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Agenda packet

City Council and Concurrent Authorities
July 21, 2026

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Agenda packet
Meeting
July 21, 2026
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City Council and Concurrent Authorities
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Text extracted from the city's file for reading and search. Open the original on www.stocktongov.com. That file is the official record.

City Council and Concurrent Authorities
City of Stockton
Meeting Agenda - - Revised
City Council and
Concurrent Authorities
Christina Fugazi, Mayor/Chair (At Large)
Jason Lee, Vice Mayor (District 6)
Michele Padilla (District 1)
Mariela Ponce (District 2)
Michael Blower (District 3)
Mario Enríquez (District 4)
Brando Villapudua (District 5)
Council Chamber, City Hall, 501 W. Weber Ave,
Building 1, Stockton CA
1:00 PMTuesday, July 21, 2026
Regular Session 1:00 PM :: Closed Session To Follow

1. REGULAR SESSION CALL TO ORDER/ROLL CALL

2. INVOCATION/PLEDGE TO FLAG

3. ADDITIONS TO REGULAR SESSION AGENDA***

4. RECOGNITIONS, ANNOUNCEMENTS, OR REPORTS

4.1 26-0784 CERTIFICATE OF RECOGNITION - CALIFORNIA GIRLS STATE CITIZENS 2024 - AMERICAN LEGION AUXILIARY 16
Department: Office of the Mayor

4.2 26-0814 PROCLAMATION - DISABILITY RIGHTS MONTH
Department: Office of the Mayor

5. PUBLIC COMMENTS* – MATTERS NOT ON THE AGENDA

6. CONSENT AGENDA

6.1 26-0661 ACCEPTANCE OF THE QUARTERLY INVESTMENT REPORT FOR QUARTER ENDED MARCH 31, 2026
Recommended Action: RECOMMENDATION
It is recommended that the City Council, by motion, accept the Quarterly Investment Report for the quarter ending on March 31, 2026 Department: Administrative Services

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1 July 21, 2026City Council and Concurrent
Authorities
Meeting Agenda - - Revised
Attachment A - Investment Policy
Attachment B - PFMAM Investment Report
Attachment C - Chandler Investment Report
Attachment D - Quarterly Investment Certification
Attachments:

6.2 26-0724 ACCEPT AND APPROVE AMENDMENTS TO THE CITY OF STOCKTON’S INVESTMENT POLICY NO. 17.01.030
Recommended Action: RECOMMENDATION
It is recommended that the City Council approve a motion to amend City Policy No. 17.01.030 "City Investment Policy" as presented in Attachment A.

It is further recommended that the City Manager be authorized to take appropriate and necessary action to carry out the purpose and intent of the motion.

Department: Administrative Services
Attachment A - Proposed Investment Policy
Attachment B - City Council Policy Chapter 5.03 Investment Attachment C - Redlined Investment Policy
Attachments:

6.3 26-0778 ADOPTION OF A RESOLUTION WAIVING ANY PRIVILEGES APPLICABLE TO AN EMAIL FROM THE CITY ATTORNEY’S OFFICE
TO THE CITY COUNCIL ON JULY 30, 2025, AT APPROXIMATELY
3:39 PM PACIFIC TIME/6:39 PM EASTERN TIME
Recommended Action: RECOMMENDATION
Consider adopting a resolution to waive any privileges applicable to an email and the contents thereof from the City Attorney's Office to the City Council on July 30, 2025, at approximately 3:39 pm Pacific Time (PT)/6:39 pm Eastern Time (ET).

Department: City Attorney
Proposed ResolutionAttachments:

6.4 26-0805 ADOPTION OF A RESOLUTION WAIVING ANY PRIVILEGES

APPLICABLE TO THE OPTIC/BUDGET INVESTIGATION REPORT
Recommended Action: RECOMMENDATION
Consider adopting a resolution to waive any privileges applicable to the Audit Committee-directed investigation regarding the budget authorization for the Office of Performance Data Analytics and the restructuring and utilization of authorized funding for the Office of Public Transparency Information Communications, subject to applicable redactions to protect personnel and personal privacy rights.

Department: City Attorney

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2 July 21, 2026City Council and Concurrent
Authorities
Meeting Agenda - - Revised
Attachment A - Executive Summary of the Confidential Investigation Report Proposed Resolution - OPTIC Waiver
Attachments:

6.5 26-0791 APPROVAL OF MINUTES
Recommended Action: RECOMMENDATION
Approve the minutes from the City Council meeting of June 23, 2026 Department: City Clerk
Attachment A - 2026-06-23.pdfAttachments:

6.6 26-0754 APPROVE THE CONTINUATION OF FISCAL YEAR 2025-26

APPROPRIATIONS TO SECURE PROFESSIONAL SERVICE

AGREEMENTS FOR THE COMMUNITY INTEREST ASSESSMENT

AND STRATEGIC INVESTMENT PLAN
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Authorize the City Manager, or designee, to execute a Professional Services Agreement with PROS Consulting for project management, recreation and facility assessment, and strategic planning services for the Community Interest Assessment and Strategic Investment Plan, for a term ending June 30, 2027, in an amount not to exceed $99,965 included as Exhibit 1 to the resolution;

2. Authorize the City Manager, or designee, to execute a Professional Services Agreement with Co/Lab Capacity for library planning, equity, and community-centered planning services for the Community Interest Assessment and Strategic Investment Plan, for a term ending June 30, 2027, in an amount not to exceed $53,000 included as Exhibit 2 to the resolution;

3. Authorize the City Manager, or designee, to execute a Professional Services Agreement with Paulina Velasco for community engagement, bilingual outreach, translation, and culturally responsive engagement services for the Community Interest Assessment and Strategic Investment Plan, for a term ending June 30, 2027, in an amount not to exceed $39,250 included as Exhibit 3 to the resolution;

4. Authorize the continuation of up to $252,500 in Fiscal Year (FY) 2025-26 appropriations into FY 2026-27 for completion of the Community Interest Assessment and Strategic Investment Plan; and

5. Approve findings pursuant to Stockton Municipal Code section 3.68.070 in support of an exception to the competitive bid process.

6. Authorize the City Manager, or designee, to take all necessary and appropriate actions to carry out the purpose and intent of this resolution.

Department: Community Services

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3 July 21, 2026City Council and Concurrent
Authorities
Meeting Agenda - - Revised
Attachment A - Community Interest Assessment RFP 2026
Proposed Resolution
Exhibit 1 - Professional Services Agreement with PROS Consulting Exhibit 2 - Professional Services Agreement with CoLab Capacity Exhibit 3 - Professional Services Agreement with Paulina Velasco Attachments:

6.7 26-0439 ADOPT A RESOLUTION TO AUTHORIZE CONTRACT AMENDMENT NO. 1 TO CONTRACT No 425000353 WITH HAGGERTY
CONSTRUCTION INC. AND CONTRACT No 424000062 WITH

PENDULUM STUDIOS, LLC FOR REQUIRED ADDITIONAL

SERVICES FOR RENOVATIONS AT BANNER ISLAND BALLPARK
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Authorize Amendment No. 1 to Standard Agreement 425000353 with Haggerty Construction Inc. in the amount of $1,322,862.00 for the Banner Island Ballpark Renovation, Project No. EV23607 (Exhibit 1 to Resolution).

2. Authorize Amendment No. 1 to Standard Agreement 424000062 with Pendulum Studios, LLC. in the amount of $110,254.00 for the Banner Island Ballpark Renovation, Project No. EV23607 (Exhibit 2 to Resolution).

3. Authorize a budget amendment to appropriate $1,433,116.00 from the Venues Fund balance to CIP Project No EV23607 for the Banner Island Ballpark Renovation Project.

4. Authorize the City Manager, or designee, to take necessary and appropriate actions to carry out the purpose and intent of the resolution.

Department: Economic Development
Attachment A - Haggerty Contract 425000353
Attachment B - Pendulum Contract 424000062
Proposed Resolution
Exhibit 1 - Haggerty Standard Agreement Amendment No. 1 Exhibit 2 - Pendulum Standard Agreement Amendment No. 1 Attachments:

6.8 26-0757 APPROVE A MOTION TO AUTHORIZE A COOPERATIVE PURCHASE AGREEMENT FOR GOVERNMENTJOBS.COM, INC.

AND THE EXPANSION OF THE EXISTING RECRUITMENT

SOFTWARE

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4 July 21, 2026City Council and Concurrent
Authorities
Meeting Agenda - - Revised
Recommended Action: RECOMMENDATION
It is recommended that the City Council approve a motion to:

1. Authorize the City Manager, or designee, to adopt a resolution to approve the three (3) year contract between the City of Stockton (City) and GovernmentJobs.com, Inc. (dba NEOGOV) in an amount not to exceed $606,442 (Attachment A); and

2. Authorize the City Manager, or designee, to adopt a resolution to approve the expansion of the existing recruitment software system, Governmentjobs.com, Inc. (dba NEOGOV), to implement additional modules to online testing to include CritiCall and proctoring services.

It is further recommended that the City Manager, or designee, be authorized and directed to make any and all expenditures and appropriations on behalf of the City as appropriate and necessary to carry out the purpose and intent of this motion.

Department: Human Resources
Attachment A - COOP with Governmentjobs.comAttachments:

6.9 26-0782 APPROVAL OF MEMORANDUM OF UNDERSTANDING BETWEEN

THE CITY OF STOCKTON AND THE

MID-MANAGEMENT/SUPERVISORY LEVEL UNIT (B&C)
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt by resolution the attached successor Memorandum of Understanding (MOU) with the
Mid-Management/Supervisory Level Unit (B&C) effective July 1, 2026 through June 30, 2029.

It is further recommended that the City Manager be authorized to take any appropriate and necessary actions to carry out the purpose and intent of the resolution, including implementation and funding of the successor MOU.

