legally required for the construction, ownership, operation, and use of the Property to the extent transferable with the sale of the Property (collectively, the "Assumed Permits and Licenses"); Section 2.02 Excluded Property. Notwithstanding the foregoing, the sale of the Property contemplated by this Agreement shall not include any (non-fixtured) equipment or other personal property (collectively, the "Excluded Property"). Seller, at its cost, shall be obligated to remove any and all Excluded Property at Seller’s cost prior to the Closing.

ARTICLE III

PURCHASE PRICE

Section 3.01 Purchase Price and Deposit. The purchase price to be paid by Purchaser to Seller through escrow for the Property is Six Million Three Hundred Thousand and 00/100 Dollars ($6,300,000) (the " Purchase Price"). The Purchase Price shall be payable as follows:
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(a) Within five (5) days after the execution and delivery of this Agreement by Purchaser, Purchaser shall deposit the sum of One Hundred Eighty Nine Thousand and 00/100 Dollars ($189,000) (the " Deposit") by Purchaser's wire transfer of immediately available federal funds to an account at such bank as designated by Escrow Holder. Escrow Holder agrees to hold the Deposit in escrow pursuant to the terms of this Agreement. Any interest earned on the Deposit shall be deemed to be part of the Deposit and shall be paid together with the Deposit, it being understood and agreed that if the transaction contemplated under this Agreement closes, any interest earned on the Deposit shall be credited to the Purchase Price upon the Closing.

Except as otherwise expressly provided, the Deposit shall be non- refundable at the expiration of the Due Diligence Period. (b) The balance of the Purchase Price shall be deposited by Purchaser's wire transfer of immediately available federal funds with Escrow Holder on or before the Closing Date, subject to any credits or apportionments as provided for under the terms of this Agreement.
(c) Notwithstanding anything in this Agreement to the contrary, One Hundred Dollars and 00/100 ($100.00) of the Deposit shall be paid to Seller as independent consideration for Seller's performance under this Agreement (the "Independent Consideration"). The Independent Consideration shall be disbursed to Seller immediately following Purchaser’s delivery of the Deposit into escrow. The Independent Consideration is independent of and in addition to any other consideration provided hereunder, shall be fully earned by Seller upon the Effective Date hereof, is not refundable under any circumstances notwithstanding any other provision of this Agreement to the contrary, and shall not be applied against the Purchase Price at Closing.

Purchaser and Seller expressly acknowledge and agree that: (i) the Independent Consideration, plus Purchaser's agreement to pay the costs provided in this Agreement, has been bargained for as consideration for Seller's execution and delivery of this Agreement and for Purchaser's review, inspection, and termination rights during the Due Diligence Period; and (ii) such consideration is adequate for all purposes under any applicable law or judicial decision. In all instanc es under this Agreement in which Purchaser elects to terminate or is deemed to have terminated this Agreement and Purchaser is entitled to a return of the Deposit pursuant to the terms of this Agreement, Seller shall retain the Independent Consideration and Escrow Holder shall return the balance of the Deposit to Purchaser.

ARTICLE IV
INVESTIGATION OF THE PROPERTY; CONDITIONS PRECEDENT TO THE

CLOSING
Section 4.01 Due Diligence Materials . Within fifteen (15) days after the Effective Date (the "Due Diligence Delivery Date"), Seller shall, if not already made available to Purchaser, deliver, cause to be delivered, or make available, copies of the following 21206312.3 7
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documents and materials pertaining to the Property to the extent within Seller's possession or control: existing title commitment or policy, existing survey, site plans and specifications, architectural plans, inspections, environmental and hazardous material reports, soils reports, governmental permits and approvals, zoning information, tax information and utility letters, certific ates of occupancy, warranties and guaranties, commission agreements, and copies of all correspondence related to the leases, a Natural Hazards Disclosure Statement, data required to be disclosed by Seller pursuant to the California Energy Commission, other materials relating to the physical and environmental condition of the Property, and any other documents relating to the Property reasonably requested by Purchaser (collectively, the "Due Diligence Materials").

Section 4.02 Due Diligence Period. Purchaser shall have a period of sixty (60) days after the Effective Date (the "Due Diligence Period"), to conduct or cause to be conducted the following due diligence investigations (collectively, the " Inspections"), including but not limited to any and all tests, studies, surveys, inspections, interviews of tenants and Seller's property manager, reviews, assessments, or evaluations of the Property, including engineering, topographic, soils, zoning, wetlands, and environmental inspections (including Phase I (and Phase II if determined necessary by Purchaser in Purchaser’s sole discretion based on the results of the Phase I) environmental site assessments to be performed by an environmental consultant selected by Purchaser) . Seller shall cooperate and coordinate with Purchaser to effectuate the same as Purchaser deems necessary, desirable, or appropriate in its sole and absolute discretion, and analysis of the Due Diligence Materials, including the provisions of reasonable access to the Property.

Purchaser shall have the unconditional right, for any reason or no reason whatsoever, to terminate this Agreement upon written notice to Seller delivered at any time prior to 11:59p.m. Pacific Time on the last day of the Due Diligence Period. If Purchaser does not timely notify Seller of its election to approve the condition of the Property prior to 11:59 p.m. Pacific Time on the last day of the Due Diligence Period, Purchaser shall be deemed to have elected to terminate this Agreement subject to the terms and conditions hereof . If Purchaser elects to terminate this Agreement as provided in this Section 4.02, Escrow Holder shall return the Deposit to Purchaser, upon such refund being made this Agreement shall terminate, and the parties shall have no further liability hereunder (except with respect to those obligations hereunder which expressly survive the termination of this Agreement). Notwithstanding anything to the contrary contained in this Agreement, amendments to this Agreement to extend the Due Diligence Period may be agreed upon in writing by each party and notices to terminate this Agreement prior to the expiration of the Due Diligence Period may be given by Purchaser as provided in Section 10.01 (Delivery of Notice) of this Agreement or by Purchaser or Purchaser's attorney by fax or by email to Seller and Seller's attorney.

Section 4.03 Purchaser's Access. At any time prior to the Closing (including during the Due Diligence Period), and at all times subject to Section 4.04, Purchaser and its agents, employees, consultants, inspectors, appraisers, engineers, and contractors (collectively, the "Purchaser's Representatives") shall have the right to enter the 21206312.3 8
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Property to examine and inspect the same, as well as conduct such tests, studies, investigations, and surveys as Purchaser deems necessary, in its sole discretion, to assess utility availability, soil conditions, environmental conditions, physical conditions, and the like of the Property. Notwithstanding anything in this Agreement to the contrary, Purchaser shall not undertake, or cause to be undertaken, any physical, vapor or invasive testing or drilling of the Property without Seller’s prior written approval, which approval Seller may give or withhold in Seller’s sole discretion. If Seller consents in writing to such physical, vapor or invasive testing or drilling, then Seller shall be entitled to impose reasonable conditions on such testing or drilling, including, without limitation, the condition that Seller be provided split samples of Purchaser ’s core samples resulting from such testing or drilling.

Section 4.04 Purchaser's Right to Inspect.
(a) In conducting the Inspections or otherwise accessing the Property, Purchaser shall at all times comply with all applicable laws and regulations of all applicable governmental authorities and maintain the property in good condition. In connection with such Inspections, neither Purchaser nor any of Purchaser's Representatives shall: (i) unreasonably interfere with or permit unreasonable interference with any person occupying or providing service at the Property; or (ii) unreasonably interfere with the busines s of Seller (or any of its tenants or occupants) conducted at the Property or unreasonably disturb the use or occupancy of any tenant or occupant of the Property.
(b) Purchaser shall schedule and coordinate all Inspections or other access thereto with Seller and shall endeavor to give Seller at least five (5) days prior notice thereof. Seller shall allow Purchaser's Representatives access to the Property and to other information pertaining thereto in the possession or within the control of Seller for the purpose of the Inspections.

Section 4.05 Seller Indemnification. Purchaser agrees to indemnify and hold Seller harmless from and against any and all losses, costs, damages, liens, claims, liabilities, or expenses (including, but not limited to, Seller's reasonable and documented attorneys' fees, court costs, and disbursements but excluding consequential and indirect damages) incurred by Seller arising from or by reason of Purchaser's and/or Purchaser's Representatives' access to, or Inspections of, the Property, except to the extent such losses, costs, damages, liens, claims, liabilities, or expenses are caused by or resulting from: (a) any acts or omissions of Seller; (b) Seller's negligence or willful misconduct; (c) any pre-existing, dangerous, illegal , or defective condition at the Property; and/or (d) any Violations. The provisions of this Section 4.05 shall survive the termination of this Agreement.

Section 4.06 Natural Hazard Disclosures. Seller is required to disclose if any of the Property lies within the following natural hazard areas or zones: (a) a special flood hazard area designated by the Federal Emergency Management Agency; (b) an area of potential flooding; (c) a very high fire hazard severity zone; (d) a wild land area that may contain substantial forest fire risks and hazards; (e) an earthquake fault or special studies zone; or (f) a seismic hazard zone. Purchaser and Seller 21206312.3 9
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acknowledge that Seller has employed the services of a Natural Hazard Expert to examine the maps and other information specifically made available to the public by government agencies and has provided a natural hazard disclosure statement prepared by the N atural Hazard Expert (the " Natural Hazard Disclosure Statement") and the report of the Natural Hazard Expert (the " Natural Hazard Report") containing the results of its examination to Purchaser prior to the Effective Date of this Agreement and Purchaser has signed and returned a copy of the Natural Hazards Disclosure Statement to Seller. Purchaser acknowledges that Purchaser's receipt of the Natural Hazard Disclosure Statement and the Natural Hazards Report fully and completely discharges Seller from its di sclosure obligations referred to herein, and, for the purposes of this Agreement, the provisions of California Civil Code § 1103.4 regarding the non- liability of Seller for errors and/or omissions not within its personal knowledge shall be deemed to apply, and the Natural Hazard Expert shall be deemed to be an expert dealing with matters within the scope of its expertise with respect to the examination and written report regarding the natural hazards referred to above.

Section 4.07 Conditions Precedent to Purchaser's Obligations. Purchaser's obligations with respect to the transactions contemplated by this Agreement are subject to the timely satisfaction (or waiver by Purchaser) of the following conditions on or before the Closing Date:
(a) Title Company shall have irrevocably committed to issue to Purchaser the Title Policy subject to the satisfaction of the Title Company's standard conditions to the issuance thereof which are to be satisfied by a party other than Purchaser and the payment of the fees for such Title Policy. (b) Seller shall have duly performed in all material respects each and every covenant of Seller hereunder.
(c) All representations and warranties made by Seller hereunder shall be true and correct in all material respects as if made on and as of the Closing Date. (d) The physical condition of the Property shall be in substantially the same condition as on the Effective Date, subject to Article IX. (e) Seller shall have delivered to Escrow Holder each of the items required to be delivered by Seller pursuant to Section 5.02 of this Agreement.

Section 4.08 Failure of Conditions Precedent to Purchaser's Obligations. If any one or more of the conditions set forth in Section 4.07 are not satisfied or otherwise expressly waived in writing by Purchaser on or prior to the Closing Date, Purchaser may elect, in Purchaser's sole and absolute discretion, to terminate this Agr eement in which event Escrow Holder shall return the Deposit to Purchaser upon such refund being made this Agreement shall terminate, and the parties shall have no further liability hereunder excep t with respect to those obligations hereunder which expressly survive the termination of this Agreement.

Section 4.09 Conditions Precedent to Seller's Obligations. Seller's obligations with respect to the transactions contemplated by this Agreement are subject to the timely satisfaction (or waiver by Seller) of the following conditions on or before the Closing Date:
(a) Purchaser shall have duly performed in all material respects each and every covenant of Purchaser hereunder.
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(b) Purchaser's representations and warranties set forth in this Agreement shall be true and correct in all material respects as of the Closing Date as if made on and as of the Closing Date.
(c) Purchaser shall have delivered to Escrow each of the items, including the balance of the Purchase Price, required to be delivered by Purchaser pursuant to Section 5.03 below.

Section 4.10 Failure of Conditions Precedent to Seller's Obligations . If any one or more of the conditions set forth in Section 4.09 are not satisfied or otherwise expressly waived in writing by Seller on or prior to the Closing Date and after the Due Diligence Period , Seller may elect, in Seller's sole and absolute discretion, to terminate this Agreement after first providing Purchaser with a written notice of failure to satisfy the obligation(s) including an explanation of the condition(s) not satisfied, and providing Purchaser with five (5) business days to satisfy the condition(s). If Purchaser has not satisfied the condition(s) within such 5 business day period then Escrow Holder shall deliver the Deposit to Seller and this Agreement shall terminate, and the parties shall have no further liability hereunder except with respect to those obligations which expressly survive the termination of this Agreement.

Section 4.11 Effect of Closing. The Closing shall constitute conclusive evidence that Seller and Purchaser have respectively waived any conditions set forth in Section 4.07 and Section 4.09 above which are not satisfied as of the Closing.

ARTICLE V

CLOSING
Section 5.01 Closing Date. The Parties agree to fulfill their respective obligations under the terms of this Agreement and to otherwise exercise their best efforts to cause the closing of the transaction contemplated by this Agreement (the " Closing") by no later than thirty (30) days after the end of the Due Diligence Period, (the "Closing Date") through an escrow closing with the Escrow Holder in accordance with this Article V and Purchaser's and Seller's respective closing instructions to the Escrow Holder, which must be consistent with the terms of this Agreement (" Escrow Instructions"). The Closing shall occur only upon the waiver or satisfaction of all conditions to Close for Purchaser’s and Seller’s benefit. In the event of any conflict between the provisions of this Agreement and any supplementary instructions, the terms of this Agreement shall control. Seller shall have two (2) options to extend the Closing Date by thirty (30) days for each extension.

Section 5.02 Seller's Closing Deliverables. No later than one (1) Business Day prior to the Closing Date, Seller shall deliver or cause to be delivered to the Escrow Holder, one (1) original (unless otherwise indicated) of the following (collectively, the "Seller's Closing Deliverables"):
(a) A grant deed ("Deed") in substantially the form of Exhibit B attached hereto and made a part hereof, duly executed by Seller with the appropriate acknowledgment form and otherwise in proper form for recording conveying to Purchaser the Property as required by this Agreement. 21206312.3 11
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(b) A certification that Seller is not a "foreign person" as such term is defined in Section 1445 of the Internal Revenue Code, as amended, and the regulations thereunder, and a California Franchise Tax Board (FTB) Form 593, as applicable, each duly executed by Seller.
(c) A copy of the assignment and assumption of contracts, warranties, permits, and licenses (the " General Assignment ") in substantially the form of Exhibit C attached hereto and made a part hereof, duly executed by Seller, assigning to Purchaser all of Seller's right, title, and interest in the Assumed Contracts, the Assumed Permits and Licenses, Assumed Warranties and Guaranties, the Plans and Surveys, and the Intangible Property. (d) [intentionally omitted]
(e) Copies certified by Seller as being complete of all applicable bills, invoices, utility readings, and other items that shall be prorated as of the Closing Date. (f) An owner's affidavit in a form reasonably acceptable to the Title Company, duly executed by Seller.
(g) A certificate from Seller stating that all representations and warranties contained in Section 7.01 remain, as of the Closing Date, true, correct, and complete in all material respects as when first made hereunder, subject only to permitted changes occurring in accordance with this Agreement (the "Bring Down Certificate").
(h) [Intentionally omitted].
(i) An original or electronically signed copy of the Closing Statement prepared by Escrow Holder under Section 5.07 of this Agreement for Seller, executed by Seller.
(j) All keys, key cards, and codes relating to the operation of the Property; however, these items may be delivered to Purchaser outside of the escrow provided that the delivery occurs prior to or at the Close of Escrow. (k) Originals or, if originals are not in the possession or control of Seller, copies of Plans and Surveys, to the extent the same are in Seller's possession or under Seller's control; however, these items may be delivered to Purchaser outside of escrow provided that the delivery occurs prior to or at the Close of Escrow. All other documents necessary or otherwise required by the Escrow Holder or the Title Company to consummate the transaction contemplated by this Agreement.

Section 5.03 Purchaser's Closing Deliverables. No later than one (1) Business Day prior to the Closing Date, Purchaser shall deliver or cause to be delivered to the Escrow Holder in Escrow one (1) original (unless otherwise indicated) of the following, except for the balance of the Purchase Price which, at Purchaser's election, can be delivered to the Escrow Holder in escrow on the Closing Date (collectively, the "Purchaser's Closing Deliverables"):
(a) The balance of the Purchase Price, as adjusted for prorations pursuant to Section 5.05 of this Agreement.
(b) A copy of the General Assignment, duly executed by Purchaser. (c) A California Preliminary Change of Ownership Report (" PCOR"), duly executed by Purchaser.
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(d) An original or electronically signed copy of the Closing Statement prepared by Escrow Holder under Section 5.06 of this Agreement for Purchaser, executed by Purchaser.
(e) All other documents reasonably necessary or otherwise required by the Escrow Holder and the Title Company to consummate the transactions contemplated by this Agreement.

Section 5.04 Closing Costs.
(a) Seller shall pay: (i) all recording charges except for recordings required for Purchaser's lender (if any); (ii) that portion of the Title Policy premium for standard ALTA owner's title insurance policy coverage; (iii) all documentary transfer taxes assessed by the County of Santa Clara and one- half (1/2) of the transfer taxes assessed by the City of Santa Clara, in connection with the recordation of the Deed; and (iv) one -half (1/2) of the Escrow Holder's fee. In addition, Seller shall pay outside of escrow all legal and professional fees and costs of attorneys and other consultants and agents retained by Seller.
(b) Purchaser shall pay: (i) all document recording charges applicable to recording loan documents for its financing from the Purchaser's lender (if any); (ii) the additional Title Policy premium for ALTA extended coverage and any title endorsements requested by Purchaser; (iii) one -half (1/2) of the Escrow Holder's fee; (iv) one-half (1/2) of the all transfer taxes assessed by the City of Santa Clara; and (v) all charges incurred by Purchaser for any update to the Survey required by Purchaser and the Title Company.

Purchaser shall pay outside of Escrow all costs and expenses related to the Inspections, and all legal and professional fees and costs of attorneys and other consultants and agents retained by Purchaser.

Section 5.05 Apportionments. The following shall be prorated as of 11:59 p.m. Pacific Time on the date immediately preceding the Closing Date, unless expressly provided for otherwise:
(a) All real estate and personal property taxes and assessments attributable to the Property. Seller shall be charged with all such taxes up to, but not including, the Closing Date. If the applicable tax rate and assessments for the Property have not been established for the year in which Closing occurs, the proration of real estate taxes, personal property taxes, and assessments, as the case may be at Closing, will be based upon the rate and assessments for the preceding year. All taxes imposed because of a change of use of the Property after Closing will be paid by Purchaser. Real property tax refunds and credits received after the Closing which are attributable to a fiscal tax year prior to the fiscal tax year in which the Closing occurs shall belong to Seller, and those which are attributable to the fiscal tax year in which the Closing occurs shall be prorated based upon the date of Closing. (b) All utility charges based on most recently issued bills, unless the meters are read on the date immediately preceding the Closing Date; provided, however, that if any such charges are payable by any tenant under the Leases, such charges shall not be prorated.
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(c) All other costs, operating expenses or other items pertaining to the Property that are customarily prorated in connection with the sale of a building substantially similar to the Property in the City of Santa Clara, and County of Santa Clara, California.

Section 5.06 Closing Statement. At least two (2) Business Days prior to the Closing Date, the parties shall agree upon all of the prorations to be made and submit that information to Escrow Holder. At least one (1) Business Day prior to the Closing Date, Escrow Holder shall prepare and deliver for Seller's and Purchaser's review and approval a final closing statement for each party reflecting the prorations and adjustments agreed to by Seller and Purchaser, together with all remaining charges, credits, and adjustments a nd the balance of the Purchase Price due Seller (each, a " Closing Statement"). In the event that any prorations, apportionments, or computations made under this Article V require final adjustment, then the parties shall make the appropriate adjustments promptly when accurate information becomes available and either party hereto s hall be entitled to an adjustment to correct the same. Any corrected adjustment or proration shall be paid in cash to the party entitled thereto.

The provisions of this Section 5.06 shall survive the Closing.

Section 5.07 Disbursements and Other Actions by Escrow Holder. At the Closing, Escrow Holder shall promptly undertake all of the following in the manner indicated:
(a) Record the Deed in the Official Records of Santa Clara County, California (the "Official Records") with no intervening liens between the effective date of the Title Commitment and the recording of the Deed; (b) Disburse the funds deposited with Escrow Holder in accordance with each party's respective Closing Statement;
(c) Deliver to Purchaser (i) a conformed copy of the Deed showing the applicable recording information thereon; (ii) a copy of the final Closing Statement; and (iii) originals (or copies where originals are not available) of each of the other non- recorded docu ments submitted into escrow by Purchaser and Seller; and
(d) Deliver to Purchaser the Title Policy.

ARTICLE VI

TITLE MATTERS AND REVIEW
Section 6.01 Title.
(a) Seller shall request the Title Company to deliver to Purchaser the following “Title Documents” within fifteen (15) days following the Effective Date:
(i) A preliminary title report or title insurance commitment for the Property from the Title Company, together with true, legible (to the extent available), and complete copies of any exceptions to title to the Property (collectively, the "Title Commitment"); and (ii) A copy of Seller's most recent survey for the Property (if any) ("Survey"), which Purchaser may cause to be updated at Purchaser's expense.
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(b) No later than thirty (30) days after the Purchaser’s receipt of the Title Documents ("Title Objection Date") or if additional exceptions to title are first identified by the Title Company after Purchaser's receipt of the Title Commitment, then Purchaser shall have until the later of: (i) the Title Objection Date; and (ii) that day which is three (3) Business Days following Purchaser's receipt of an amendment or supplement (" Title Supplement") (unless an additional matter shown on such subsequent update fir st arises on the Closing Date, in which event notice of same may be given on the Closing Date and the Closing Date shall be extended day for day without need for additional action by either party), Purchaser shall deliver to Seller, in writing (the " Title Objection Notice"), any objections to those matters set forth in the Title Commitment or the Survey (collectively, "Title Objections"). Except for those items that Seller is obligated to cure pursuant to the terms of this Agreement, any such matter not the subject of a timely Title Objection Notice shall be deemed a Permitted Exception.

Notwithstanding anything to the contrary contained herein, Purchaser shall have no need to object to any Mandatory Title Removal Item, which such Mandatory Title Removal Items shall be automatically deemed Title Objections. "Mandatory Title Removal Items " shall mean, collectively:
(x) any Title Objections which have been voluntarily recorded or otherwise placed, or permitted to be placed, by Seller against the Property on or following the date hereof (other than with the prior written approval of Purchaser, which approval shall not be unreasonably withheld, conditioned, or delayed with respect to the granting or denial of Purchaser's approval in connection with requests for instruments to be recorded for the benefit of any utility or governmental authority but in all other cases in Purchaser's sole and absolute discretion); and (y) any deeds of trust, security instruments, financing statements, or other instruments which evidence or secure indebtedness, judgments, and liens against the Property, including, without limitation, mechanics liens, tax liens, and real estate taxes, in each case, which are due and payable but which remain unpaid and/or of record as of the Closing Date that were not caused by Purchaser or Purchaser Representatives (subclauses (x) and (y), collectively, the " Voluntary Liens"). If Seller fails to discharge and remove of record any Mandatory Title Removal Items on or prior to the Closing Date, at Purchaser's election, such failure shall constitute a Seller Default pursuant to Section 11.01(b) and Purchaser shall be entitled to such remedies as are set forth in Section

11.01(b).
(c) Within fifteen (15) days following receipt of Purchaser's Title Objection Notice, Seller shall deliver written notice to Purchaser and Escrow Holder identifying those disapproved items, if any, identified in Purchaser's Title Notice that Seller shall undertake to cure or not cure ("Seller's Response").

Seller has no obligation to remove any Title Objections. If Seller does not deliver a Seller's Response within said 15-days period, Seller shall be deemed to have elected not to cure any exceptions disapproved by Purchaser in Purchaser's Title Objection Notice. If Seller timely elects , or is deemed to have elected, not to remove or otherwise cure an exception disapproved 21206312.3 15
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by Purchaser in Purchaser's Title Objection Notice, then Purchaser shall have until the date which is ten (10) days after receipt of Seller's Response to notify Seller and Escrow Holder in writing of Purchaser's election to either: (i) waive all such title objections (in which event all such disapproved items and title objections shall be deemed to be Permitted Exceptions); or (ii) terminate this Agreement and the Escrow established hereunder, in which event Escrow Holder shall return the Deposit to Purchaser, upon such refund being made this Agreement shall terminate, and the parties shall have no further liability hereunder except with respect to those obligations hereunder which expressly survive the termination of this Agreement. If Purchaser does not timely notify Seller and Escrow Holder of Purchaser’s election, Seller shall provide Purchaser with written notice to make election (“Notice to Elect”). Purchaser shall have five (5) business days from receipt of the Notice to Elect to provide Seller with an election, in writing. If Purchaser fails to respond to the Notice to Elect within five (5) business days of receipt with an election, Purchaser shall be deemed to have elected to terminate this Agreement under clause (ii) above.

Except for Mandatory Title Removal Items, all matters shown in the Title Commitment and any Survey to which Purchaser fails to give a Title Objection Notice on or before the Title Object ion Date shall be deemed to be approved by Purchaser.
(d) As a condition to Purchaser's obligation to close, the Title Company shall be irrevocably committed to issue to Purchaser, and Purchaser shall accept, without payment of an extraordinary premium, a ALTA owner's policy of title insurance with extended coverage in an amount not less than the Purchase Price, insuring that the entire fee simple title to the Property is vested in Purchaser, subject only to the following (collectively, the "Permitted Exceptions"): (i) exceptions approved by Purchaser pursuant to this Section; (ii) nondelinquent real property taxes and special assessments; and (iii) any exceptions arising from Purchaser's actions, including without limitation Purchaser's due diligence investigations (the "Title Policy").

Section 6.02 Violations. Seller shall pay all fines and penalties assessed against the Property for violations of law, or municipal ordinances, orders, designations, or requirements whatsoever noted in or issued by any federal, state, municipal, or other governmental department, agency, bureau, or any other governmental authority having jurisdiction over the Property where Seller was notified of, or assessed such fines and penalties prior to the Closing Date (collectively, "Violations").