Department: Human Resources
Attachment A - B&C MOU - Redlines
Attachment B - B&C Costing Table
Proposed Resolution
Exhibit 1 - B&C MOU
Exhibit 2 - B&C Budget Amendment Sheet
Attachments:

6.10 26-0783 APPROVAL OF MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF STOCKTON AND THE STOCKTON CITY EMPLOYEES’

ASSOCIATION (SCEA)

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5 July 21, 2026City Council and Concurrent
Authorities
Meeting Agenda - - Revised
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt by resolution the attached successor Memorandum of Understanding (MOU) with the Stockton City Employees' Association (SCEA) effective July 1, 2026, through June 30, 2029.

It is further recommended that the City Manager be authorized to take any appropriate and necessary actions to carry out the purpose and intent of the resolution, including implementation and funding of the successor MOU.

Department: Human Resources
Attachment A - SCEA MOU - Redlines
Attachment B - SCEA Costing Table
Proposed Resolution
Exhibit 1 - SCEA MOU
Exhibit 2 - SCEA Budget Amendment Sheet
Attachments:

6.11 26-0629 APPROVE MOTION TO AWARD A PROFESSIONAL SERVICES

CONTRACT FOR THE SYSTEMIC INTERSECTION SAFETY
IMPROVEMENTS PROJECT (DISTRICT 2, 3, 4)
Recommended Action: RECOMMENDATION
It is recommended that the City Council approve a motion to:

1. Approve findings pursuant to Stockton Municipal Code section 3.68.070 in support of an exception to the competitive bidding process.

2. Award a Professional Services Contract to W-Trans of Santa Rosa, CA, in the amount of $277,219.06, for design of the Systemic Intersection Safety Improvements, Project No. WT25052/Federal Project No.

HSIPL-5008(226).

It is also recommended that the City Manager be authorized to take appropriate and necessary actions to carry out the purpose and intent of this motion.

Department: Public Works
Attachment A - Vicinity Map
Attachment B - Professional Services Contract
Attachments:

6.12 26-0678 ADOPT RESOLUTION TO AWARD A PROFESSIONAL SERVICES

CONTRACT FOR THE FEATHER RIVER DRIVE AND DRIFTWOOD
PLACE ROUNDABOUT INSTALLATION PROJECT (DISTRICT 1)

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6 July 21, 2026City Council and Concurrent
Authorities
Meeting Agenda - - Revised
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Appropriate funds in the amount of $487,000 from Federal Funding to the Feather River Drive and Driftwood Place Roundabout Installation, Project No. WT25055/Federal Project No. CML-5008(224).

2. Transfer funds in the amount of $67,000 from the Traffic Signal Modification, Project No. WT15029, to the Feather River Drive and Driftwood Place Roundabout Installation, Project No. WT25055/Federal Project No. CML-5008(224).

3. Approve findings pursuant to Stockton Municipal Code section 3.68.070 in support of an exception to the competitive bidding process.

4. Award a Professional Services Contract to Siegfried Engineering, Inc. of Stockton, CA, in the amount of $361,772, for design of the Feather River Drive and Driftwood Place Roundabout Installation, Project No.

WT25055/Federal Project No. CML-5008(224).

It is also recommended that the City Manager be authorized to take appropriate and necessary actions to carry out the purpose and intent of this resolution.

Department: Public Works
Attachment A - Vicinity Map
Proposed Resolution
Exhibit 1 - Professional Services Contract
Attachments:

6.13 26-0695 ADOPT RESOLUTION TO AUTHORIZE THE NEIGHBORHOOD TRAFFIC MANAGEMENT PROGRAM (2024) (DISTRICTS 2, 3, 4, AND 5)

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7 July 21, 2026City Council and Concurrent
Authorities
Meeting Agenda - - Revised
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Appropriate funds in the amount of $500,000 from the Measure K Maintenance fund balance to the Neighborhood Traffic Management Program (2024), Project No. WT16008.

2. Approve the Notice of Exemption No. NOE18-26 under the California Environmental Quality Act for the Neighborhood Traffic Management Program (2024), Project No. WT16008.

3. Approve the plans and specifications for the Neighborhood Traffic Management Program (2024), Project No. WT16008.

4. Award a Construction Contract in the amount of $410,752.59 to Robert Burns Construction, Inc. of Stockton, CA, for the Neighborhood Traffic Management Program (2024), Project No. WT16008.

It is also recommended that the City Manager be authorized to take appropriate and necessary actions to carry out the purpose and intent of this resolution.

Department: Public Works
Attachment A - NTMP Locations
Proposed Resolution
Exhibit 1 - Notice of Exemption
Exhibit 2 - Construction Contract
Attachments:

7. ADMINISTRATIVE MATTERS

8. UNFINISHED BUSINESS

9. HEARINGS**

9.1 26-0284 PUBLIC HEARING AUTHORIZING THE VACATION OF A PORTION

OF EAST FIFTH STREET RIGHT-OF-WAY AND RESERVING A

PUBLIC UTILITY EASEMENT

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8 July 21, 2026City Council and Concurrent
Authorities
Meeting Agenda - - Revised
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a resolution:

1. Authorizing the vacation of a portion of East Fifth Street;

2. Authorizing the reservation of a public utility easement;

3. Authorizing the filing of Notice of Exemption 08-26 under the California Environmental Quality Act (CEQA) for the abandonment of a portion of East Fifth Street; and

4. Authorizing the City Manager, or designee, to take all the necessary and appropriate actions to carry out the purpose and intent of this resolution.

Department: Economic Development
Attachment A - Vicinity Map
Attachment B - Aerial Map
Proposed Resolution - 5th Street
Exhibit 1 - 5th Street - Plat and Legal
Exhibit 2 - NOE08-26 NOE 5th Street
PPT - 9.1 - East 5th Street
Attachments:

10. NEW BUSINESS

10.1 26-0794 SURPLUS LAND ACT OVERVIEW PRESENTATION
Recommended Action: RECOMMENDATION
Information only; no action to be taken.

Department: Economic Development
PPT - 10.1 - Surplus Land Act OverviewAttachments:

11. CITY MANAGER'S UPDATE

12. COUNCIL COMMENTS

13. ADDITIONS TO CLOSED SESSION AGENDA

14. ANNOUNCEMENT OF CLOSED SESSION

14.1 26-0776 CONFERENCE WITH LABOR NEGOTIATOR
Agency Designated Representative: City Manager Johnny Ford; Deputy City Manager Will Crew; Deputy City Manager Christine Tien; City Attorney Marci Arredondo; Chief Financial Officer Gilbert Garcia, Admin Budget Officer John al -Amin; Interim Director of Human Resources Marie

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9 July 21, 2026City Council and Concurrent
Authorities
Meeting Agenda - - Revised
Guillory-Jones; Supervising HR Analyst Labor Jasmine Pantoja; Police Chief McFadden; Assistant Chief Scott Graviette; Fire Chief Carr; and Legal Counsel, Che Johnson and Michael Jarvis of Liebert Cassidy Whitmore
Employee Organizations: Unrepresented Units, Stockton City Employees ’ Association, Operating Engineer ’s Local 3, Mid -Management/Supervisory Level Unit, Unrepresented Management /Confidential, Law Department, Stockton Police Management Association, Stockton Firefighters Local 456 International Association of Firefighters, Stockton Fire Management, Stockton Police Officers’ Association (SPOA)
This Closed Session is authorized pursuant to section 54957.6(a) of the Government Code.

Department: City Attorney

14.2 26-0807 PUBLIC EMPLOYEE PERFORMANCE EVALUATION:

Recommended Action: City Manager

This Closed Session is authorized pursuant to Government Code section 54957(b).

Department: City Attorney

14.3 26-0806 CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Number of Cases: Two
Name of Case: City of Fresno, et al. v. Noem et al (United States District Court - Northern District of California, Case No. 3:26-cv-01535) Name of Case: City of Fresno, et al. v. Turner, et al. (United States District Court - Northern District of California, Case No. 3:25-cv-07070-RS) This Closed Session is authorized pursuant to section 54956.9(d)(1) of the Government Code.

Department: City Attorney

14.4 26-0762 CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED

LITIGATION
Number of Cases: Two
The City is in receipt of information concerning facts and circumstances that might result in litigation against the City which are known to a potential plaintiff and that pertain to a potential environmental -related claim by the potential plaintiff against the City.

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10 July 21, 2026City Council and Concurrent
Authorities
Meeting Agenda - - Revised
This Closed Session is authorized pursuant to section 54956.9, subd. ( d) (2), (e)(2) of the Government Code.

Department: City Attorney

15. RECESS TO CLOSED SESSION

16. REPORT OF ACTION TAKEN IN CLOSED SESSION

17. ADJOURNMENT

1. INFORMATIONAL ITEMS

1.1 26-0792 COUNCIL COMMITTEE/BOARD AND COMMISSION MINUTES Recommended Action: RECOMMENDATION
Information item only. No action required.

Department: City Clerk
Audit 2026-04-20.pdf
CSC 2026-05-21.pdf
CSC Special 2026-06-08.pdf
Leg 2026-05-18.pdf
Attachments:

CERTIFICATE OF POSTING
I declare, under penalty of perjury, that I am employed by the City of Stockton and that I caused this agenda to be posted in the City Hall notice case on July 17, 2026 in compliance with the Brown Act.

Katherine Roland, CMC, CPMC
City Clerk
By: ________________________________

Deputy

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11 July 21, 2026City Council and Concurrent
Authorities
Meeting Agenda - - Revised

PUBLIC COMMENTS
*Citizens may comment on any subject within the jurisdiction of the City Council/Successor Agency to the Redevelopment Agency/Public Finance Authority/Parking Authority, including items on the Agenda. The time limit for public comment is four (4) minutes and remains at the discretion of the presiding officer and changes shall be set at the start of the meeting. Speakers must submit “Request to Speak” cards to the City Clerk, and be prepared to speak when called. No speaker cards will be received after the close of the Citizen’s Comments portion of the meeting.

**Speakers should hold comments on items listed as a Hearing until the Hearing is opened.

The City of Stockton invites public comments in multiple forms. You provide your comments by using one of these methods:

1. Email - you may email your comments to [email protected]

2. Voicemail - you can leave a voice message by dialing (209) 937-8459.

3. In-Person Comments - a) Speakers must submit "request to speak cards" to the Clerk prior to the Public Comment portion of the agenda. No speaker cards will be accepted after the close of Public Comment. b) Address only issues over which the meeting body has jurisdiction. c) The time limit for public comment is at the discretion of the presiding officer and shall be set at the start of the meeting. Donating time is not authorized. d) Your time will be displayed on the speaker podium for convenience. *All written and voicemail public comments received by the Clerk's Office 90 minutes prior to the meeting start time will be forwarded to the meeting body members as correspondence and attached to the minutes. All comments received after that time will be forwarded as correspondence the following business day. Written and voicemail comments will not be read into the record.

In accordance with the Americans With Disabilities Act and California Law, it is the policy of the City of Stockton to offer its public programs, services and meetings in a manner that is readily accessible to everyone, including those with disabilities. If you are disabled and require a copy of a public hearing notice, or an agenda and/or agenda packet in an appropriate alternative format; or if you require other accommodation, please contact the Office of the City Clerk located at 425 North El Dorado Street, Stockton, California 95202 during normal business hours or by calling (209) 937-8458, at least 5 days in advance of the hearing/meeting. Advance notification within this guideline will enable the City/Agency to make reasonable arrangements to ensure accessibility.

Materials related to an item on this agenda submitted to City Council after distribution of the agenda packet are available for public inspection in the City Clerk's Office at 425 North El Dorado Street, Stockton, California 95202, during normal business hours. Such documents are also available on the City's website at www.stocktongov.com subject to staff's ability to post the documents before the meeting.

CHALLENGING CITY DECISIONS: The time limit within which to commence any lawsuit or legal challenge to any quasi-adjudicative decision made by the City is governed by Section 1094.6 of the Code of Civil Procedure, unless a shorter limitation period is specified by any other provision. Under Section 1094.6, any lawsuit or legal challenge to any quasi-adjudicative decision made by the City must be filed no later than the 90th day following the date on which such decision becomes final. Any lawsuit or legal challenge, which is not filed within that 90-day period, will be barred. If a person wishes to challenge the nature of the above section in court, they may be limited to raising only those issues they or someone else raised at the meeting described in this notice, or in written correspondence delivered to the City of Stockton, at or prior to the meeting. In addition, judicial challenge may be limited or barred where the interested party has not sought and exhausted all available administrative remedies.

Council Policy Manual Chapter 4.07 DECORUM
§ 4.07.010 Policy.
1) COUNCILMEMBERS

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12 July 21, 2026City Council and Concurrent
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Meeting Agenda - - Revised
The City Council will practice civility and decorum in their discussions and debate. Councilmembers will value each other's time and will preserve order and decorum. A member shall neither, by conversation or otherwise, delay or interrupt the proceedings of the Council, use personal, impertinent or slanderous remarks, nor disturb any other member while that member is speaking or refuse to obey the orders of the presiding officer or the Council, except as otherwise provided herein.

A) All Councilmembers have the opportunity to speak and agree to disagree but no Councilmember shall speak twice on any given subject unless all other Councilmembers have been given the opportunity to speak.

B) The Mayor has the affirmative duty to maintain order. The City Council will honor the role of the Mayor in maintaining order. If a Councilmember believes the Mayor is not maintaining order, the Councilmember may move that the Vice-Mayor enforce the rules of decorum and otherwise maintain order. If that motion receives a second and is approved by a Council majority, the Vice-Mayor shall enforce the rules of decorum and maintain order.

C) Any Councilmember who violates the rules repeatedly shall be sanctioned by the City Council, including, but not limited to, barring the Councilmember from further participation (other than voting) on the subject. 2) PERSONS ADDRESSING THE CITY COUNCIL
Persons addressing the Council shall not make personal, impertinent, unduly repetitive, slanderous or profane remarks to the Council, any member of the Council, City staff or the general public, nor utter loud, threatening, personal or abusive language, nor engage in any other conduct that disrupts, disturbs or otherwise unreasonably impedes the orderly conduct of the Council meeting. Any person who makes such remarks, who utters loud, threatening, personal or abusive language, who is unduly repetitious or engages in extended discussion of irrelevancies, or who engages in any disorderly conduct that disrupts, disturbs or otherwise unreasonably impedes the orderly conduct of any Council meeting shall, at the discretion of the presiding officer or a majority of the Council, be barred from further audience before the Council during that meeting. 3) ENFORCEMENT
The rules of decorum set forth above shall be enforced in the following manner:

Warning. The presiding officer shall request that a person who is breaching the rules of decorum be orderly and silent. If, after receiving a warning from the presiding officer, a person persists in disturbing the meeting, the presiding officer shall order him or her to leave the Council meeting. If such person does not remove himself or herself, the presiding officer may order any law enforcement officer who is on duty at the meeting to remove that person from the Council Chambers.
4) RULES PERTAINING TO SIGNS, OBJECTS, SYMBOLIC MATERIALS, AND FIRE SAFETY WITHIN THE

COUNCIL CHAMBERS DURING COUNCIL MEETINGS
A) Objects and symbolic materials such as signs which do not have sticks attached or otherwise create any fire or safety hazards will be allowed within the Council Chamber during Council meetings provided that they are not so large as to infringe upon the space of those in adjacent areas, and are no wider on their longest side than the audience chairs.

B) Persons with objects and symbolic materials such as signs must remain seated when displaying them except when making an oral presentation to the Council and must not raise them above shoulder level or otherwise use them to obstruct vision or passage or disturb the conduct of the Council meeting. Such materials may not be placed on or against the walls, doors or furniture or in the aisles.

C) Exits shall not be obstructed in any manner. Obstructions, including storage, shall not be placed in aisles or other exit ways. Hand carried items must be stored so that such items do not inhibit passage in aisles or other exit ways.

D) Exit ways shall not be used in any way that will present a hazardous condition.

E) Overcrowding and admittance of persons beyond the approved capacity of a place of assembly are prohibited.

F) The Fire Marshal may establish designated areas for media equipment. 5) PERSONS AUTHORIZED WITHIN RAIL
No person except City officials and City staff shall be permitted within the rail in front of the City Council dais without the express consent of the presiding officer.

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14 City of Stockton
Legislation Text
File #: 26-0784, Version: 1
CERTIFICATE OF RECOGNITION - CALIFORNIA GIRLS STATE CITIZENS 2024 - AMERICAN LEGION AUXILIARY 16
City of Stockton Printed on 7/16/2026Page 1 of 1
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Legislation Text
File #: 26-0814, Version: 1

PROCLAMATION - DISABILITY RIGHTS MONTH
City of Stockton Printed on 7/16/2026Page 1 of 1
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16 City of Stockton
Legislation Text
File #: 26-0661, Version: 1

ACCEPTANCE OF THE QUARTERLY INVESTMENT REPORT FOR QUARTER ENDED MARCH 31, 2026

RECOMMENDATION
It is recommended that the City Council, by motion, accept the Quarterly Investment Report for the quarter ending on March 31, 2026
Summary
Pursuant to California Government Code section 53646 and the City’s Investment Policy No.

17.01.030 (Attachment A), the City Treasurer (Chief Financial Officer) is required to provide a quarterly report and certification to the City Council, City Manager, and City Auditor.

Due to the specialized services and expertise required to assist the City with the varied investment options available, effective July 1, 2022, the City moved to have two portfolio managers manage separate portions of the City’s Reserve portfolio. The Quarterly Investment Reports for PFM Asset Management (PFMAM) (Attachment B), Chandler Asset Management (Attachment C), and the Certification for the quarter ending March 31, 2026 (Attachment D), are being provided as required.

The City’s consolidated investment portfolio was approximately $1 billion as of March 31, 2026, which represents an approximate increase of $20.5 million from the prior market value for the quarter ending on December 31, 2025. This consolidated investment portfolio includes the City’s liquidity position, short-term investments, and the reserve portfolios. (Attachment B- PFMAM Investment Report, page 18).

Total Program Breakdown:
· Reserve Portfolio - $836,174,753
· Short Term Portfolio - $3,602,766
· BMO Main Account - $111,929,332
· California Asset Management Program (CAMP) - $52,713,696 · Local Agency Investment Fund (LAIF) - $896,870

DISCUSSION
Background
To comply with state law and City policy, the City is required to present quarterly certification and investment reports detailing the City’s investment portfolio to the City Council, City Manager, and City Auditor. The City also posts monthly transaction reports to the City’s website. The Quarterly City of Stockton Printed on 7/16/2026Page 1 of 2
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Investment Report shall include a complete description of the portfolio, the types of investments, the issuers, maturity dates, par value, and dollar amounts invested in all securities, investments, or programs that are under the management of contracted parties, including lending programs. The certification must provide assurances that investments were made consistent with the City’s Investment Policy and that the City will meet its obligations for the next six months.

The authority of the Council to invest, reinvest funds, sell, or exchange securities is delegated to the City’s Chief Financial Officer, who also serves as City Treasurer (Resolution No. 2025-06-24-1602).

Pursuant to the Investment Policy, the City Treasurer may and does delegate fiduciary responsibility to external investment managers. An investment manager’s fiduciary responsibility is a legal requirement related to registration with the Securities and Exchange Commission under the Investment Advisor Act of 1940.

Present Situation
The City divides its investment portfolio into Reserve and Liquid portions. The Reserve portion represents the long-term assets managed by PFMAM and Chandler Asset Management, and the Liquid portion represents funds invested in several short-term investment vehicles including State of California LAIF, CAMP, and Dreyfus Treasury Money Market, to maintain adequate liquidity and optimize returns.