ARTICLE VII

REPRESENTATIONS AND WARRANTIES
Section 7.01 Seller's Representations and Warranties. Seller represents and warrants to Purchaser on and as of the date of this Agreement and on and as of the Closing Date, which such representations and warranties shall survive the Closing, as follows:
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(a) Seller is comprised of multiple individuals and trusts, which trusts are validly existing under the laws of the State of California and Seller has the requisite power and authority to enter into this Agreement and the instruments referenced herein, and to consummate the transactions contemplated hereby under the terms of their trusts and applicable law. The individuals and individual trustees executing this Agreement and the instruments referenced herein on behalf of Seller have the legal power, right, and actual authority to bind Seller to the terms and conditions hereof and thereof.
(b) The execution, delivery, and performance of this Agreement by Seller and all agreements, instruments, and documents herein provided to be executed by Seller on the Closing Date: do not violate the trust documents of Seller, or any contract, agreement, commitment, lease, order, judgment, or decree to which Seller is a party. The individual trustees executing this Agreement and the instruments referenced herein on behalf of Seller have the legal power, right, and actual authority to bind Seller to the terms and conditions hereof and thereof. This Agreement is valid and binding upon Seller, subject to bankruptcy, reorganization, and other similar laws affecting the enforcement of creditors' rights generally.
(c) Neither the execution, delivery, or performance of this Agreement, nor the consummation of the transactions contemplated hereby is prohibited by, or requires Seller to obtain any consent, authorization, approval, or registration under any law, statute, rule, regulation, judgment, order, writ, injunction, or decree which is binding upon Seller which has not been previously obtained.
(d) Seller is not a "foreign person" as such term is defined in Section 1445 of the Internal Revenue Code 1986, as amended, or any regulations promulgated thereunder, as amended, and is fully exempt from withholding pursuant to California FTB Form 593.

There are no Leases or Contracts affecting the Property as of the Effective Date of this Agreement and Seller shall not enter any such Leases or Contracts with respect to the Property prior to the Closing Date , except as may be necessary to implement the terms of this Agreement, and no such Contracts shall have terms that extend beyond the Closing Date. (e) To the Seller’s knowledge, there is no litigation, arbitration, or other legal or administrative suit, action, proceeding, or investigation pending or threatened against or involving Seller or the ownership or operation of the Property, including, but not limited to, any condemnation action relating to the Property.
(f) To the Seller’s knowledge, Seller has not received written notice of any Violation of any law or municipal ordinance, order, or requirement noted or issued against the Property by any governmental authority having jurisdiction over the Property, that has not been cured, corrected, or waived as of the Effective Date.
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(g) To the best of Seller’s knowledge, Seller has or will deliver or make available to Purchaser complete copies of all the Due Diligence Materials to the extent in Seller's possession or under Seller's control with regard to the Property, and there are no other documents or information include d within the definition of Due Diligence Materials that have not been provided to Purchaser. To Seller's knowledge, none of such Due Diligence Materials contains any untrue statement of a material fact or omits to state a fact necessary to make the statement of fact contained therein not misleading in any material respect.
(h) Seller has not placed any, and to Seller's knowledge, there are no Hazardous Materials installed, stored in, or otherwise existing at, on, in, or under the Property in violation of any Environmental Laws. "Hazardous Materials" means any pollutants, contaminants, hazardous, dangerous or toxic chemicals, materials, substances or wastes (including petroleum, petroleum by-products, radon, asbestos and asbestos containing materials, per - and polyfluoroalkyl substances, polychlorinated biphenyls (“ PCBs”), PCB - containing equipment, radioactive elements, infectious agents, and urea formaldehyde), as such terms may be used in any Environmental Laws, any other substances regulated because of their effect or potential effect on public health and the environment, including mold pursuant to California Health & Safety Code § 26140, lead paint, putrescible materials, and methamphetamine contamination pursuant to California Health & Safety Code § 25400.28 (but excluding solvents, cleaning fluids, and other lawful substances used in the ordinary operation and maintenance of the Property). "Environmental Laws " means, without limitation, the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended by the Superfund Amendments and Reauthorization Act of 1986 (42 U.S.C. §§ 9601 et seq .), the Resource Conservation and Recovery Act (42 U.S.C. §§ 6901 et seq .), the Federal Water Pollution Control Act, as amended by the Clean Water Act (33 U.S.C. §§ 1251 et seq .), the Safe Drinking Water Act (42 U.S.C. §§ 300f et seq .), the Clean Air Act (42 U.S.C. §§ 7401 et seq.), the Occupational Safety and Health Act (29 U.S.C. §§ 651 et seq.), the Toxic Substances Control Act, as amended (15 U.S.C. §§ 2601 et seq.), Emergency Planning and Community Right-to-Know Act of 1986 (42 U.S.C. §§ 11001 et seq.), the Federal Insecticide, Fungicide and Rodenticide Act (7 U.S.C. §§ 136 et seq .), the Hazardous Material Transportation Act, as amended (49 U.S.C. §§ 5101 et seq.), the California Hazardous Waste Control Law (California Health & Safety Code §§ 25100 et seq.), the Porter -Cologne Water Quality Control Act (California Water Code §§ 13000 et seq .), and the Safe Drinking Water and Toxic Enforcement Act of 1986 (California Health & Safety Code §§ 25249.5 et seq.), as the same are amended, any other applicable federal, state, and local laws, and any and all rules and regulations which have become effective prior to the date of this Agreement under any and all of the aforementioned laws, and other federal, state, and local environmental laws, rules, statutes, codes, ordinances, regulations, common law, orders, regulatory directives, guidance documents, consent decrees, permits, and other requirements of 21206312.3 18
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governmental authorities governing or relating to the transportation, protection, preservation, conservation, or regulation of Hazardous Materials or the environment.
(i) Seller has not: (i) filed any voluntary or had involuntarily filed against it in any court or with any governmental body pursuant to any statute either of the US or of any US state, a petition in bankruptcy or insolvency or seeking to effect any plan or other arrangement with creditors, or seeking the appointment of a receiver; (ii) had a receiver, conservator, or liquidating agent or similar person appointed for all or a substantial portion of its assets; (iii) suffered the attachment or other judicial seizure of all, or substantially all, of its assets; (iv) given notice to any person or governmental body of insolvency; or (v) made an assignment for the benefit of its creditors or taken any other similar action for the protection or benefit of its creditors.

Seller is not insolvent and will not be rendered insolvent by the performance of its obligations under this Agreement.
(j) Seller is not, and will not become, a person or entity with whom United States persons or entities are restricted or prohibited from doing business under regulations of the Office of Foreign Asset Control (" OFAC") of the Department of the Treasury (including those named on OFAC's specially designated and blocked persons list) or under any statute, executive order (including the Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, as amended, and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit or Support Terrorism), or other governmental action and is not and will not engage in any dealings or transactions or be otherwise associated with such persons or entities.
(k) The sale of the Property by Seller to Purchaser is in the ordinary course of Seller's business pursuant to California Commercial Code § 6102(a)(13) and does not trigger a requirement for the Purchaser to provide a notice of the bulk sale under Bulk Sales Law.
(l) Subject to the terms and conditions of Article XI, the representations and warranties of Seller set forth in this Section 7.01 shall survive the Closing for a period of eighteen (18) months. In the event that Purchaser learns that a Seller representation or warranty might be untrue prior to the Closing as clearly evidenced, in writing, by disclosures, reports or other due diligence materials or information in Purchaser’s possession or control, and Purchaser agrees, in writing, to purchase the Property anyway then, and in that event, Purchaser waives any right that it may have to bring an action or proceeding against Seller regarding said representation or warranty.

Section 7.02 Purchaser's Representations and Warranties. Purchaser represents and warrants to Seller on and as of the date of this Agreement and on and as of the Closing Date as follows:
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(a) Purchaser is a chartered municipal corporation duly formed, validly existing, and in good standing under the laws of the State of California , is qualified to conduct business in the State of California, and has the requisite power and authority to enter into this Agreement and the instruments referenced herein, and to consummate the transactions contemplated hereby.
(b) The execution, delivery, and performance of this Agreement by Purchaser and all agreements, instruments, and documents herein provided to be executed by Purchaser on the Closing Date: (i) do not violate the Purchaser’s Charter, City Code or any contract, agreement, commitment, lease, order, judgment, or decree to which Purchaser is a party; and (ii) have been duly authorized by the resolutions of the City Council of Purchaser.

The individual[s] executing this Agreement and the instruments referenced herein on behalf of Purchaser have the legal power, right, and actual authority to bind Purchaser to the terms and conditions hereof and thereof.

This Agreement is valid and binding upon Purchaser, subject to bankruptcy, reorganization, and other similar laws affecting the enforcement of creditors' rights generally.
(c) Neither the execution, delivery, or performance of this Agreement, nor the consummation of the transactions contemplated hereby is prohibited by, or requires Purchaser to obtain any consent, authorization, approval, or registration under any law, statute, rule, regulation, judgment, order, writ, injunction, or decree which is binding upon Purchaser which has not been previously obtained.
(d) Purchaser is not, and will not become, a person or entity with whom United States persons or entities are restricted or prohibited from doing business under regulations OFAC (including those named on OFAC's specially designated and blocked persons list) or under any statute, executive order (including the September 24, 2001, Executive Order Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism), or other governmental action and is not and will not engage in any dealings or transactions or be otherwise associated with such persons or entities.

(e) The representations and warranties set forth in this Section 7.02 shall survive the Closing and will not be affected by any investigation, verification, or approval by any party or anyone on behalf of any party to this Agreement.

ARTICLE VIII

SELLER'S COVENANTS
Section 8.01 Leases. During the period from the Effective Date until the Closing Date, Seller shall not:
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(a) Enter into any new Lease, submit or consider any proposal for a new Lease with respect to the Property without Purchaser’s prior written consent in its sole discretion.
(b) Enter into any new agreements with any brokers in connection with any new Leases from the date of this Agreement through the Closing Date, without Purchaser's prior written consent.

Section 8.02 Maintenance and Repairs. During the period from the Effective Date until the Closing Date, Seller shall cause the Property, and the Improvements , at Seller’s sole cost, to be maintained in substantially the same manner as prior to the date of this Agreement pursuant to Seller's normal course of business , subject to Article IX. Seller shall not demolish or cause or make any new improvements or alterations to the Property.

Section 8.03 Contracts. During the period from the Effective Date until the Closing Date, Seller shall not enter into any new Contract which is not terminable on thirty (30) days' prior notice without Purchaser's prior written consent, which may be withheld in Purchaser's sole discretion. On or before to the Closing, Seller shall, at its sole cost and expense, terminate all Contracts, except for those Contracts (including any new Contracts entered into by Seller in accordance with this Section 8.03) which Purchaser elects (in its sole discretion) to assume (the "Assumed Contracts "), by written notice to Seller on or before the date that is thirty (30) days before the Closing Date. Notwithstanding the foregoing Seller will terminate any leasing broker listing agreements for the Property effective as of the Closing.

Section 8.04 No Transfers. During the period from the Effective Date until the Closing Date, Seller will not: (a) transfer or grant options to purchase, any development rights, including air rights, applicable to the Property; (b) make any filings with any governmental agency or department for any construction on the Property; (c) subject the Property to any additional liens, encumbrances, covenants, or easement (whether by action or inaction), (d) sell, transfer, encumber, or change the status of title of all or any portion of the Property; (e) change or attempt to change, directly or indirectly, the current zoning of the Property; and (f) cancel, amend, or modify any certificate, approval, license, or permit held by Seller with respect to the Property or any part thereof which would be binding upon Purchaser after the Closing.

ARTICLE IX

RISK OF LOSS
Section 9.01 Risk of Loss . Promptly upon learning thereof but in any event no later than ten (10) days after receiving notification thereof, Seller shall give Purchaser written notice of any condemnation, damage, or destruction of the Property occurring prior to the Closing (the " Casualty Notification Date "). If, prior to the Closing, any portion of the Property is condemned (or subjected to a bona fide threat of condemnation or becomes the subject of any proceedings, judicial, administrative, or otherwise, with respect to a taking by eminent domain or condemnation), or damaged or destroyed and such damage or destruction: (a) is fully covered by Seller's insurance (except for the deductible amount thereunder) and would cost 21206312.3 21
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One Hundred Thousand 00/100 D ollars ($100,000) or more to repair; or (b) is uninsured or underinsured and the uninsured or underinsured damage would cost One Hundred Thousand Dollars ($100,000) or more to repair, then Purchaser shall have the right, at its election to terminate the Agreement. If Purchaser elects to terminate the Agreement, Purchaser shall deliver written notice of its election to Seller and Escrow Holder within fifteen (15) days after the Casualty Notification Date with respect to such condemnation, damage, or destruction (the Closing being deemed extended for such 15- day period). If Purchaser fails to notify Seller of its election prior to the end of such 15-day period, Purchaser shall be deemed to have terminated the Agreement. If Purchaser elects, or is deemed to elect, to terminate the Agreement in accordance with this Section 9.01, then Escrow Holder shall refund to Purchaser the Deposit less the Independent Consideration paid by Escrow Holder to Seller and upon such refund and payment being made, the Agreement shall terminate and have no further force or effect and neither party shall have any further rights or obligations with respect to each other or the Agreement, except for any obligations that expressly survive termination. If Purchaser has no right or elects not to terminate the Agreement pursuant to this Section 9.01, then this Agreement shall remain in full force and effect and Purchaser shall acquire the Property upon the terms and conditions set forth in this Agreement; provided, however, Purchaser shall (c) receive a credit against the Purchase Price in an amount equal to the proceeds received by Seller from (i) any condemnation award; or (ii) insurance policies, plus the amount of any deductible thereunder; and (d) Seller shall assign to Purchaser all of Seller's right, title, and interest in any unpaid condemnation or insurance proceeds at the time of Closing, if any. In the case of any uninsured or underinsured loss, the amount of credit Purchaser shall receive against the Purchaser Price shall be equal to the cost of repairing such damage (as reasonably determined by a general contractor engaged by Seller and reasonably acceptable to Purchaser) but not to exceed $100,000. Purchaser and Seller hereby irrevocably waive the provisions of any statute that provides for a different outcome or treatment in the event the Property shall be taken or damaged or destroyed by fire or other casualty.