City staff work closely with both PFMAM and Chandler Asset Management to monitor the status of the City’s investment portfolios and their returns. The total returns on the consolidated portfolio for the quarter ending March 31, 2026, were modestly positive, with consistent interest earning more than offsetting modest declines in market values as yields moved higher across the curve amid heightened geopolitical uncertainty. Details on these returns are reflected in Attachment B, page 24 (PFMAM Investment Report) and on Attachment C, page 25 (Chandler Investment Report). The quarterly return valuation includes funds from all activities, restricted and unrestricted, and includes changes in fair market value (unrealized gains/losses).

The City’s investment portfolio complies with California Government Code section 53601. It is invested solely in fixed-income securities (no stock holdings) that, while earning certain rates of interest, gain in market value when interest rates fall and lose market value when interest rates rise.

FINANCIAL SUMMARY
There is no financial impact related to the presentation and acceptance of these reports.

Attachment A - Investment Policy
Attachment B - PFMAM Investment Report
Attachment C - Chandler Investment Report
Attachment D - Certification of Quarterly Investment Report City of Stockton Printed on 7/16/2026Page 2 of 2
powered by Legistar™
18 ATTACHMENT A
19 ATTACHMENT A
20 ATTACHMENT A
21 ATTACHMENT A
22 ATTACHMENT A
23 ATTACHMENT A
24 ATTACHMENT A
25 ATTACHMENT A
26 ATTACHMENT A
27 ATTACHMENT A
28 ATTACHMENT A
29 ATTACHMENT A
30 ATTACHMENT A
31 ATTACHMENT A
32 ATTACHMENT A
33 Investment Performance Review
For the Quarter Ended March 31, 2026
Client Management Team
PFM Asset Management
A division of U.S. Bancorp Asset Management, Inc
Monique Spyke, Managing Director
Allison Kaune, Relationship Manager
Joseph Creason, Portfolio Manager
Rachael Miller, Client Consultant
213 Market Street
Harrisburg, PA 17101-2141
717-232-2723
1 California Street Ste. 1000
San Francisco, CA 94111-5411
415-393-7270
NOT FDIC INSURED : NO BANK GUARANTEE : MAY LOSE VALUE
For Institutional Investor or Investment Professional Use Only - This material is not for inspection by, distribution to, or quotation to the general public

CITY OF STOCKTON

ATTACHMENT B
34 PFM Asset Management | pfmam.com
• Market Update
Ac
count Summary•
Portfolio Review•

ATTACHMENT B
35 PFM Asset Management | pfmam.com
Market Update

ATTACHMENT B
36 Current Market Themes
Source: Details on market themes and economic indicators provided throughout the body of the presentation. Bloomberg Finance L.P., as of March 31, 2026. ▸ Geopolitics has overtaken U.S. macro fundamentals as the market’s primary focus ▹ Conflict in Iran has increased near-term inflation risks due to higher commodity prices ▹ Un
employment rate remains stable with net new job creation near zero ▹ Consumer spending and business investment continue to support growth, though momentum is slowing
▸ The Federal Reserve paused during both meetings in Q1, keeping rates at 3.50-3.75% ▹ The median “dot plot” projection continues to show one 25 basis point cut in 2026, though in
dividual projections showed less easing
▹ Fed Chair Powell acknowledged the path forward is complicated by geopolitical uncertainty, making it more difficult for the Fed to balance its dual mandate ▸ Rising front-end yields unwound the inversion in the Treasury curve ▹ Rate cut expectations were pushed further out, lifting front-end yields ▹ Esca
lating Middle East conflict drove a spike in volatility ▹ Credit spreads widened from historically tight levels amid heavy supply and geopolitical pressure

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
37 Source: Bloomberg Finance L.P., as of March 31, 2026. Market implied inflation expectations shown using 1-year and 5-year inflation swaps. ▸ Closure of the Strait of Hormuz creates a
supply shock
▹ Higher oil prices pressure agricultural
and industrial inputs
▹ Duration of price shock more important
than magnitude
▸ Federal Reserve likely to remain on hold as
it assesses evolving risks
▹ Headline inflation expected to rise
though uncertainty remains regarding
passthrough to core inflation and labor
markets
▹ Fed to look through supply-side energy
shock if inflation expectations remain
anchored
44%
61%
55%
34% 32%
0%
25%
50%
75%
Brent Crude
$96.79
Nat. Gas (Eur)
€55.28
Urea Ammonia Polyethylene
Price Change of Energy Commodities*
Since February 27

3.2%
2%
3%
4%
Jan
-25 Apr-25 Jul-25 Oct-25 Jan-26
Hundreds
Forward Inflation Expectations
January 1, 2025 to March 31, 2026
1-year 5-year
*Brent Crude are quoted in dollars per barrel based on the front-month futures contract. Natural gas prices are quoted in euros per megawatt-hour. Ammonia, and urea prices are based on the front-month exchange-traded futures contract. Polyethylene is price are based on the active exchange-traded futures contract.

Market Pricing Conflict In Iran

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
38 Gasoline Prices Surge Across the Country
0%
1%
2%
3%
4%
5%
6%
7%
1970 1977 1984 1991 1998 2005 2012 2019 2026
Gasoline and Other Fuel Spending as a
Percentage of Household Spending
GFC
COV
ID
70s oil embargo and
Iranian revolution
30% to 39%Greater than 50% 40% to 49%
% Change in Gas Prices
2/28 – 3/31
National Average Price of Gasoline
$4.
02 Source: Bloomberg Finance L.P., Bureau of Economic Analysis, and gasprices.aaa.com. BEA data as of February 2026 and gasoline data as of 3/31/2026. Other fuels contain diesel, fuel oil, kerosene and others.
20% to 29%
Gasoline and other fuels as a
shar
e of household spending
enters this period near record lows

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
39 Source: FOMC Chair Jerome Powell Press Conference, March 18, 2026. Bureau of Labor Statistics and Bloomberg Finance L.P. CPI Inflation as of February 2026 and Unemployment Rate as of March 2026. Survey responses after March 27, 2026, included in mean and forecast range for CPI Inflation and Unemployment Rate. Shading represents the central 80% of the forecasts.

Fed Chair Powell: “What we have is some tension between the goals, and we’re trying to manage our way through it.”
Macro Data Takes a Back Seat
2Q26

3.3% 4Q26

3.1%
2Q27

2.2%
Feb ‘26

2.4%
1 %
2%
3%
4%
5 %
6%
Mar-23 Mar-24 Mar-25 Mar-26 Mar-27
CPI Inflation (YoY)
Mean Forecast Actual
2Q26

4.5%
4Q26

4.5%
2Q27

4.4%Mar ‘26

4.3%
3 %
4%
5%
Ma
r-23 Mar-24 Mar-25 Mar-26 Mar-27
Unemployment Rate
Mean Forecast Actual

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
40 Fed Chair Powell: “[I]f we have a long period of much higher gas prices, that is going to weigh on consumption… Meanwhile, the economy is solid… It’s just we don't know what the effects of this will be.” U.S. Growth Forecasts Remain Steady
-0.6%

3.8%

4.4%

0.5%

2.4%

1.8% 1.9% 2.0%
-6%
-4%
-2%
0%
2%
4%
6%
8%
2025Q1 2025Q2 2025Q3 2025Q4 2026Q1 2026Q2 2026Q3 2026Q4 U.S. Real GDP Contributors and Detractors
Personal Consumption Fixed Investment
Private Inventories Net Exports
Gov't Expenditures
Forecast Range Forecast Median
Source: FOMC Chair Jerome Powell Press Conference, March 18, 2026. Bloomberg Finance L.P. and Bureau of Economic Analysis, as of December 2025 (left). Survey responses after March 27, 2026, inc
luded in Median and forecast range. Shading represents the central 80% of the forecasts (right).

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
41 Sources: Bloomberg Finance L.P., March 31, 2026, Federal Reserve Bank of New York as of December 2025, and Bureau of Economic Analysis as of December 2025.

Factors Shaping the Economic Outlook
▸ Geopolitical uncertainty
▸ Hi
gher energy prices
▸ Net new job creation near zero
▸ Increasing retail credit card
balances
▸ Rising student loan
delinquencies
▸ Stable Fed Policy
▸ Core inflation stable but above
target
▸ Stabilizing credit card
delinquencies
▸ Above-average tax refunds
▸ Resilient consumer spending
▸ Positive real disposable
personal income growth
▸ Corporate fundamentals
PositiveNeutralNegative
0%
2%
4%
6%
8%
10%
12%
2003
2005
2007
2009
2011
2013
2015
2017
2019
2021
2023
2025
Credit Card Delinquencies
90+ Days
$50
$60
$70
$80
$90
$100
$110
Mar-24 Sep-24 Mar-25 Sep-25 Mar-26
Price of Oil
WTI crude oil futures, $/barrel
0%
1%
2%
3%
4%
5%
1Q '24
2Q '24
3Q '24
4Q '24
1Q '25
2Q '25
3Q '25
4Q '25
Personal Consumption
Quarter-Over-Quarter Change

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
42 2.4% 2.3% 2.1% 2.0%
0%
1%
2%
3%
2026 2027 2028 Longer
Run
Change in Real GDP
Dec Projections Mar Projections

4.4% 4.3% 4.2% 4.2%
0%
1%
2%
3%
4%
5%
6%
2026 2027 2028 Longer
Run
Unemployment Rate
Dec Projections Mar Projections

2.7%

2.2% 2.0% 2.0%
0%
1%
2%
3%
4%
2026 2027 2028 Longer
Run
PCE Inflation
Dec Projections Mar Projections

3.4% 3.1% 3.1% 3.1%
0%
1%
2%
3%
4%
5%
2026 2027 2028 Longer
Run
Federal Funds Rate
Dec Projections Mar Projections
Fed’s Updated Summary of Economic Projections
Fed Chair Powell: “The economic effect could be bigger, they could be smaller … We just don’t know. People are writing down what seems to make sense to them but have no conviction.” Source: FOMC Chair Jerome Powell Press Conference, March 18, 2026. Federal Reserve, latest median economic projections, as of March 2026.

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
43 Fed Chair Powell: “We feel like the framework calls to balance the risks. We feel where we are now is on the higher borderline of restrictive versus not restrictive, we feel like that is the right place to be.” 2026 2027 2028
The Latest Fed “Dot Plot”
Longer Term

3.1%1 cu t 1 cut 0 cuts
Source: FOMC Chair Jerome Powell Press Conference, March 18, 2026. Federal Reserve; Bloomberg Finance L.P. Individual dots represent each Fed members’ judgement of the midpoint of the appropriate target range for the federal funds rate at each year-end. As of March 2026.

Fed Participants’ Assessments of ‘Appropriate’ Monetary Policy 5%
4%
3%
2%
1%
0%

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
44 Source: Bloomberg Finance L.P., as of March 31, 2026.

Treasury Yields Reach 8-Month High

3.00%

3.25%

3.50%

3.75%

4.00%
Dec-25 Jan-26 Feb-26 Mar-26
2-Year U.S. Treasury Yield
Dece
mber 31, 2025 – March 31, 2026
Feb 5th
Weak labor
market data
+42 bps
Feb 28th– March 31st
U.S. and Israeli strikes In
Iran result in the closure of
the Strait of Hormuz
Jan 9th
Unemployment rate
beats expectations
and falls to 4.4%

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
45 Source: Bloomberg Finance L.P., as of March 31, 2026.

3.67%

3.79%

3.94%

4.13%

4.32%

4.91%

3.00%

3.50 %

4.00%

4.50%

5.00%

5.50% Yield
Maturity
U.S. Treasury Yield Curve
1 Year Range
March 31, 2026
December 31, 2025
3mo 2yr 5yr 7yr 10yr 20 yr 30yr
Treasury Yields Rise Across the Curve

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
46 -20
0 20
40 60
80 100
Federal
Agency
Agency
CMBS
Mortgage
Backed
AAA Auto
ABS
AAA Credit
Card ABS
AAA
Corp
AA
Corp
A
Corp
BBB
Corp
1-5 Year Yield Spreads
2026 Range 3/31/2026 2/28/2026
Source: ICE BofA 1-5 year Indices via Bloomberg Finance L.P. as of March 31, 2026. Spreads on ABS and MBS are option-adjusted spreads based on weighted average life; spreads on agencies are relative to comparable maturity Treasuries.

CMBS is Commercial Mortgage-Backed Securities and represented by the ICE BofA Agency CMBS Index.

Sector Yield Spreads

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
47 Source: ICE BofA Indices. ABS indices are 0-5 year, based on weighted average life. Agency CMBS represented by ICE BofA CMBY Index. As of March 31, 2026.

Fixed-Income Index Excess Returns

0.01%
-0.02%

0.30%

0.84%

0.09%

0.46%
-0.07%

0.73%
-0.25%

0.00%

0.25%

0.50%

0.75%

1.00%
1Q26 1-Year
Excess Returns
1-5
Year Indices
Federal Agency Agency CMBS ABS Corp A-AAA

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
48 Source: ICE BofA Indices. ABS indices are 0-5 year, based on weighted average life. As of March 31, 2026. 1-5 Year Indices
Fixed-Income Index Total Returns in 1Q 2026

3.86% 3.95%

4.53% 4.66%

5.08%
0%
2%
4%
6%
U.S. Treasury
Agency
ABS
Corp A-AAA
Corp BBB
1-Year Return

0.19% 0.35%

0.63%

0.14% 0.08%
0%
2%
4%
6%
U.S. Treasury
Agency
ABS
Corp A-AAA
Corp BBB
First Quarter 2026 Returns

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
49 The views expressed within this material constitute the perspective and judgment of PFM Asset Management at the time of distribution (3/31/2026) and are subject to change. Information is obtained from sources generally believed to be reliable and available to the public; however, PFM Asset Management cannot guarantee its accuracy, completeness, or suitability.

Fixed-Income Sector Commentary – 1Q 2026
▸ The Federal Open Market Committee (FOMC)
m
aintained the target range for the federal funds rate,
noting continuing challenges to achieving its dual
mandate of maximum employment and stable prices.
▸ U.S. Treasury yields rose across the curve with 2- to 5-year tenors experiencing the largest repricing. The
short-end curve inversion ended given the move
higher in yields.
▸ Federal Agency & supranational issuance
remained limited, keeping spreads narrow and
excess returns muted. The announcement of $200
billion of mortgage purchases by FNMA and FHLMC
is unlikely to materially affect issuance trends with
buying funded by cash.
▸ Investment-Grade (IG) corporate bond yield
spreads were stable in the first two months of the
quarter. However, in response to geopolitical
tensions, heightened issuance, and concerns over
private debt capital in the last month of the quarter,
spreads widened noticeably. Excess returns for the
sector were generally negative, but strong carry is
expected to provide support.
▸ Spreads on Asset-Backed Securities widened
marginally, but spreads versus equivalent-duration
corporate notes narrowed. Auto loan collateral
marginally outperformed credit receivables.
▸ 30-year Agency-backed mortgage-backed
securities (MBS) generated solid excess returns in
Q1 and outperformed 15-year tenors. Surging bond
volatility toward quarter end neared weighed on
excess returns. Agency-backed commercial MBS
(CMBS) also produced positive excess returns for the
quarter.
▸ Short-term credit (commercial paper and negotiable
bank CDs) experienced spread widening which
created opportunities, particularly in 9- to 12-month
tenors. Floating-rate notes also saw notable spread
widening, ending the quarter 10 to 15 bps wider
versus year end levels.

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
50 The views expressed within this material constitute the perspective and judgment of PFM Asset Management at the time of distribution (3/31/2026) and are subject to change. Information is obtained from sources generally believed to be reliable and available to the public; however, PFM Asset Management cannot guarantee its accuracy, completeness, or suitability.

Fixed-Income Sector Outlook – 2Q 2026
▸ While future Fed policy remains uncertain amid the
on
going conflict, we view the meaningful rise in
U.S. Treasury yields as an opportunity. As a result,
for shorter duration strategies, we prefer a modestly
longer duration stance. For longer duration strategies, we believe the risk profile is less favorable relative to shorter strategies but will maintain a curve steepening bias by modestly underweighting the long end of the
curve.
▸ Federal Agency & Supranational spreads are likely
to remain at tight levels. Government-only accounts
may find occasional value on an issue-by-issue basis.
▸ Taxable Municipals continue to present limited
opportunity due to an ongoing lack of supply and
strong demand which is keeping yields low. We do
not expect this dynamic to change in the near term.
▸ Investment-Grade (IG) Corporate bond
fundamentals remain stable with technicals
supportive of the sector. All-in yields remain attractive and wider spreads have improved value. We expect
an increase in buying opportunities across both new-
issue and secondary markets.
▸ Asset-Backed Securities fundamentals remain
within expectations and credit enhancements remain
robust. We expect supply to increase as credit card
issuers re-enter the market, with demand remaining
strong and new issues well-digested. We expect solid
consumer fundamentals and structural credit
enhancements to insulate the sector from meaningful
downturns. We expect carry to be the driver of
excess returns.
▸ Mortgage-Backed Securities are expected to
remain rich despite increased market volatility
modeslty aiding valuations. With spreads remaining
historically tight, opportunities are limited, and we will look to other sectors for better value.
▸ Short-term credit (commercial paper and negotiable
bank CDs) spreads have widened notably in Q1. We
favor maturities beyond 9 months given the positively
sloped curve, wider spreads, and added protection
against potential Fed rate cuts late this year.

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
51 Fixed-Income Sector Outlook – 2Q 2026
Sector Our Investment Preferences

C O M M E R C I A L P A P E R
/ C D
T R

E A S U R I E S
T-Bill
T-Not
e

F E D E R A L A G E N C I E S
Bullets
Calla
bles

S U P R A N A T I O N A L S

C O R P O

R A T E S
Financials
Indus
trials

S E C U R I T I Z E D
Asset-Backed
Agenc
y Mortgage-Backed
Agency CMBS

M U N I C I P A L S
Negative Slightly
Negative Neutral Slightly
Positive PositiveCurrent outlook Outlook one quarter ago

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
52 Account Summary
PFM Asset Management | pfmam.com

ATTACHMENT B
53 PFM Asset Management | pfmam.com

CITY OF STOCKTON
Sector Allocation
U.S. Treasury | 36%
Federal Agency | 3%
Agency MBS | 12%
Municipal | <1%
Negotiable CD | <1%
Corporate | 22%
Asset-Backed | 10%
MMF | <1%
LAIF | <1%
CAMP | 5%
Cash | <1%
BMO Main Account | 11%
Consolidated Summary
Account Summary
Reserve Portfolio1 $836,174,753
Short
Term Portfolio1 $3,602,766
BMO Main Account $111,929,332
CAMP Pool $52,713,696
Local Agency Investment Fund $896,870
Total Program $1,005,317,416

1. Reserve Portfolio includes both the PFMAM Reserve portfolio assets and Chandler Asset Management assets. Short-Term Portfolio comprises assets managed by Chandler Asset Management.

Portfolio figures include cash in portfolios’ sweep accounts and includes accrued interest.

18.8%

0.5% 0.8% 1.5% 1.7%

7.2%

22.0%

16.6%

20.7%

6.8%

3.4%

0.0%
$0
$100
$200
$300
30 Days
and Under
31 to 60
days
61 to 90
days
91 to 180
days
181 to 1
year
1 to 2
years
2 to 3
years
3 to 4
years
4 to 5
years
5 to 7
years
7 to 10
years
Over 10
years
Millions
Maturity Distribution
Weighted Average Maturity: 1,076 days
For the Quarter Ended March 31, 2026
Account Summary

ATTACHMENT B
54 PFM Asset Management | pfmam.com
Portfolio Review:

CITY OF STOCKTON RESERVE PORTFOLIO

ATTACHMENT B
55 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Compliance
Note: Pre- and post-trade compliance for the account(s) managed by PFM Asset Management is provided via Bloomberg Financial LP Asset and Investment Management ("AIM").