ARTICLE X

NOTICES
Section 10.01 Delivery of Notices . Unless specifically stated otherwise in this Agreement, all notices, demands, requests, consents, approvals, waivers, or other communications (for purposes of this Section 10.01 collectively referred to as "Notices") shall be in writing and delivered to Purchaser, Seller or Escrow Holder, at the addresses set forth in Section 10.02 below, by one of the following methods:
(a) Personal delivery, whereby delivery is deemed to have occurred at the time of delivery;
(b) Overnight delivery by a nationally recognized overnight courier company, whereby delivery is deemed to have occurred the Business Day following deposit with the courier;
( c) Registered or ce1iified mail, postage prepaid, return receipt requested, whereby delive1y is deemed to have occmTed on the third Business Day following deposit with the U.S. Postal Service; or
( d) Electronic transmission (facsimile or email) provided that such transmission is completed no later than 4:00 p.m. Pacific Time on a Business Day and the original is also sent by personal delive1y , overnight delive1y, or by mail in the manner previously described, whereby delive1y is deemed to have occmTed at the end of the Business Day on which the electronic transmission is completed.

Section 10.02 Parties' Addresses.
(a) Unless changed in accordance with Section 10.02(b) of this Agreement, the addresses for all communications and notices shall be as follows:

If to Seller:

Name: Alison Earle, Jenette Del Monaco, and Susan
Bonasera Tmstees
Address:
-Attention: Alison Earle, Jenette Del Monaco, and
and
Susan Bonasera
Email:

Attenti~
Email: -
With copies to:

Name: Lathrop GPM LLP
Address: 70 S. First Street, San Jose, CA 95113
Attention: Kevin Hill, Esq.

Email: [email protected]
And
Name: Gaiy Sullivan, Esq.

Address: 1565 Alameda, Suite 100, San Jose, California
95126
Email: [email protected]
If to Purchaser:

Name: Santa Clai·a City Manager's Office
Address: 1500 Wai-hluton Avenue, Santa Clai·a, CA
95050
Attention: City Manager
Email: Manager@santaclai·aca.gov
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With a copy to:

Name: Sana Clara City Attorney’s Office
Address: 1500 Warburton Avenue, Santa Clara,
CA 95050
Attention: City Attorney
Email: [email protected]

If to Escrow Holder:

Name:

Chicago Title Company
Address: 100 Century Center CT, Suite 130, San Jose, CA 95112
Attention: Sherri Keller
Email: [email protected]

(b) Any party may, by notice given in accordance with this Article, designate a different address or person for receipt of all communications or notices. (c) Any notice under this Agreement may be given by the attorneys of the respective parties who are hereby authorized to do so on their behalf.

ARTICLE XI

REMEDIES
Section 11.01 Remedies.
(a) If Purchaser shall default in the observance or performance of Purchaser's obligations under this Agreement and the Closing does not occur as a result thereof (a "Purchaser Default"), Seller's sole and exclusive remedy shall be to retain the Deposit plus any accrued interest thereon, if any, as and for full and complete liquidated and agreed damages for a Purchaser Default, and the parties shall be released from further liability to each other hereunder, except for those obligations and liabilities that are expressly stated to survive termination of this Agreement.

SELLER AND PURCHASER AGREE THAT IT WOULD BE

IMPRACTICAL AND EXTREMELY DIFFICULT TO ESTIMATE THE

DAMAGES WHICH SELLER MAY SUFFER UPON A PURCHASER

DEFAULT AND THAT THE DEPOSIT AND ANY INTEREST EARNED

THEREON, AS THE CASE MAY BE, REPRESENTS A REASONABLE

ESTIMATE OF THE TOTAL NET DETRIMENT THAT SELLER WOULD
SUFFER UPON A PURCHASER DEFAULT. SUCH LIQUIDATED AND

AGREED DAMAGES ARE NOT INTENDED AS A FORFEITURE OR A

PENALTY WITHIN THE MEANING OF APPLICABLE LAW BUT ARE

INTENDED TO CONSTITUTE LIQUIDATED DAMAGES TO SELLER
PURSUANT TO CALIFORNIA CIVIL CODE SECTIONS 1671, 1676, AND 1677. BY PLACING ITS INITIALS BELOW, EACH PARTY

SPECIFICALLY CONFIRMS THE ACCURACY OF THE STATEMENTS

MADE ABOVE AND THE FACT THAT EACH PARTY WAS

REPRESENTED BY LEGAL COUNSEL WHO EXPLAINED, AT THE

TIME THIS AGREEMENT WAS MADE, THE MEANING, THE EFFECT,
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AND THE CONSEQUENCES OF THIS LIQUIDATED DAMAGES
PROVISION. THE FOREGOING LIQUIDATED DAMAGES SHALL NOT
APPLY TO PURCHASER’S BREACH OF ANY INDEMNITY

OBLIGATION WHICH SURVIVES THE CLOSING, AND THE SELLER

SHALL BE ENTITLED TO SEEK ANY AND ALL REMEDIES AT LAW
OR IN EQUITY FOR SUCH BREACH.

_______________
Seller's Initials
_______________
Purchaser's
Initials
(b) If Seller breaches any of its representations or warranties or fails to perform any of the covenants or agreements contained herein which are to be performed by Seller and such failure continues for 10 days after notice ("Seller Default"), Purchaser shall have the right to exercise any or all of the following remedies: (i) waive such failure and proceed to the Closing with no reduction in the Purchase Price; provided, however, that this provision will not limit Purchaser's right to recei ve reimbursement for attorneys' fees in connection with any legal proceedings instituted by either party or Escrow Holder with respect to the enforcement of this Agreement, nor waive or affect Seller's indemnity obligations under this Agreement or Purchaser's rights to enforce those indemnity obligations, nor waive or affect any of Seller's other obligations under this Agreement to be performed after the Closing or Purchaser's rights to enforce those obligations; (ii) file an action for specific performance to cause Seller to convey the Property to Purchaser pursuant to the terms and conditions of this Agreement; or (iii) terminate this Agreement by written notice to Seller and Escrow Holder to that effect, to recover the full amount of the Deposit and all earnings thereon, and to recover Purchaser’s Costs as provided below. Notwithstanding the foregoing, if Seller shall willfully default in its obligation to close the transaction hereunder on the Closing Date and specific performance shall not be a legally available remedy to Purchaser as a result thereof, then Purchaser shall: (A) have the right to receive a return of the Deposit; and (B) be entitled to (and Seller shall reimburse Purchaser for) Purchaser's Costs (which reimbursement obligation shall survive the termination of this Agreement) not to exceed a total of $50,000 The term "Purchaser's Costs" is defined for the purpose of this Agreement as the reasonable expenses, if any, actually incurred by Purchaser for: (x) title examination, survey, and municipal searches, including the issuance of Purchaser's Title Commitment and any continuation thereof, without issuance of a title insurance policy; (y) fees paid to Purchaser's engineer for preparing any environmental and engineering reports with respect to the Property; and (z ) the actual and reasonable third -party costs incurred by Purchaser in connection with the negotiation of this Agreement and Purchaser's due diligence with respect to the Property, including, without limitation, reasonable attorneys' fees (collectively, "Purchaser's Costs"). Under no circumstances shall Seller be liable to Purchaser for any consequential damages, including, without limitation, lost profits, loss of business or lost income. Except for Purchaser’s Costs, Seller shall not be liable for damages prior to Closing, but this sentence shall not limit Purchaser’s ability to 21206312.3 25
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seek damages for Seller’s breach of its representations, covenants or warranties hereunder after Closing.

ARTICLE XII
ESCROW
Section 12.01 Escrow Holder's Duties and Responsibilities . Escrow Holder shall hold and disburse the Deposit and the Purchase Price in accordance with the following provisions and subject to the Escrow Instructions:
(a) Escrow Holder has signed this Agreement for the sole purpose of agreeing to act as Escrow Holder in accordance with this Article. Escrow Holder shall have no duties or responsibilities except those set forth in this Article. (b) Escrow Holder shall be protected in relying upon the accuracy, acting in reliance upon the contents, and assuming the genuineness of any notice, demand, certificate, signature, instrument, or other document which is given to Escrow Holder without verifying the truth or accuracy of any such notice, demand, certificate, signature, instrument, or other document. (c) The parties acknowledge that Escrow Holder is acting solely as a stakeholder at their request and for their convenience, that the duties of the Escrow Holder hereunder are purely ministerial in nature. Escrow Holder shall not be liable for any action taken or omitted by Escrow Holder in good faith and believed by Escrow Holder to be authorized or within its rights or powers conferred upon it by this Agreement, except for any damage caused by Escrow Holder's own negligence or willful default. Escrow Holder shall not have any liability or obligation for loss of all or any portion of the Deposit by reason of the insolvency or failure of the institution of depository with whom the escrow account is maintained. Upon the disbursement of the Deposit in accordance w ith this Agreement, Escrow Holder shall be relieved and released from any liability under this Agreement, except in connection with Escrow Holder's negligence or willful misconduct. (d) In the event that a dispute shall arise in connection with this Agreement, or as to the rights of the parties in and to, or the disposition of any funds, including without limitation, the Purchase Price and the Deposit, Escrow Holder shall have the right t o: (i) refuse to comply with any claims or demands on it and continue to hold all funds, including without limitation, the Purchase Price and the Deposit, until Escrow Holder receives written notice signed by Seller and Purchaser directing the disbursement of such funds, in which case Escrow Holder shall promptly disburse the Deposit in accordance with such direction, and Escrow Holder shall not be or become liable in any way or to any person for its refusal to comply with such claims or demand; or (ii) take such affirmative steps as it may, at its option, elect in order to deposit any such funds, including without limitation, the Purchase Price and the Deposit, in a court of competent jurisdiction and commence an action for interpleader or to substitute another impartial party to hold such funds.
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(e) Escrow Holder has acknowledged its agreement to this Article by signing in the place indicated on the signature page of this Agreement.

Section 12.02 Indemnification of Escrow Holder. Seller and Purchaser hereby agree to, jointly and severally, indemnify, defend, and hold harmless Escrow Holder from and against any liabilities, damages, losses, costs, or expenses incurred by, or claims or charges made against Escrow Holder (including r easonable attorneys' fees and disbursements) by reason of Escrow Holder acting or failing to act in connection with any of the matters contemplated by this Agreement or in carrying out the terms of this Agreement, except fo r those matters arising as a result of Escrow Holder's negligence or willful misconduct.

Section 12.03 Survival. This Article shall survive the Closing or the termination of this Agreement.

ARTICLE XIII

BROKERS
Section 13.01 Brokers. Purchaser and Seller each represent and warrant to each other that they dealt with no broker in connection with, nor has any broker had any part in bringing about, this transaction other than CBRE, Inc. (the "Broker") and Kidder Mathews.

Only if Closing occurs, Seller shall pay the brokerage commission due Broker in the amount of three percent (3%) of the Purchase Price out of Seller’s proceeds at Close of Escrow. Seller and Purchaser shall each indemnify, defend, and hold harmless the other from and against any claim of any broker other than Broker, or any other person for any brokerage commissions, finder's fees, or other compensation in connection with this transaction if such claim is based in whole or in part by, through, or on account of, any acts of the indemnifying party or its agents, employees, or representatives and from all losses, liabilities, costs, and expenses in connection with such claim, including without limitation, reasonable attorneys' fees, court costs, and interest.

Section 13.02 Survival. The provisions of this Article XIV shall survive the Closing, or the termination of this Agreement prior to the Closing.

ARTICLE XIV

MISCELLANEOUS
Section 14.01 Governing Law. This Agreement shall be governed by, interpreted under, and construed and enforced in accordance with the laws of the State of California.

Section 14.02 Entire Agreement; No Merger. The parties agree that all exhibits and schedules attached hereto are incorporated herein. This Agreement constitutes the sole and entire agreement of the parties to this Agreement with respect to the subject matter contained herein and supersedes all prior and contemporaneous understandings and agreements, both written and oral, with respect to such subject matter.

Section 14.03 Business Days. Whenever any action must be taken (including the giving of notices) under this Agreement during a certain time period (or by a particular date) that ends or occurs on a nonbusiness day, then such period (or date) shall be extended until the next succeeding business day. As used herein, the term "Business 21206312.3 27
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Day" shall mean any day other than a Saturday, a Sunday, or a legal holiday on which national banks are not open for general business in the State of California.