Certificate of Compliance
During the reporting period for the quarter ended March 31, 2026, the account(s) managed by PFM Asset Management ("PFMAM") we
re in compliance with the applicable investment policy and guidelines as furnished to PFMAM.

Acknowledged :PFM Asset Management, a division of U.S. Bancorp Asset Management, Inc.

ATTACHMENT B
56 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Snapshot
Yield and duration calculations exclude cash and cash equivalents. Sector allocation includes market values and accrued interest.

The portfolio’s benchmark is Ccurrently 80% ICE BofA 1-5 Year AAA-A US Corporate & Government Index and 20% ICE BofA 5-10 Year US Treasury Index. Prior to 3/31/23 it was the ICE BofA 1-5 Year AAA-A US Corporate & Government Index. Source: Bloomberg Financial LP.

An average of each security’s credit rating was assigned a numeric value and adjusted for its relative weighting in the portfolio.

1. Portfolio Snapshot - CITY OF STOCKTON RESERVE PORTFOLIO¹ Credit Quality - S&P
10%
18%
24%
16%
18%
7%
3% 4%4%
27%
22%
18% 1
2%
7%
4% 5%
0%
5%
10%
15%
20%
25%
30%
0-1 Yr 1-2
Yrs
2-3
Yrs
3-4
Yrs
4-5
Yrs
5-6
Yrs
6-7
Yrs
> 7
Yrs
Portfolio Benchmark
Duration Distribution
U.S. Treasury | 41%
Corporate | 26%
Agency CMBS | 19%
ABS | 13%
Negotiable CD | 1%
Federal Agency | <1%
Sector Allocation
AAA | 11%
AA+ | 62%
AA | 1%
AA- | 5%
A+ | 10%
A | 5%
A- | 1%
A-1 | 1%
Not Rated | 3%
Portfolio Statistics
Portfolio Effective Duration 3.1 4 years
Benchmark Effective Duration 3.20 years
Portfolio Credit Quality AA
Yield At Market 4.07%
Yield At Cost 4.29%
Total Market Value $489,975,660.25
$486,169,538.74Securities Sub-Total
$585,167.45Cash
$3,220,954.06Accrued Interest

ATTACHMENT B
57 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Characteristics
$0.0
$98.0
$196.0
$294.0
$392.0
$490.0
Millions
March 2026
$0.0
$98.0
$196.0
$294.0
$392.0
$490.0
Millions
December 2025
$0.0
$98.0
$196.0
$294.0
$392.0
$490.0
Millions
September 2025
$0.0
$98.0
$196.0
$294.0
$392.0
$490.0
Millions
June 2025
Sector Allocation Review - CITY OF STOCKTON RESERVE PORTFOLIO U.S. Treasury Federal Agency Agency CMBS Municipal Negotiable CD Corporate ABS Market values, excluding accrued interest. Only includes fixed-income securities held within the separately managed account(s) and LGIPs managed by PFMAM. Detail may not add to total due to rounding.

Jun-25 % of TotalSecurity Type Sep-25 % of Total Dec-25 % of Total % of TotalMar-26 U.S. Treasury $237.7 50.2% $228.9 47.6% $212.7 43.8% $199.1 40.9% Federal Agency $3.1 0.7% $0.8 0.2% $0.8 0.2% $0.8 0.2%
Agency CMBS $94.5 20.0% $93.9 19.6% $93.5 19.3% $93.5 19.2% Municipal $1.9 0.4% $0.0 0.0% $0.0 0.0% $0.0 0.0%
Negotiable CD $4.3 0.9% $4.2 0.9% $4.2 0.9% $4.2 0.9%
Corporate $95.9 20.3% $101.6 21.2% $115.8 23.9% $124.2 25.6% ABS $35.5 7.5% $50.5 10.5% $57.9 11.9% $64.3 13.2%
Total $472.9 100.0% $480.0 100.0% $484.9 100.0% $486.2 100.0%

ATTACHMENT B
58 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Portfolio Activity - CITY OF STOCKTON RESERVE PORTFOLIO Net Activity by Sector
($
millions)
U.S. Treasury
Municipal
Agency CMBS
ABS
Corporate
U.S. Treasury
Mun
icipal
Agency CMBS
ABS
Corporate
($60.0) ($40.0) ($20.0) $0.0 $20.0 $40.0
Based on total proceeds (principal and accrued interest) of buys, sells, maturities, and principal paydowns. Detail may not add to total due to rounding.

Sector Net Activity
Corporate $9,231,735
ABS $6,746,545
Agency CMBS $700,727
Municipal ($2,500)
U.S. Treasury ($12,058,080)
$4,618,427Total Net Activity
Sales/Maturities Purchases

ATTACHMENT B
59 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Performance
The lesser of 10 years or since inception is shown. Since inception returns for periods one year or less are not shown. Performance inception date is June 30, 2017.1.

2. Interest earned calculated as the ending accrued interest less beginning accrued interest, plus net interest activity.

3. Returns for periods one year or less are presented on a periodic basis. Returns for periods greater than one year are presented on an annualized basis.

4. The portfolio's benchmark is currently 80% ICE BofA 1-5 Year AAA-A US Corporate & Government Index and 20% ICE BofA 5-10 Year US Treasury Index. Prior to 3/31/23 it was the ICE BofA 1-5 Year AAA-A US Corporate & Government Index. Source: Bloomberg Financial LP.

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%
Return
Portfolio Benchmark
Portfolio Performance
Market Value Basis Earnings 3 Months 1 Year 3 Years 5 Years Since Inception¹ Interest Earned² $4,8 72,165 $18,433,969 $42,966,864 $55,822,938 $88,982,819 Change in Market Value ($3,591,869) $2,216,918 $14,013,919 ($21,478,673) ($6,766,385) $1,280,296Total Dollar Return $20,650,887 $56,980,783 $34,344,265 $82,216,434 Total Return³
Portfolio 0.26% 4.40% 4.24% 1.77% 2.20%
Benchmark⁴ 0.13% 4.06% 3.94% 1.50% 1.99%
3 Months 1 Year 3 Years 5 Years Since Inception

ATTACHMENT B
60 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Performance
The lesser of 10 years or since inception is shown. Performance inception date is June 30, 2017.1.

Interest earned calculated as the ending accrued interest less beginning accrued interest, plus net interest activity.2.

Realized gains / (losses) are shown on an amortized cost basis.3.

Accrual Basis Earnings - CITY OF STOCKTON RESERVE PORTFOLIO Accrual Basis Earnings
Interest Earned²
Rea
lized Gains / (Losses)³
Change in Amortized Cost
Total Earnings
3 Months
$4,872,165
$36
3,184
$285,933
$5,521,283
1 Year
$18,433,969
($5
71,067)
$1,613,506
$19,476,409
3 Years
$42,966,864
($5
,794,677)
$6,079,340
$43,251,527
5 Year
$55,822,938
($1
8,777,331)
$19,097,254
$56,142,861
Since Inception¹
$88,982,819
($1
4,373,147)
$20,485,023
$95,094,694

ATTACHMENT B
61 Statements and opinions expressed about the next 6-12 months were developed based on our independent research with information obtained from Bloomberg Finance L.P. and FactSet. The views expressed within this material constitute the perspective and judgment of PFM Asset Management at the time of distribution (3/31/2026) and are subject to change. Information is obtained from sources generally believed to be reliable and available to the public; however, PFM Asset Management cannot guarantee its accuracy, completeness, or suitability.

Monetary Policy (Global):
• The Fed held rates steady in Q1 amid persistent
inflation pressures and limited net job creation.
• Policymakers acknowledged the path forward is
complicated, with geopolitical uncertainty adding
additional strain to the Fed’s dual mandate.
• The “dot plot” projects 25 bps of rate cuts in both
2026 and 2027; however, this is predicated on
inflation progress.
• Global central banks remained on pause in Q1 but
energy inflation pressures may necessitate hikes.

Economic Growth (Global):
• Stable consumer and business spending support
growth, offsetting the weakness seen from the U.S.
government shutdown in Q4 GDP.
• Fiscal support and AI investment should aid growth;
however, a prolonged conflict in Iran may weigh on
consumer discretionary spending.
• Risks to global growth prospects have increased
amid the escalating conflict due to higher energy
prices, supply-chain disruptions, and increased
uncertainty.

Inflation (U.S.):
• The inflation outlook depends on the duration of the
Middle East conflict and the degree to which higher
energy and commodity costs raise core goods and
services prices.
• Inflation remains sticky with limited progress on core services and continuing pressure from tariffs
passthroughs.
• Near-term inflation expectations have increased due
to the higher energy prices while long-run
expectations remain anchored.

Financial Conditions (U.S.):
• Corporate fundamentals and underlying demand
remain strong. Spread widening has improved
valuations, though the sector is still rich from a
historic perspective.
• The conflict in the Middle East has tightened financial conditions. The duration of the conflict and its impact on the economy will be a key driver of corporate
fundamentals.
• Geopolitical conflict, higher oil prices, and the
evolution of the economy are key risks. At this time
we view volatility in private credit as contained and
not a systemic risk.

Consumer Spending (U.S.):
• Modest job growth and inflationary pressures
continue to weigh on consumer sentiment. Higher
energy and food prices will likely drive consumer
sentiment lower.
• Wage growth continues to exceed inflation, but this
gap has narrowed. Energy shocks may compress
real incomes and reduce discretionary spending.
• Lower-income cohorts remained more exposed to
higher energy prices as a larger share of household
budgets are allocated to essentials.
• Higher-income cohorts benefit from strong equity
markets and home price appreciation in recent years.

Labor Markets (U.S.):
• Labor market conditions continued to cool with net
new job creation close to zero.
• The unemployment rate remained unchanged as
lower job creation was offset by a reduction in the
pace of labor force growth.
• The Fed has framed the combination of limited job
growth and a stable unemployment rate as an
uncomfortable balance.
• Initial jobless claims and layoff rates remain low,
consistent with a continued “low-hire/low-fire”
environment.

Stance Unfavorable
to Risk Assets
Stance Favorable
to Risk Assets Current outlook Outlook one quarter ago Negative Slightly Negative Neutral Slightly
Positive Positive
Factors to Consider for 6-12 Months

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Market Update
PFM Asset Management | pfmam.com

ATTACHMENT B
62 PFM Asset Management | pfmam.com
Reserve Portfolio Holdings and Transactions

ATTACHMENT B
63 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Managed Account Detail of Securities Held
Security Type/Description
Da
ted Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
U.S. Treasury

US TREASURY N/B
DTD 08/15/2017 2.250% 08/15/2027
9128282R0 2,305,000.00 AA+ Aa1 9/1/2022 9/6/2022 2,185,338.09 3.40 6,447.00 2,256,378.332,271,767.95

US TREASURY N/B
DTD 08/31/2022 3.125% 08/31/2027
91282CFH9 5,030,000.00 AA+ Aa1 3/24/2023 3/24/2023 4,971,644.14 3.41 13,668.48 4,980,680.855,011,388.04

US TREASURY N/B
DTD 09/30/2020 0.375% 09/30/2027
91282CAL5 745,000.00 AA+ Aa1 10/28/2022 10/31/2022 620,474.41 4.17 7.63 707,720.95707,052.65

US TREASURY N/B
DTD 10/31/2022 4.125% 10/31/2027
91282CFU0 585,000.00 AA+ Aa1 3/30/2023 3/31/2023 594,666.21 3.73 10,132.46 587,422.49588,335.56

US TREASURY N/B
DTD 01/03/2023 3.875% 12/31/2027
91282CGC9 2,380,000.00 AA+ Aa1 2/1/2023 2/2/2023 2,409,564.06 3.60 23,183.63 2,381,673.142,390,536.22

US TREASURY N/B
DTD 02/01/2021 0.750% 01/31/2028
91282CBJ9 2,565,000.00 AA+ Aa1 5/12/2023 5/12/2023 2,266,518.17 3.44 3,188.54 2,426,228.372,449,067.93

US TREASURY N/B
DTD 02/28/2023 4.000% 02/29/2028
91282CGP0 835,000.00 AA+ Aa1 3/24/2023 3/24/2023 859,625.98 3.35 2,904.35 837,739.64844,547.18

US TREASURY N/B
DTD 03/31/2021 1.250% 03/31/2028
91282CBS9 895,000.00 AA+ Aa1 5/9/2023 5/10/2023 804,066.60 3.53 30.57 851,159.32857,853.17

US TREASURY N/B
DTD 03/31/2023 3.625% 03/31/2028
91282CGT2 880,000.00 AA+ Aa1 3/30/2023 3/31/2023 878,659.38 3.66 87.16 876,802.96879,464.34

US TREASURY N/B
DTD 05/01/2023 3.500% 04/30/2028
91282CHA2 215,000.00 AA+ Aa1 5/1/2023 5/1/2023 213,975.39 3.61 3,159.67 213,639.48214,573.55

US TREASURY N/B
DTD 05/15/2025 3.750% 05/15/2028
91282CND9 4,820,000.00 AA+ Aa1 1/21/2026 1/22/2026 4,834,497.65 3.61 68,405.39 4,813,411.064,833,355.36

US TREASURY N/B
DTD 09/30/2021 1.250% 09/30/2028
91282CCY5 525,000.00 AA+ Aa1 3/14/2022 3/15/2022 495,591.79 2.17 17.93 493,049.03513,770.52

US TREASURY N/B
DTD 08/15/2019 1.625% 08/15/2029
912828YB0 520,000.00 AA+ Aa1 3/21/2022 3/22/2022 496,518.75 2.29 1,050.41 483,904.72509,297.48

US TREASURY N/B
DTD 08/16/1999 6.125% 08/15/2029
912810FJ2 975,000.00 AA+ Aa1 1/10/2023 1/11/2023 1,111,271.48 3.72 7,423.60 1,044,125.551,044,720.29

US TREASURY N/B
DTD 10/31/2024 4.125% 10/31/2029
91282CLR0 1,700,000.00 AA+ Aa1 11/1/2024 11/4/2024 1,695,816.41 4.18 29,444.75 1,713,945.101,696,915.71

ATTACHMENT B
64 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
U.S. Treasury

US TREASURY N/B
DTD 10/31/2024 4.125% 10/31/2029
91282CLR0 950,000.00 AA+ Aa1 11/14/2024 11/15/2024 942,949.22 4.29 16,454.42 957,792.85944,765.77

US TREASURY N/B
DTD 11/30/2022 3.875% 11/30/2029
91282CFY2 1,070,000.00 AA+ Aa1 11/30/2022 11/30/2022 1,069,289.45 3.89 13,896.77 1,069,749.621,069,627.91

US TREASURY N/B
DTD 12/31/2024 4.375% 12/31/2029
91282CMD0 580,000.00 AA+ Aa1 1/6/2025 1/7/2025 578,708.59 4.43 6,378.80 589,810.12579,002.72

US TREASURY N/B
DTD 01/03/2023 3.875% 12/31/2029
91282CGB1 2,030,000.00 AA+ Aa1 1/10/2023 1/11/2023 2,059,339.84 3.64 19,774.27 2,028,652.082,045,787.74

US TREASURY N/B
DTD 01/31/2025 4.250% 01/31/2030
91282CMG3 470,000.00 AA+ Aa1 2/5/2025 2/6/2025 470,110.16 4.24 3,310.77 475,948.32470,087.27

US TREASURY N/B
DTD 02/18/2020 1.500% 02/15/2030
912828Z94 542,500.00 AA+ Aa1 4/6/2022 4/11/2022 498,040.43 2.66 1,011.57 496,429.82520,541.59

US TREASURY N/B
DTD 02/28/2023 4.000% 02/28/2030
91282CGQ8 1,875,000.00 AA+ Aa1 3/4/2025 3/5/2025 1,875,512.70 3.99 6,521.74 1,882,104.381,875,417.22

US TREASURY N/B
DTD 03/31/2025 4.000% 03/31/2030
91282CMU2 4,500,000.00 AA+ Aa1 4/1/2025 4/2/2025 4,522,500.00 3.89 491.80 4,516,173.004,518,360.63

US TREASURY N/B
DTD 03/31/2025 4.000% 03/31/2030
91282CMU2 2,830,000.00 AA+ Aa1 3/28/2025 3/31/2025 2,826,573.05 4.03 309.29 2,840,171.022,827,215.05

US TREASURY N/B
DTD 04/30/2025 3.875% 04/30/2030
91282CMZ1 6,750,000.00 AA+ Aa1 3/19/2026 3/20/2026 6,755,800.78 3.85 109,827.35 6,742,615.506,755,758.79

US TREASURY N/B
DTD 05/01/2023 3.500% 04/30/2030
91282CGZ8 3,880,000.00 AA+ Aa1 4/25/2024 4/26/2024 3,632,498.44 4.73 57,020.99 3,820,892.083,704,583.57

US TREASURY N/B
DTD 02/15/2000 6.250% 05/15/2030
912810FM5 2,160,000.00 AA+ Aa1 1/11/2023 1/12/2023 2,519,859.38 3.64 51,091.16 2,350,939.682,362,085.21

US TREASURY N/B
DTD 05/15/2020 0.625% 05/15/2030
912828ZQ6 2,535,000.00 AA+ Aa1 1/10/2023 1/11/2023 2,057,608.01 3.56 5,996.12 2,220,502.832,267,012.33

US TREASURY N/B
DTD 02/15/2000 6.250% 05/15/2030
912810FM5 925,000.00 AA+ Aa1 11/30/2022 11/30/2022 1,065,123.05 3.89 21,879.32 1,006,768.151,002,445.90

US TREASURY N/B
DTD 05/31/2023 3.750% 05/31/2030
91282CHF1 9,900,000.00 AA+ Aa1 6/4/2025 6/5/2025 9,807,574.22 3.96 124,429.95 9,839,669.409,821,625.59

US TREASURY N/B
DTD 05/31/2023 3.750% 05/31/2030
91282CHF1 2,830,000.00 AA+ Aa1 7/12/2023 7/12/2023 2,783,459.77 4.03 35,569.37 2,812,753.982,801,853.80

US TREASURY N/B
DTD 06/30/2025 3.875% 06/30/2030
91282CNK3 1,875,000.00 AA+ Aa1 7/1/2025 7/1/2025 1,880,639.65 3.81 18,264.42 1,872,144.381,879,862.08

ATTACHMENT B
65 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
U.S. Treasury

US TREASURY N/B
DTD 07/31/2025 3.875% 07/31/2030
91282CNN7 850,000.00 AA+ Aa1 8/19/2025 8/20/2025 852,091.80 3.82 5,459.25 848,572.00851,854.16

US TREASURY N/B
DTD 08/17/2020 0.625% 08/15/2030
91282CAE1 587,500.00 AA+ Aa1 4/6/2022 4/11/2022 498,755.37 2.65 456.45 510,207.33541,002.24

US TREASURY N/B
DTD 08/17/2020 0.625% 08/15/2030
91282CAE1 2,540,000.00 AA+ Aa1 2/27/2023 2/28/2023 1,995,586.72 3.97 1,973.41 2,205,832.522,220,943.85

US TREASURY N/B
DTD 08/17/2020 0.625% 08/15/2030
91282CAE1 2,545,000.00 AA+ Aa1 1/10/2023 1/11/2023 2,052,204.49 3.56 1,977.30 2,210,174.712,261,193.86