Section 14.04 Modifications and Amendments. This Agreement cannot under any circumstance be modified or amended orally and no agreement shall be effective to waive, change, modify, terminate, or discharge this Agreement, in whole or in part, unless such agreement is in writing and is signed by both Seller and Purchaser.

Section 14.05 No Recording. Neither this Agreement, nor any memorandum of this Agreement, shall be recorded.

Section 14.06 Successors and Assigns; Assignment. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs or successors and permitted assigns. Purchaser shall not have the right assign, transfer, or convey its rights and obligations under this Agreement without the prior written consent of Seller. Any assignee shall assume all of Purchaser's obligations hereunder and succeed to all of Purchaser's rights and remedies hereunder and written notice to Seller of the assignment and assumption must be delivered to Seller prior to the Closing. No assignment shall release Purchaser from its obligations under this Agreement.

Section 14.07 Severability. If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect, invalidate, or render unenforceable any other term or provision of this Agreement. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in a mutually acceptable manner in order that the transactions contemplated by this Agreement be consummated as originally contemplated to the greatest extent possible.

Section 14.08 Further Assurances. Each of the parties hereto shall execute and deliver such additional documents, instruments, conveyances, and assurances and take such further actions as may be reasonably required to carry out the provisions of this Agreement and give effect to the transactions contemplated hereby, provided such documents are customarily delivered in real property transactions in the State of California and do not impose any material cost or obligation upon any party hereunder except as set forth in this Agreement.

Section 14.09 Counterparts. This Agreement may be executed by the parties in separate counterparts, each of which when so executed and delivered shall be an original for all purposes, but all such counterparts shall together constitute but one and the same instrument. Signatures may be delivered by electronic signature (including DocuSign) or by e-mail in a portable document format (pdf).

Section 14.10 Headings. The captions or paragraph titles contained in this Agreement are for convenience and reference only and shall not be deemed a part of the text of this Agreement.

Section 14.11 No Waivers. No waiver by any party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party providing the waiver. No waiver by either party of any failure or refusal to comply with any 21206312.3 28
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obligations under this Agreement shall be deemed a waiver of any other or subsequent failure or refusal to so comply.

Section 14.12 No Offer. This Agreement shall not be deemed an offer or binding upon Seller or Purchaser until this Agreement is fully executed and delivered by Seller and Purchaser.

Section 14.13 Attorneys' Fees; Litigation Costs and Expenses. If any party institutes any legal suit, action, or proceeding against the other party to enforce this Agreement or seeks to obtain any other relief or remedy regarding any controversy, claim, or dispute between the parties arising out of, relating to, or in connection with this Agreement or the breach thereof, the prevailing party shall be entitled to receive, and the non- prevailing party shall pay, in addition to all other remedies to which the prevailing party may be entitled, the costs and expenses incurred by the prevailing party in conducting the suit, action, or proceeding, including reasonable attorneys' fees and expenses, and court costs, even if not recoverable by law (including, without limitation, all fees, taxes, costs, and expenses incident to appellate, bankruptcy, and post-judgment proceedings). A party shall be deemed to have prevailed in any such action or proceeding if such action is dismissed upon the payment by the other party of the sums allegedly due or the performance of obligations allegedly not complied with, or performance of the covenant allegedly breached by it in the action, irrespective of whether such action is prosecuted to final judgment or determination, or if such party obtains substantially the relief sought by it or defeats the claim by the other party, whether by compromise, settlement, judgment, [assertion of an affirmative defense,] or the abandonment by the other party of its claim or defense.

Section 14.14 Time of the Essence. The parties hereto acknowledge and agree that, except as otherwise expressly provided in this Agreement, TIME IS OF THE ESSENCE for the performance of all actions (including, without limitation, the giving of notices, the delivery of documents, and the funding of money) required or permitted to be taken under this Agreement . Whenever action must be taken (including, without limitation, the giving of notice, the delivery of documents, or the funding of money) under this Agreement, prior to the expiration of, by no later than, or on a particular date, unless otherwise expressly provided in this Agreement , such action must be complete d by 11:59 p.m. Pacific Time on such date. However, notwithstanding anything to the contrary herein, whenever action must be taken (including, without limitation, the giving of Notice, the delivery of documents, or the funding of money) under this Agreement prior to the expiration of, by no later than, or on a particular date that is not a Business Day, then such date shall be extended until the immediately following Business Day.

ARTICLE XV
Section 15.01.AS IS No Representations and Warranties . Except for Seller’s express representations and warranties set forth in Section 7.01 and Seller’s Covenants in Article VIII, Purchaser acknowledges and agrees that the sale of the Property to Purchaser is made without any warranty or representation of any kind by Seller, either express or implied, with respect to any aspect, portion or component of the 21206312.3 29
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Property, including: (i) the physical condition, nature or quality of the Property, including the quality of the soils on and under the Property; (ii) the fitness of the Property for any particular purpose; (iii) the existence, quality, nature, adequacy and physical condition of the utilities serving the Property; (iv) the development potential of the Property, and the Property’s use, habitability, merchantability, or fitness, suitability, value or adequacy of the Property for any particular use; (v) the zoning or other legal status of the Property; (vi) the compliance of the Property with any applicable codes, laws, regulations, statutes, ordinances, covenants, conditions and restrictions of any governmental or quasi governmental entity or of any other person or entity; (vii) the presence or suspected presence of Hazardous Materials on, in, under or about the Property (including the soils and groundwater on and under the Property); (viii) the condition of title to the Property; (ix) the economics of the operation of the Property; (x) existing or proposed governmental laws or regulations applicable to the Property, or the further development or change in use thereof, including environmental laws and laws or regulations dealing with zoning or land use ; or (xi) the size , square footage or age of the Property. Purchaser acknowledges and agrees that any references to the size or square footage of the Property in this Agreement are only approximates and there shall be no adjustment to the Purchase Price should the actual size or square footage be determined to be different. Purchaser further agrees and acknowledges that, as of the Closing, Purchaser shall have made such feasibility studies, investigations, environmental studies, engineering studies, inquiries of governmental officials, and all other inquiries and investigations, which Purchaser shall deem necessary to satisfy itself as to the condition, nature and quality of the Property and as to the suitability of the Property for Purchaser's purposes. Purchaser further agrees and acknowledges that, in purchasing the Property, Purchaser shall rely entirely on its own investigation, examination and inspection of the Property and not upon any representation or warranty of Seller or any of its trustees, managers, members, officers, employees, partners, directors, representatives, agents, and affiliates (“Seller Parties ”) that is not set forth in Section 7.01. THEREFORE, PURCHASER AGREES THAT, IN

CONSUMMATING THE PURCHASE OF THE PROPERTY PURSUANT TO

THIS AGREEMENT, PURCHASER SHALL ACQUIRE THE PROPERTY IN ITS THEN CONDITION, “AS IS, WHERE IS” AND WITH ALL FAULTS, AND, EXCEPT TO THE EXTENT PURCHASER IS RELYING UPON SELLER’S REPRESENTATIONS AND WARRANTIES SET FORTH IN SECTION 7.01,

SOLELY IN RELIANCE ON PURCHASER 'S OWN INVESTIGATION,

EXAMINATION, INSPECTION, ANALYSIS AND EVALUATION OF THE PROPERTY. EFFECTIVE AS OF THE CLOSING, AND EXCEPT FOR ANY CLAIMS RELATING TO A BREACH OF SELLER’S REPRESENTATIONS AND WARRANTIES SET FORTH IN SECTION 7.01 HEREOF AND
SELLER’S COVENANTS IN ARTICLE VIII, PURCHASER, FOR ITSELF, ITS

AFFILIATES, SUCCESSORS AND ASSIGNS AND SUBSEQUENT OWNERS

OF THE PROPERTY, HEREBY WAIVES, RELEASES AND DISCHARGES

SELLER AND THE SELLER PARTIES OF AND FROM ANY AND ALL

CLAIMS, DAMAGES, ACTIONS , PENALTIES, JUDGMENTS, DEMANDS,

COSTS, LIABILITIES AND LOSSES WHATSOEVER, KNOWN OR

UNKNOWN, WHICH PURCHASER NOW HAS OR WHICH PURCHASER
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MAY HAVE IN THE FUTURE ON ACCOUNT OF OR IN ANY WAY ARISING OUT OF OR IN CONNECTION WITH THE PROPERTY. PURCHASER , FOR

ITSELF, ITS AFFILIATES, SUCCESSORS AND ASSIGNS AND

SUBSEQUENT OWNERS OF THE PROPERTY, FULLY UNDERSTANDS
AND EXPRESSLY WAIVES THE BENEFITS OF SECTION 1542 OF THE

CALIFORNIA CIVIL CODE, WITH RESPECT TO THE MATTERS
DESCRIBED IN THIS SECTION 15.01; SECTION 1542 OF THE CALIFORNIA CIVIL CODE PROVIDES AS FOLLOWS:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT

THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR

SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF

EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR

HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER
SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

NOTHWITHSTANDING THE ABOVE, SELLER SHALL REMAIN SOLELY

LIABLE FOR ANY AND ALL CLAIMS BY THIRD PARTIES IN

CONNECTION WITH THE PROPERTY WHERE SUCH CLAIMS RESULT

FROM ACTIVITIES ON OR THE CONDITION OF THE PROPERTY PRIOR

TO THE CLOSE OF ESCROW AND SELLER FURTHER AGREES TO

INDEMNIFY AND HOLD PURCHASER HARMLESS FROM AND AGAINST

ANY AND ALL LOSSES, COSTS, DAMAGES, LIENS, CLAIMS

LIABILITIES, OR EXPENSES (INCLUDING BUT NOT LIMITED TO, PURCHASER’S REASONABLE AND DOCUMENTED ATTORNEYS’ FEES,

COURT COSTS, AND DISBURSEMENTS) RESULTING FROM SUCH THIRD PARTY CLAIMS. THIS PARAGRAPH SHALL SURVIVE TERMINATION OF THE AGREEMENT.

SELLER _________________
PURCHASER _____________
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first written above.

APPROVED AS TO FORM
PURCHASER:

City of Santa Clara , a California Charter
Municipal Corporation
By:_________________________
Glen R Googins
City Attorney
By:_________________________
Jovan D. Grogan
City Manager

SELLER:

Alison Earle, Trustee of the Exempt Trust
FBO Alison Earle created December 30, 2020
under the Michael J. Bonasera Living Trust
dated September 27, 1990
By:__________________________
Name:

Title: Trustee

Jenette Del Monaco, Trustee of the Exempt
Trust FBO Jenette Del Monaco created
December 30, 2020 under the Michael J.

Bonasera Living Trust dated September 27,
1990

By:__________________________
Name:

Title: Trustee

Susan Bonasera, Trustee of the Exempt Trust
FBO Susan Bonasera created December 30,
2020 under the Michael J. Bonasera Living
Trust dated September 27, 1990

By:

Name:

Title: Trustee

21206312.3 32
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Timothy Charles Bonasera and Emily Ann
Bonasera, his wife

By:

Name: Timothy Charles Bonasera

By:__________________________
Name: Emily Ann Bonasera

Timothy C. Bonasera, a married man as his
sole and separate property

By:

Name: Timothy C. Bonasera

The Escrow Holder is executing this Agreement to evidence its agreement to act as escrow holder in accordance with the terms and conditions of this Agreement.

ESCROW HOLDER:

Chicago Title Company

By: _____________________
Name:

Title:

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EXHIBITS
Exhibit A Land
Exhibit B Deed

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EXHIBIT A – LAND

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF SANTA CLARA, COUNTY OF SANTA CLARA, STATE OF CALIFORNIA AND IS DESCRIBED AS FOLLOWS:

All of Parcel 3B as shown upon that certain map which was filed for Record in the Office of the Recorder of the County of Santa Clara, State of California, on April 10, 1970 in Book 266, Page 33, of Maps

APN/Parcel ID(s): 216-33-022

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EXHIBIT B – FORM OF DEED

RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:

City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Attn: City Manager

APN:

SPACE ABOVE THIS LINE FOR RECORDER’S USE
Exempt from recording fee per Govt. Code §27383
The Undersigned Grantor Declares: DOCUMENTARY TRANSFER TAX $_______; CITY TRANSFER TAX $_____________; SURVEY MONUMENT FEE $0
[ x ] computed on the consideration or full value of property conveyed, OR [ ] computed on the consideration or full value less value of liens and/or encumbrances remaining at time of sale,
[ ] unincorporated area; [ x ] City of Santa Clara

EXEMPT FROM BUILDING HOMES AND JOBS ACTS FEE PER GOVERNMENT CODE 27388.1(a)(2)

GRANT DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, ________, a ________
Hereby GRANT(S) TO
The City of Santa Clara, a California chartered municipal corporation That certain property in County of Santa Clara, State of California, more particularly described as in Exhibit A, attached hereto and by this reference incorporated herein.

This grant is made subject to the lien of non-delinquent real property taxes and assessments and any other matters of record and matters that would be disclosed by an inspection of the property.

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36 Dated: GRANTOR:
____________,
a __________

By:

Title:

Date:

Resolution/Hyatt Purchase and Sale Agreement Rev:
11/22/17

Page 1 of 3 ends

RESOLUTION NO.

A RESOLUTION OF THE CITY OF SANTA CLARA, CALIFORNIA
(“ClTY”) AUTHORIZING THE CITY MANAGER TO EXECUTE A

PURCHASE AND SALE AGREEMENT WITH TIMOTHY

CHARLES BONASERA AND EMILY ANN BONASERA, HIS
WIFE, AND TIMOTHY C. BONASERA, A MARRIED MAN AS HIS

SOLE AND SEPARATE PR OPERTY, ALISON EARLE ,

TRUSTEE OF THE EXEMP T TRUST FBO ALISON E ARLE
CREATED DECEMBER 30, 2020 UNDER THE MICH AEL J.

BONASERA LIVING TRUS T DATED SEPTEMBER 27 , 1990 ,

JENETTE DEL MONACO, TRUSTEE OF THE EXEMP T TRUST
FBO JENETTE DEL MONACO CREATED DECEMBER 30, 2020
UNDER THE MICHAEL J. BONASERA LIVING TRU ST DATED
SEPTEMBER 27, 1990, AND SUSAN BONASERA, TRUSTEE

OF THE EXEMPT TRUST FBO SUSAN BONASERA C REATED
DECEMBER 30, 2020 UNDER THE MICHA EL J. BONASERA
LIVING TRUST DATED S EPTEMBER 27, 1990 LOCATED AT
3031 CORVIN DRIVE [APN 216-33-022] AND TO TAKE ANY

NECESSARY ACTIONS TO IMPLEMENT AND ADMIN ISTER

THE AGREEMENT

WHEREAS, the City of Santa Clara (“City”) continues to experience increasing operational space constraints across multiple departments, including the Parks and Recreation Department, the Department of Public Works, and the Water and Sewer Utilities Department; and WHEREAS, the City has identified the real property located at 3031 Corvin Drive, Santa Clara, California (APN 216-33-022) (“Property”) as suitable for municipal workshop, storage, and operational support purposes; and
WHEREAS, the Property consists of an approximately 0.61-acre parcel improved with an approximately 17,852-square-foot industrial building and is located adjacent to Fire Station 9; and WHEREAS, City staff has negotiated a Purchase and Sale Agreement (“Agreement”) with the owner of the Property for the acquisition of the Property for a purchase price of $6,300,000 and on other terms and conditions set forth in the Agreement, and that Agreement was presented to the City Council for its consideration and approval; and
WHEREAS, approval of the Agreement is exempt from the California Environmental Quality Act (“CEQA”) pursuant to Section 15061(c)(3) of Title 14 of the California Code of Regulations, as it Resolution/Hyatt Purchase and Sale Agreement Rev:
11/22/17

Page 2 of 3 ends

can be seen with certainty that the City’s acquisition of the Property will not have a significant effect on the environment;
NOW THEREFORE, BE IT RESOLVED BY THE CITY OF SANTA CLARA AS FOLLOWS:

1. That the City Council finds the above recitals are true and correct.

2. That the City Council hereby authorizes the City Manager to execute the Purchase and Sale Agreement for the acquisition of the real property located at 3031 Corvin Drive for a purchase price of $6,300,000, in substantially the form presented, subject to final review and approval as to form by the City Attorney.

3. That the City Manager or designee is authorized to take any and all actions necessary to implement and administer the Agreement, including, but not limited to, executing escrow instructions, ancillary documents, and accepting a grant deed on behalf of the City.

4. Effective date. This resolution shall become effective immediately.

I HEREBY CERTIFY THE FOREGOING TO BE A TRUE COPY OF A RESOLUTION PASSED

AND ADOPTED BY THE CITY OF SANTA CLARA, CALIFORNIA, AT A REGULAR MEETING THEREOF HELD ON THE DAY OF , 2026, BY THE FOLLOWING VOTE:

AYES: COUNCILORS:

NOES: COUNCILORS:

ABSENT: COUNCILORS:

ABSTAINED: COUNCILORS:

ATTEST:

NORA PIMENTEL, MMC

ASSISTANT CITY CLERK

CITY OF SANTA CLARA
City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
26-31 Agenda Date: 1/27/2026

REPORT TO COUNCIL

SUBJECT
Authorize the City Manager to execute the Side Letter Agreement between the City and the Santa Clara Firefighters, IAFF Local 1171 (Unit 1) for the Tuition Reimbursement Pilot Program (Paramedic School) and Approve the Related Budget Amendment

BACKGROUND
Employees represented by the Santa Clara Firefighters, IAFF Local 1171 (hereafter, “Unit 1”) are entitled to tuition reimbursement of up to $2,000 per fiscal year, subject to available funding, under City Manager’sDirective 26 (Attachment 1), entitled “Tuition Reimbursement Program” (hereafter, “CMD 26”).

Currently, there is a nationwide shortage of paramedics, including in the Santa Clara Fire Department. Five (5) current employees volunteered to go to “Paramedic School” and obtain their paramedic licenses to help address the shortage of paramedics in the Fire Department. “Paramedic School” consists of three (3) distinct portions: “Didactic”which is the classroom work; “Clinical”where students work in area hospitals to gain the required hours of experience; and “Field” where students perform work in the Fire Department at a station or ambulance to gain the required hours of paramedic performance. Foothill College commenced a “Paramedic School” in September 2025. To help alleviate the costs to the employees, the City engaged in discussions with Unit 1 to extend CMD 26 to reimburse the full classroom tuition of approximately $9,000 for each employee, for a total reimbursement of $45,000.

DISCUSSION
The recommended action authorizes the City Manager to execute the Side Letter Agreement (Attachment 2) reached with Unit 1 on a Pilot Program to reimburse five (5) employees the tuition for the classroom portion at Foothill College to obtain their paramedic licenses beyond the specified limit of $2,000 per fiscal year as set forth in CMD 26.

ENVIRONMENTAL REVIEW
The action being considered does not constitute a “project”within the meaning of the California Environmental Quality Act (“CEQA”)pursuant to CEQA Guidelines section 15378(b)(5) in that it is a governmental organizational or administrative activity that will not result in direct or indirect changes in the environment.

FISCAL IMPACT
The estimated tuition is $9,000 per employee, for a total tuition reimbursement of $45,000 for the five employees who volunteered for the program. To cover this cost within the Fire Department, staff recommends appropriating $45,000 from ambulance transport revenue received from public healthcare providers and patients for Fire Department ambulance transport to hospitals. Under the City of Santa Clara Printed on 1/23/2026Page 1 of 2
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26-31 Agenda Date: 1/27/2026
healthcare providers and patients for Fire Department ambulance transport to hospitals. Under the current Santa Clara County dispatch orders, the City is allowed to transport patients to hospitals in conjunction with Country contracted ambulance services.

Budget Amendment
FY 2025/26
Current Increase/
(Decrease)
Revised
General Fund
Revenues Other Fees for Services - Ambulance Transport $100,000 $70,335,667 $45,000 $45,000
$145,000
$70,380,667

COORDINATION
This report has been coordinated with the Finance Department and City Attorney’s Office.

PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’sofficial-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’swebsite and in the City Clerk’sOffice at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’sOffice at (408) 615-2220, email [email protected], or at the public information desk at any City of Santa Clara public library.

RECOMMENDATION

1. Authorize the City Manager to execute the Side Letter Agreement between the City and the Santa Clara Firefighters, IAFF Local 1171 (Unit 1) for the Tuition Reimbursement Pilot Program (Paramedic School); and

2. Approve the FY 2025/26 budget amendment in the General Fund to increase the Other Fees for Services estimate by $45,000 and increase the Fire Department appropriation in the amount of $45,000 (five affirmative Council votes required to appropriate additional revenue).

Reviewed by: Marco Mercado, Acting Director of Human Resources Approved by: Jovan D. Grogan, City Manager

ATTACHMENTS

1. City Manager’s Directive 26 - Tuition Reimbursement Program

2. Side Letter Agreement - City and IAFF Unit 1 (Paramedic School) City of Santa Clara Printed on 1/23/2026Page 2 of 2
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City Manager’s Directive 26
Tuition Reimbursement Program
CMD 26 Page 1 of 3 DATE: 2/6/2019
CANCELS: In-Service Training 6/1/2005
POLICY The purpose of the Tuition Reimbursement Program is to provide eligible employees of the City of Santa Clara with educational benefits in the form of reimbursements for educational courses which maintain and improve employees’ skills in their current positions and/or for potential promotional opportunities.

The City may provide tuition reimbursement for all permanent regular full-time employees, who have completed their probationary periods, but excluding all other as-needed and temporary employees. Employees shall be limited to a maximum reimbursement of $2,000 per employee per fiscal year using available funds in Departments’ budgets.

Tuition reimbursement applies to education or training which employees choose to take and complete on their own time. The course work must improve the employee’s skills and knowledge as required by the employee’s present position; benefit the employee’s professional development as a City employee; or enhance the employee’s career development with the City of Santa Clara. Tuition reimbursement should not be used for courses which an employee is required to complete by the City. Courses which the employee is required to complete by the City are to be paid for by the City and must be completed on paid work time.

APPLICABLE

CRITERIA
The City will apply the following criteria to requests for tuition reimbursement:
(1) An employee may receive a maximum of $2,000 per fiscal year under the Tuition Reimbursement Program.
(2) At least four (4) weeks prior to the first day of class, the specific course or training must be approved in writing by the employee’s department director or designee, and by the Department of Human Resources. The Department of Human Resources must approve the class as eligible for tuition reimbursement in accordance with this policy. (3) Employees must apply for approval under the Tuition Reimbursement Program prior to enrollment. In the event that the class is full or cancelled or the employee drops the class, or does not complete the class for any reason, then the employee will provide written notification to his/her department director and to the Department of Human Resources, so that funds reserved under their approved tuition reimbursement application may be released and made available to other employees. The City will not provide funding, in whole or in part, for any class not successfully completed by the employee, except upon City of
Santa Clara
The Center of What's Possible
CMD 26: Tuition Reimbursement Program
CMD 26 Page 2 of 3
a showing of good cause. The Tuition Reimbursement Program is contingent on available funding within individual departments’ budgets, and applications will be processed in the order in which they are received.
(4) Employees participating in the Tuition Reimbursement Program agree to comply with all applicable terms and conditions set forth by the approved course or institution. If the employee fails to fulfill the terms and conditions of their selected program or institution, the employee will no longer be eligible for the Tuition Reimbursement Program. (5) Documentation of course completion and receipts must be provided to the Department of Human Resources within three months of the date of course completion before reimbursement for expenses will be authorized.
(6) Employees must achieve successful completion of the approved courses, which includes receiving a passing grade or designation of 70% or higher from the instructor. If the employee does not receive a passing grade that meets these requirements, they will no longer be eligible for the Tuition Reimbursement Program.
(7) Training must be given by an accredited or otherwise qualified educational institution. An eligible educational institution would be a college, university, vocational school or other post-secondary educational institution which maintains a regular faculty and curriculum, including accredited online programs or institutions. Other organizations providing job-specific skills training or professional certification classes may also be eligible and are considered on a case-by-case basis. The Department of Human Resources determines eligibility.
(8) Reimbursement may count towards or cover fees for tuition, registration, textbook and any course-required materials only. Parking and any other incidental fees or costs are not covered. (9) Only unreimbursed eligible expenses will be reimbursed under this policy. Any additional funds received towards educational expenses must be claimed by employees applying for tuition reimbursement. This includes grants, scholarships or other State/Federal educational assistance. If the sum of that assistance is equal to or greater than the employee’s educational expenses, the employee is not eligible for the Tuition Reimbursement Program.

DATE: 2/6/2019
CANCELS: In-Service Training 6/1/2005
City of
Santa Clara
The Center of What's Possible
CMD 26: Tuition Reimbursement Program
CMD 26 Page 3 of 3

PROCEDURE
(10) In the event that the employee leaves the employ of the City during the period of their course or program, they will no longer be eligible for the Tuition Reimbursement Program.

The procedure for tuition reimbursement follows a two-step process, which are both initiated by the employee: 1) request for pre-approval as soon as possible to allow sufficient time for processing to ensure approval is received four weeks prior to course start date, and 2) claim of eligible expenses following successful course completion. (1) Request for pre-approval a minimum of four (4) weeks prior to course start date. It is recommended that the employee submit their request for pre-approval as soon as possible, but it must be completed at least four (4) weeks prior to the course start date. Confirmation of a space in class is not required to start the pre-approval process. An employee who is waitlisted without guarantee of a space in class should still submit their request as recommended above.
(2) Claim of eligible expenses following successful course completion.

Following successful course completion the employee must submit a claim and evidence of their educational expenses within three (3) months of course completion to receive a pre-approved reimbursement.

Reference: Tuition Reimbursement Program Steps
Tuition Reimbursement Program Request form
DATE: 2/6/2019
CANCELS: In-Service Training 6/1/2005
City of
Santa Clara
The Center of What's Possible
Tuition Reimbursement Program Steps
CMD 26
DATE: 2/6/2019

Responsibility Action
Pre-Approval:

Employee
1) Initiates Tuition Reimbursement Program Request form prior to beginning of course.
2) Submits completed form, including course description, to Department Director.

Department Director 1) Reviews form and confirms availability of funds. 2) Recommends approval or disapproval and states reason. 3) Submits completed form, including course description, to Human Resources Department.

Human Resources 1) Reviews form for completeness and consistency with City policy. 2) Approves or denies request. If approved, completes necessary sections regarding tuition reimbursement.
3) Returns copy of the form to the employee. If request is denied or altered, an explanation is attached and a copy of the Tuition Reimbursement Policy is also provided to the employee.

Upon Course
Completion:

Employee
1) Resubmits initial Tuition Reimbursement Program Request form to Human Resources within three months of course completion, along with evidence of course completion (transcript, grade report or certificate) and receipts for course related-fees and book expenditures.

Human Resources 1) Reviews Tuition Reimbursement Program Request form and supporting documents for completion.
2) Calculates and records amount of reimbursement on appropriate form.
3) Forwards reimbursement request to Accounts Payable for processing.

Finance Department
(Accounts Payable)
1) Processes reimbursement, which will be issued by check to the employee.
2) Returns copy of Tuition Reimbursement Program Request form with amount of reimbursement to employee and Human
Resources Department.

City of
Santa Clara
The Center of What's Possible
1 City of Santa Clara
Tuition Reimbursement Program Request Form
Employee Information
Full Name: Date:

Last First
Classification: Department:

Work Phone: Email:

Course Information
Degree seeking:

ASSOCIATE BACHELOR GRADUATE DOCTORATE JOB-RELATED/NON-DEGREE Major: Name of Institution:

Institution Address: ___________________________________________________________________________________ List the course numbers and titles as they appear in the school catalog. Attach course descriptions.

Course Number Course Title Units Start Date End Date

Cost of Tuition: $
Cost of Books or Materials: $
Education Assistance Received from Outside Source - $
TOTAL AMOUNT REQUESTED: $
YTD – Reimbursement Received (HR will complete): $
Reimbursement Approved for Payment (HR will complete): $ Initial Approval
Approved Denied – Reason:

Department Director: Date:

Account Number to be Charged:

Approved Denied – Reason:

Human Resources Director: Date:

Payment Approval (to be filed after course completion)

HUMAN RESOURCES
Approved Denied – Reason:

Human Resources Director: Date:

Date Forwarded to Finance:

FINANCE DEPARTMENT
Processed By: Date:

Reimbursement Check #:

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City of
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2 City of Santa Clara
Tuition Reimbursement Program Request Form

As stated in the Tuition Reimbursement Policy (CMD 26), use of tuition reimbursement must:

1. Improve the employee’s skills and knowledge as required by the employee’s present position;

2. Benefit the employee’s professional development as a City employee; or

3. Enhance the employee’s career development with the City of Santa Clara.

In the space below, please tell us how the education or training listed on this form will help you achieve one or more of these objectives. If more space is required, please attach to this form.

Employee Certification
I have read the Tuition Reimbursement Policy (CMD 26) and understand my responsibilities as they relate to this program. I understand that tuition reimbursement depends in part upon successful completion of the approved courses and submission of appropriate documentation and receipts. By submitting this Application, I certify that I am, and will be, in compliance with the applicable requirements of CMD 26 at all times relevant to this Application.

Employee
Signature: Date:

City of
Santa Clara
The Center of What 's Possible

SIDE LETTER AGREEMENT

BETWEEN

THE CITY OF SANTA CLARA
AND
SANTA CLARA FIREFIGHTERS, IAFF LOCAL 1171 (UNIT 1)

TUITION REIMBURSEMENT PILOT PROGRAM (PARAMEDIC SCHOOL)
The City and the Santa Clara Firefighters, IAFF Local 1171 (Unit 1 ) acknowledge that City Manager's Directive No. 26. entitled Tuition Reimbursement Program (CMD 26), limits the maximum reimbursement to $2,000 per employee per Fiscal Year.

In recognition of the interest in both the City and Unit 1 increasing the number of employees licensed as Paramedics in the Santa Clara Fire Department, the parties agree to the following Pilot Program: •

1. Starting September 2025, the five (5) employees listed below volunteered to go through the Paramedic program,· including attending classroom work at Foothill College.

No Last First Classification
1 Del Alto Ashlev Firefii:1hter
2 Hall Cruz Isaac FirefiQhter
3 lnoram Natalie FirefiQhter
4 Jirmusova Marie Firefiohter
5 Keller Anna Firefii:1hter

2. The City will cover the cost of the tuition at Foothill College for the Paramedic school by allowing the employees to be reimbursed via the Tuition Reimbursement Program, notwithstanding the limit of $2,000 per employee per Fiscal Year. The estimated total cost of the City covering the tuition at Foothill College is approximately $45,000 for the volunteer employees listed above.
a. Employees shall submit for reimbursement for the tuition of Paramedic school pursuant to CMD 26.
b. The tuition reimbursement for Paramedic school is inclusive of the limit of $2,000 per employee per Fiscal Year as provided in CMD 26. c. All other terms of CMD 26 shall continue to apply.

Unit 1 Side Letter Agreement - TUITION REIMBURSEMENT PILOT PROGRAM (PARAMEDIC SCHOOL) June 13, 2025

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3. The terms of this Side Letter Agreement shall expire when the employees listed above have passed Paramedic school and have submitted and received their tuition reimbursement.

4. This Side Letter Agreement shall not establish precedent for future agreements and shall not be construed or implied to obligate the City or Unit 1 to enter into any similar agreements in the future.

5. This Side Letter Agreement shall become effective when signed by all parties below and upon approval by City Council.

FOR THE CITY:

Ruben Torres
Fire Chief
12/03/25
Date
FOR IAFF (Unit 1 ):

Date
President, IAFF (Unit 1)
City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
26-44 Agenda Date: 1/27/2026

REPORT TO COUNCIL

SUBJECT
Authorize the City Manager to execute the Side Letter Agreement between the City of Santa Clara and the Public Safety Non-Sworn Employees Association (Unit 10) that provides a pilot program for training pay for Senior Public Safety Dispatchers who are assigned to train newly hired lateral Public Safety Dispatchers.

BACKGROUND
The City has experienced recruitment challenges for the position of Public Safety Dispatcher in the Police Department (Department). Public agencies across the State are experiencing similar recruiting challenges. In the Fiscal Year 2025/26 Adopted Operating Budget, there are 21.0 budgeted Dispatcher positions (16.0 Public Safety Dispatchers and 5.0 Senior Public Safety Dispatchers). As of January 2026, the City has 4.0 FTE Public Safety Dispatcher vacancies and 2.0 FTE Senior Public Safety Dispatcher vacancies. The City is continuously recruiting for these positions. While many applications are received, many applicants are screened out during the Police Department’s background process. For this reason, it is essential for those hired to be trained comprehensively by existing Senior Public Safety Dispatchers and meet the standards set by the Department and the City of Santa Clara.

The City has taken several steps to ensure efficient supervision and operation of the Communications Dispatch Center. Further, the City has implemented several efforts to attract candidates to apply for the Public Safety Dispatcher positions. This includes, but is not limited to:
increased emphasis on the benefits of working for the City and Police Department; implementing the Public Safety Dispatcher Retention Bonus Program; implementing the Lateral Public Safety Dispatcher Hiring Incentive Program; and revamping and updating the new employee training program.

Since these efforts have been implemented, the City has hired 6.0 FTE lateral Public Safety Dispatchers with an 18-month probationary period. A lateral hire is someone hired into the City as a Public Safety Dispatcher who has experience working as a Public Safety Dispatcher with another agency. During this period, the employees undergo a rigorous training program and are regularly evaluated to determine if they will succeed in the position.

Currently, employees in the Public Safety Dispatcher classification receive a premium training pay of approximately 5% for actual hours spent training newly hired Public Safety Dispatchers. Given the anticipated influx of employees requiring training, the Department would like to extend the training premium pay to the Senior Public Safety Dispatcher classification only when training lateral Dispatchers, and only for time spent training newly hired laterals. Upon the implementation of the Training Pay Pilot Program for Senior Public Safety Dispatchers, these employees will be compensated for their additional responsibilities of training lateral Dispatchers.

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To ensure the success of newly hired Public Safety Dispatchers and the safety and well-being of the community, the City and the Public Safety Non-Sworn Employees Association (Unit 10), reached a Side Letter Agreement to provide a pilot program for training pay for Senior Public Safety Dispatchers who are assigned to train newly hired lateral Public Safety Dispatchers. On November 11, 2024, the City Council approved this Side Letter Agreement. The City is looking to extend this pilot program through December 31, 2026.

DISCUSSION
The recommended action authorizes the City Manager to execute a Side Letter Agreement that would extend the Training Pay Pilot Program for the premium training pay for Senior Public Safety Dispatchers who are assigned to train newly hired lateral Public Safety Dispatchers through December 31, 2026. As noted above, employees in the Senior Public Safety Dispatcher classification will be eligible for an approximate 5% premium training pay for actual hours spent training newly hired lateral Public Safety Dispatchers during the pilot program.

ENVIRONMENTAL REVIEW
The action being considered does not constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15378(b)(5) in that it is a governmental organizational or administrative activity that will not result in direct or indirect changes in the environment.

FISCAL IMPACT
The cost of providing the pilot program for training pay for Senior Public Safety Dispatchers totals an estimated $26,000, anticipated to be funded by the existing Police Department budget. This estimation assumes three (3) Senior Dispatchers would be training laterals for every hour worked for the duration of the pilot program. This cost would be spread across two fiscal years.

Staff will continue to monitor the Police Department budget and bring forward a budget amendment at year-end, if necessary.

COORDINATION
This report has been coordinated with the Finance Department and City Attorney’s Office.

RECOMMENDATION
Authorize the City Manager to extend the Side Letter Agreement through December 31, 2026 between the City of Santa Clara and the Public Safety Non-Sworn Employees Association (Unit 10) that provides a pilot program for a training pay for Senior Public Safety who are assigned to train newly hired lateral Public Safety Dispatchers on the terms presented and in a final form approved by the City Attorney.

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26-44 Agenda Date: 1/27/2026
Reviewed by: Marco Mercado, Acting Director of Human Resources Approved by: Jovan D. Grogan, City Manager

ATTACHMENTS

1. Side Letter Agreement between the City and Unit 10 (Senior Public Safety Dispatcher Training Premium Pilot Program)
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SIDE LETTER AGREEMENT

BETWEEN

THE CITY OF SANTA CLARA
AND

PUBLIC SAFETY NON-SWORN EMPLOYEES ASSOCIATION
(UNIT 10)

TRAINING PREMIUM PAY PILOT PROGRAM
(SENIOR PUBLIC SAFETY DISPATCHERS)
The City and the Public Safety Non-Sworn Employees Association (hereafter, "Unit 1 O") agreed to the following pilot program for a training pay for Senior Public Safety Dispatchers (Job Code 725) effective November 19, 2024.

1. The parties acknowledge that Section 45 of the Memorandum of Understanding (hereafter, "MOU") between the City and Unit 1 O provides as follows:

Community Service Officer /Is assigned as Field Training Officers to train newly hired Community Service Officers, Police Records Specialist /Is assigned to train newly hired Police Records Specialists, and Public Safety Dispatcher /Is assigned to train newly hired Public Safety Dispatcher Is or /Is will be entitled to premium training pay of five percent (5%) for actual hours worked performing those duties.

2. The parties hereby agree to a twelve (12) month pilot program providing the premium training pay of five percent (5%) to employees in the Senior Public Safety Dispatchers (Job Code 725) as follows:
a. Senior Public Safety Dispatchers assigned to train newly hired lateral Public Safety Dispatchers (hereafter, "lateral hires") only will be entitled to premium training pay of five percent (5%) for actual hours worked performing those duties. b. A lateral hire is someone hired into the City as a Public Safety Dispatcher II (Job Code 340), Public Safety Dispatcher Ill (Job Code 341 ), or Senior Public Safety Dispatcher (Job Code 725) classifications who has experience working a Public Safety Dispatcher position or classification with another agency, and was considered a permanent employee in a Public Safety Dispatcher position or classification with another agency.

Unit 10 Side Letter Agreement- Training Premium Pay Pilot Program (Senior Public Safety Dispatchers) December 4, 2025

Page 2 of 2 ends

3. The Side Letter Agreement and pilot program was set to expire twelve (12) months from the effective date of this Side Letter. The parties hereby agree to extend the terms of the Side Letter Agreement and pilot program until December 31, 2026.

4. This Side Letter Agreement shall not establish precedent for future agreements and shall not be construed or implied to obligate the City or Unit 1 Oto enter into any similar agreements in the future.

5. This Side Letter Agreement shall become effective when signed by all parties below and upon approval by City Council.

FOR THE CITY: FOR UNIT 10:

Date
Qr:✓he:L Iv( 11a/ il/die)
Rachel Thomas Date
President, Unit 1 O
12/19/2025
Marco Mercado Date
Acting Director of Human Resources
Approved as to Form:
1/16/2026
Date
City Attorney
City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
26-17260 Agenda Date: 1/27/2026

REPORT TO COUNCIL

SUBJECT
Informational Report on 2025 Q4 Legislative Updates

BACKGROUND
On October 9, 2018, the City Council adopted Resolution No. 18-8611 to approve a Legislative Advocacy Position (LAP) Policy. The LAP Policy establishes guidelines for advancing City goals and positions through legislative review and advocacy at the regional, state, and federal levels of government. The policy also provides guidance for City officials who serve on regional, state, and national boards, committees, and commissions when they are asked to review public policy matters and issues.

The Council is required to annually adopt or update LAPs at the beginning of the calendar year to identify specific legislative priorities outside of the LAP Policy’s legislative guiding principles. On February 25, 2025, the City Council adopted eleven (11) LAPs that were updated for 2025 on the following key issues:
· Broadband, Cable Services, and Wireless Facilities
· Community Services
· Emergency Management
· Energy Legislation, Regulations and Issues
· Housing
· Human Resources and Public Sector Employment
· Public Safety
· Regional Issues and Collaboration
· Sustainability and Environmental Protection
· Transportation Issues
· Water Supply and Conservation
Staff is preparing to bring updated 2026 LAPs for the Council’s consideration in March 2026.

The LAP Policy includes the following procedures that streamline the City’s legislative review and advocacy process:
· If the City Council has previously adopted a policy directly relevant to the legislation or the proposed legislation is generally consistent with the City’s overall guiding principles for legislative advocacy or LAP, the Mayor or City Manager may sign a letter supporting or opposing legislation on behalf of the City.
· In order to keep the City Council informed of all City communications on legislation, copies of City of Santa Clara Printed on 1/23/2026Page 1 of 3
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the letter or summary of actions will be distributed to the City Council as information items in the Council Meeting Agendas.
· Staff will provide and/or coordinate quarterly legislative updates on public policy items of interest to the City Council and departments.

In coordination with staff, the City’s legislative advocacy consultant, Townsend Public Affairs, Inc. (Townsend), tracks legislation and advocates the City’s position on various legislation at the state and federal levels of government. This report provides an update on such efforts.

DISCUSSION
A 2025 Q4 Legislative Update prepared by Townsend summarizes key state and federal updates that have occurred recently (Attachment 1).

City action on legislative items during the quarter is documented in the 2025 Q4 Legislative Action Summary (Attachment 2), along with copies of legislative letters, in accordance with the LAP Policy requirement to provide copies of the letters or a summary of actions to the City Council. Additionally, staff has included the 2025 League of California Cities Legislative Report (Attachment 3), which summarizes key California state budget actions and legislation adopted during the 2025 legislative cycle.

ENVIRONMENTAL REVIEW
The action being considered does not constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15378(b)(5) in that it is a governmental organizational or administrative activity that will not result in direct or indirect changes in the environment.

FISCAL IMPACT
The City has an existing agreement with Townsend Public Affairs for state and federal legislative advocacy services. Townsend’s services which are described in this report are included in the consultant’s monthly service fee.

COORDINATION
This report has been coordinated with Townsend Public Affairs and the City Attorney’s Office.

RECOMMENDATION
Note and file the informational report on 2025 Q4 legislative updates.

Reviewed by: Christine Jung, Deputy City Manager
Approved by: Jovan D. Grogan, City Manager
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ATTACHMENTS

1. 2025 Q4 Legislative Update by Townsend Public Affairs

2. 2025 Q4 Legislative Action Summary

3. 2025 League of California Cities Legislative Report
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CALIFORNIA ADVOCACY • FEDERAL ADVOCACY • GRANT WRITING
Sacramento • Washington, D.C.

Northern California• Central California• Southern California

QUARTERLY LEGISLATIVE UPDATE

To: City of Santa Clara

From Townsend Public Affairs

Casey Elliott, Vice President & Chief Strategy Officer

Date: January 6, 2026

Subject: Q4 Legislative Update

STATE UPDATES

Legislative activity at the Capitol remained quiet in the months of November and December, as lawmakers continued their interim recess, spending the majority of their time in their districts addressing local priorities and engaging directly with constituents. Formal policy deliberations and hearings were limited as member offices built out their legislative packages for introduction in 2026.

In contrast, the political landscape continued to evolve, particularly around the 2026 gubernatorial contest. With Governor Newsom ineligible to seek another term, a broad and still-expanding group of potential candidates has begun laying the groundwork for statewide campaigns. These early efforts have centered on elevating policy themes such as housing costs, education outcomes, and long-term infrastructure investment.

Although the Legislature is not expected to take up major policy initiatives until it reconvenes, activity in December has largely been behind the scenes, as legislators and stakeholders prepare for the start of the new legislative year and a competitive 2026 election cycle.

STATE BUDGET UPDATE

LAO Releases Fiscal Outlook for 2026-27

O
n November 19th, the Legislative Analyst’s Office (LAO) released i ts annual Fiscal Outlook for the State’s 2026- 27 budget cycle, offering an independent assessment of California’s budget condition for the coming fiscal year along with multi -year projections of revenues, expenditures, and structural balance. As always, the analysis reflects existing state and federal policies and does not anticipate future actions by the Administration, Legislature, or federal government.

Despite stronger personal income tax collections, the LAO now projects an $18 billion budget deficit, which is larger than previously expected.

R
ecent state revenues have strengthened, driven largely by stock -market gains linked to AI - related growth in the tech sector. However, the LAO cautions that these trends may not be sustainable and notes parallels to the dot-com bubble. Moreover, the recent revenue boost does

TOWNSEND
PUBLIC

AFFAIRS
WWW.TOWNSENDPA.COM

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not improve the State’s bottom line because constitutionally required increases in Prop 98 school funding and Prop 2 debt payments absorb most of the gains. Additional cost pressures across Medi-Cal, CalFresh, pensions, and corrections further widen the shortfall.

According to the LAO, beginning in 2027- 28, the State is projected to face ongoing structural deficits of roughly $35 billion per year as expenditure growth continues to outpace revenues, major cost increases associated with HR 1 are phased in, and one -time solutions expire. After three consecutive years of shortfalls, California’s reserves have declined to approximately $14 billion, and most temporary measures have already been exhausted, leaving the State less prepared for an economic downturn.

The Governor’s upcoming January budget proposal will provide updated economic and revenue assumptions produced by the Department of Finance, but the LAO advises the Legislature to prioritize ongoing solutions rather than temporary fixes. They recommend treating any unexpected revenue gains as one- time in nature and directing them toward rebuilding reserves or reducing budgetary debt rather than expanding ongoing program commitments.

Department of Finance Releases December 2025 Bulletin

The California Department of Finance’s December 2025
Finance Bulletin, points to steady
economic conditions, paired with stronger-than-anticipated General Fund revenue performance.

Nationally, the U.S. unemployment rate rose to 4.6 percent in November, its highest level since September 2021, reflecting slower job growth and ongoing disruptions associated with the federal government shutdown. Job gains for 2025 remain well below 2024 levels and have been concentrated primarily in private education and health services.

In California, labor market conditions continued to ease, with the statewide unemployment rate increasing to 5.6 percent in September amid a prolonged period of job losses throughout 2025.

Modest employment growth was recorded in education, health services, leisure and hospitality, and government; however, these gains were more than offset by continued declines in professional services, manufacturing, and trade- related sectors. These patterns underscore persistent pressure on industries most exposed to higher interest rates and weaker consumer demand.

Even as labor market indicators softened, state revenues remained relatively strong. Preliminary General Fund agency cash receipts exceeded Budget Act projections by $454 million in November, largely driven by higher-than-expected personal income tax collections. Withholding and estimated payments continued to outperform forecasts, while refunds remained below anticipated levels. Since April, cumulative General Fund receipts are $9.1 billion above forecast, contributing to a stronger near-term fiscal outlook than was assumed at the beginning of the fiscal year.

Taken together, the bulletin suggests that California enters early 2026 with a measure of fiscal flexibility, although economic signals warrant close monitoring. Continued strength in personal income tax revenues may help cushion near -term labor market softness, but a sustained slowdown in employment or further weakening in consumer and business activity could exert downward pressure on revenues as the fiscal year progresses.

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LAO Releases Overview of HR 1 and Its Implications for CalFresh

On November 13th, the Legislative Analyst’s Office (LAO) released an assessment of the federal HR 1, the One Big Beautiful Bill Act, outlining its anticipated impacts on CalFresh. The analysis highlights significant changes to program eligibility, benefit levels, and state and county administrative costs.

CalFresh, the State’s implementation of the federal Supplemental Nutrition Assistance Program (SNAP), provides monthly food benefits to low -income individuals and families to help them purchase groceries. Benefits are distributed via an electronic benefits card and play a central role in addressing food insecurity and supporting basic nutritional needs across the State.

According to the LAO, HR 1 proposes broad revisions to federal nutrition programs that are expected to reduce CalFresh participation and benefit amounts. A major component of the bill is the expansion of work requirements for Able- Bodied Adults Without Dependents. HR 1 would increase the age range subject to time-limited benefits, narrow several existing exemptions, and impose more stringent standards for waivers based on local economic conditions. Collectively, these changes could render a substantial share of current recipients ineligible. The measure also reduces eligibility for certain immigrant groups, which the LAO estimates would remove tens of thousands of Californians from federally funded food assistance.

Beyond eligibility changes, HR 1 includes provisions that would lower benefits for many households. The bill places restrictions on how the federal Thrifty Food Plan can be updated – limiting future increases in maximum benefits – and curtails California’s ability to use its Standard Utility Allowance, which currently raises benefits for many recipients. It also eliminates federal nutrition education funding starting in October 2025. These changes are projected to result in widespread reductions in monthly support and, for some households, the complete loss of assistance.

HR 1 also shifts additional financial responsibility from the federal government to states and counties. Beginning in 2027, states with payment error rates above newly imposed thresholds would be required to cover a share of benefit costs. Based on recent performance, California could potentially be responsible for an estimated $2 billion in annual CalFresh benefit payments unless error rates improve. Administrative costs are also expected to rise in 2026 when the federal reimbursement rate decreases, increasing state and county obligations for program operations.

To support preparation for these potential changes, the enacted 2025– 26 state budget includes funding for system updates, county implementation efforts, payment error reduction strategies, and resources for food banks. The LAO notes that the ultimate impact of HR 1 will depend on forthcoming federal guidance and the timelines for implementing the new requirements.

Cap and Invest Auction Revenues Released

In its December 9 publication, the Legislative Analyst’s Office (LAO) reported an assessment of
the November 2025 Cap-and-Invest quarterly auction, reporting that the California Air Resources Board anticipates approximately $844 million in proceeds to be deposited into the Greenhouse Gas Reduction Fund (GGRF). While this outcome is generally consistent with the August auction, it came in modestly below the quarterly revenue assumption reflected in the enacted budget, which estimated roughly $870 million per auction. Revenues were also down significantly compared to the same auction period last year, declining by approximately $150 million. Should this pattern persist, the LAO cautions that total GGRF revenues for the 2025–26 fiscal year could

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come in about $100 million below budgeted levels, potentially prompting adjustments to discretionary allocations later in the fiscal year.

Looking ahead, recent statutory changes will reshape how GGRF revenues are allocated beginning in 2026–27. SB 840 restructures portions of the fund by replacing certain percentage- based allocations with fixed- dollar commitments and revising the order in which funds are distributed. Under this new framework, fully funding the programs, discretionary items, and administrative costs identified in statute would require approximately $4.3 billion annually. In addition, legislative intent language contained in SB 840 and AB 102 outline up to $1.5 billion in potential discretionary uses, including wildfire response, transit affordability, climate innovation initiatives, and park rehabilitation projects.

The LAO notes that if auction proceeds remain near current levels, GGRF revenues in 2026– 27 could total roughly $3.4 billion, supplemented by an estimated $600 million in interest earnings.

Even when combined, these revenue sources may be insufficient to fully meet statutory funding targets, raising the prospect of funding shortfalls for certain programs. Upcoming auctions scheduled for February and May 2026, following the release of the Governor’s January Budget, are expected to provide additional insight into how the Administration intends to manage GGRF resources and prioritize climate-related investments.

ELECTION UPDATE

Proposed Insurance Reform Initiative Clears Circulation

The “Insurance Policyholder Bill of Rights” initiative
statute was cleared for circulation in
December. The measure proposes new statewide standards governing homeowners insurance policies, with a particular focus on wildfire- related risk. Under the proposal, the Insurance Commissioner would be directed to develop wildfire safety criteria for residential properties, and insurers would be required to offer coverage to homeowners whose properties meet those standards. Insurers that refuse to provide coverage to qualifying properties would be barred from selling homeowners or automobile insurance in California for a period of five years.

The initiative also proposes expanded requirements related to policy non-renewals and coverage reductions. In such cases, insurers would be required to provide detailed justifications for their actions, specify any repairs necessary to retain coverage eligibility, and grant homeowners additional time to complete those repairs. For properties destroyed in declared disasters, the measure would require insurers to pay the full personal property policy limit, up to $350,000, without requiring an itemized accounting of losses.

Additional provisions would authorize refunds when insurance rates are deemed excessive and broaden the consumer protection authorities within the Department. Collectively, these changes are intended to enhance transparency in insurer decision- making and improve communication between insurers and policyholders.

To qualify for the ballot, proponents must submit 546,651 valid signatures by May 26, 2026. If qualified, the initiative would appear on a statewide ballot for voter consideration and, if approved, would have the same legal force as legislation enacted by the Legislature.

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City Council and Authorities ConcurrentJanuary 27, 2026

City Council and Authorities Concurrent
January 27, 2026