US TREASURY N/B
DTD 09/02/2025 3.625% 08/31/2030
91282CNX5 10,050,000.00 AA+ Aa1 9/2/2025 9/3/2025 9,996,609.38 3.74 31,679.35 9,926,726.7010,002,338.23

US TREASURY N/B
DTD 11/16/2020 0.875% 11/15/2030
91282CAV3 1,330,000.00 AA+ Aa1 11/30/2022 11/30/2022 1,071,065.63 3.72 4,404.25 1,159,178.791,179,556.19

US TREASURY N/B
DTD 11/16/2020 0.875% 11/15/2030
91282CAV3 3,000,000.00 AA+ Aa1 7/11/2023 7/12/2023 2,405,390.63 4.02 9,934.39 2,614,689.002,625,681.99

US TREASURY N/B
DTD 12/01/2025 3.500% 11/30/2030
91282CPN5 4,200,000.00 AA+ Aa1 12/3/2025 12/5/2025 4,176,046.88 3.63 49,269.23 4,122,728.404,177,479.84

US TREASURY N/B
DTD 12/31/2025 3.625% 12/31/2030
91282CPR6 245,000.00 AA+ Aa1 1/2/2026 1/5/2026 243,803.71 3.73 2,232.58 241,669.47243,856.44

US TREASURY N/B
DTD 01/31/2024 4.000% 01/31/2031
91282CJX0 1,350,000.00 AA+ Aa1 1/30/2025 1/31/2025 1,323,210.94 4.38 8,950.28 1,352,741.851,327,894.77

US TREASURY N/B
DTD 02/02/2026 3.750% 01/31/2031
91282CPW5 6,300,000.00 AA+ Aa1 2/4/2026 2/5/2026 6,280,558.59 3.82 39,157.46 6,246,349.206,281,117.50

US TREASURY N/B
DTD 02/02/2026 3.750% 01/31/2031
91282CPW5 4,395,000.00 AA+ Aa1 2/5/2026 2/10/2026 4,394,828.32 3.75 27,316.99 4,357,572.184,394,845.89

US TREASURY N/B
DTD 02/16/2021 1.125% 02/15/2031
91282CBL4 565,000.00 AA+ Aa1 4/6/2022 4/11/2022 498,104.88 2.63 790.14 495,302.17528,137.31

US TREASURY N/B
DTD 02/15/2001 5.375% 02/15/2031
912810FP8 2,955,000.00 AA+ Aa1 7/7/2023 7/10/2023 3,201,326.95 4.09 19,744.22 3,140,148.483,112,979.22

US TREASURY N/B
DTD 02/15/2001 5.375% 02/15/2031
912810FP8 1,800,000.00 AA+ Aa1 1/10/2023 1/11/2023 2,021,273.44 3.61 12,026.93 1,912,780.801,933,272.91

US TREASURY N/B
DTD 02/15/2001 5.375% 02/15/2031
912810FP8 1,820,000.00 AA+ Aa1 2/27/2023 2/28/2023 1,991,620.31 3.98 12,160.57 1,934,033.921,925,072.46

US TREASURY N/B
DTD 03/02/2026 3.500% 02/28/2031
91282CQD6 5,000,000.00 AA+ Aa1 3/13/2026 3/16/2026 4,917,968.75 3.87 15,217.39 4,903,125.004,918,636.81

ATTACHMENT B
66 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
U.S. Treasury

US TREASURY N/B
DTD 04/01/2024 4.125% 03/31/2031
91282CKF7 3,820,000.00 AA+ Aa1 4/25/2024 4/26/2024 3,686,150.78 4.72 430.53 3,847,007.403,719,216.76

US TREASURY N/B
DTD 05/17/2021 1.625% 05/15/2031
91282CCB5 1,265,000.00 AA+ Aa1 11/30/2022 11/30/2022 1,070,802.73 3.76 7,779.58 1,128,172.541,147,399.97

US TREASURY N/B
DTD 05/17/2021 1.625% 05/15/2031
91282CCB5 2,930,000.00 AA+ Aa1 1/11/2023 1/12/2023 2,530,673.05 3.53 18,019.10 2,613,079.482,684,764.73

US TREASURY N/B
DTD 05/31/2024 4.625% 05/31/2031
91282CKU4 5,000,000.00 AA+ Aa1 6/4/2025 6/5/2025 5,147,656.25 4.06 77,506.87 5,148,240.005,129,429.04

US TREASURY N/B
DTD 07/31/2024 4.125% 07/31/2031
91282CLD1 730,000.00 AA+ Aa1 8/14/2024 8/15/2024 748,164.45 3.72 4,991.02 734,733.32744,328.41

US TREASURY N/B
DTD 08/16/2021 1.250% 08/15/2031
91282CCS8 562,500.00 AA+ Aa1 4/6/2022 4/11/2022 498,515.62 2.63 874.05 488,210.63525,717.89

US TREASURY N/B
DTD 08/16/2021 1.250% 08/15/2031
91282CCS8 2,465,000.00 AA+ Aa1 2/27/2023 2/28/2023 1,994,627.93 3.92 3,830.28 2,139,447.452,166,336.57

US TREASURY N/B
DTD 11/15/2021 1.375% 11/15/2031
91282CDJ7 2,080,000.00 AA+ Aa1 1/10/2023 1/11/2023 1,739,075.00 3.55 10,823.76 1,803,751.041,863,201.25

US TREASURY N/B
DTD 11/15/2021 1.375% 11/15/2031
91282CDJ7 1,305,000.00 AA+ Aa1 11/30/2022 11/30/2022 1,068,927.54 3.77 6,790.87 1,131,680.341,156,805.37

US TREASURY N/B
DTD 01/31/2025 4.375% 01/31/2032
91282CMK4 3,400,000.00 AA+ Aa1 2/4/2025 2/5/2025 3,386,984.38 4.44 24,654.70 3,457,905.403,388,872.94

US TREASURY N/B
DTD 02/15/2022 1.875% 02/15/2032
91282CDY4 2,365,000.00 AA+ Aa1 2/27/2023 2/28/2023 1,999,625.98 3.94 5,512.34 2,097,182.672,125,509.27

US TREASURY N/B
DTD 05/16/2022 2.875% 05/15/2032
91282CEP2 1,100,000.00 AA+ Aa1 7/2/2024 7/3/2024 988,410.16 4.41 11,968.58 1,028,757.401,009,974.21

US TREASURY N/B
DTD 05/16/2022 2.875% 05/15/2032
91282CEP2 2,175,000.00 AA+ Aa1 1/10/2023 1/11/2023 2,056,224.61 3.57 23,665.14 2,034,133.952,097,162.43

US TREASURY N/B
DTD 05/16/2022 2.875% 05/15/2032
91282CEP2 660,000.00 AA+ Aa1 8/5/2022 8/9/2022 662,629.69 2.83 7,181.15 617,254.44661,648.44

US TREASURY N/B
DTD 05/16/2022 2.875% 05/15/2032
91282CEP2 1,150,000.00 AA+ Aa1 11/30/2022 11/30/2022 1,067,164.06 3.79 12,512.60 1,075,519.101,096,374.88

US TREASURY N/B
DTD 05/16/2022 2.875% 05/15/2032
91282CEP2 2,670,000.00 AA+ Aa1 1/11/2023 1/12/2023 2,525,548.83 3.56 29,051.00 2,497,074.782,575,308.47

US TREASURY N/B
DTD 08/15/2022 2.750% 08/15/2032
91282CFF3 2,195,000.00 AA+ Aa1 2/27/2023 2/28/2023 1,991,190.82 3.93 7,503.63 2,030,118.192,057,711.87

ATTACHMENT B
67 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
U.S. Treasury

US TREASURY N/B
DTD 09/02/2025 3.875% 08/31/2032
91282CNW7 2,500,000.00 AA+ Aa1 9/2/2025 9/3/2025 2,484,277.34 3.98 8,423.91 2,468,652.502,485,425.88

US TREASURY N/B
DTD 11/15/2022 4.125% 11/15/2032
91282CFV8 3,225,000.00 AA+ Aa1 7/7/2023 7/10/2023 3,242,006.84 4.06 50,346.08 3,226,135.203,237,048.17

US TREASURY N/B
DTD 11/15/2022 4.125% 11/15/2032
91282CFV8 1,055,000.00 AA+ Aa1 11/30/2022 11/30/2022 1,084,877.93 3.78 16,469.80 1,055,371.361,074,874.82

US TREASURY N/B
DTD 11/15/2022 4.125% 11/15/2032
91282CFV8 1,965,000.00 AA+ Aa1 1/10/2023 1/11/2023 2,054,269.34 3.57 30,675.98 1,965,691.682,025,075.58

US TREASURY N/B
DTD 11/15/2022 4.125% 11/15/2032
91282CFV8 1,520,000.00 AA+ Aa1 5/14/2025 5/15/2025 1,500,346.88 4.33 23,729.01 1,520,535.041,502,341.32

US TREASURY N/B
DTD 12/01/2025 3.750% 11/30/2032
91282CPM7 2,300,000.00 AA+ Aa1 12/3/2025 12/5/2025 2,289,847.66 3.82 28,907.97 2,251,035.302,290,271.84

US TREASURY N/B
DTD 02/15/2023 3.500% 02/15/2033
91282CGM7 2,065,000.00 AA+ Aa1 2/27/2023 2/28/2023 1,993,450.98 3.92 8,984.46 1,986,918.222,015,623.31

US TREASURY N/B
DTD 05/15/2023 3.375% 05/15/2033
91282CHC8 1,075,000.00 AA+ Aa1 7/2/2024 7/3/2024 992,191.41 4.43 13,730.75 1,024,063.281,006,053.33

US TREASURY N/B
DTD 08/15/2023 3.875% 08/15/2033
91282CHT1 2,385,000.00 AA+ Aa1 10/2/2023 10/2/2023 2,236,496.48 4.67 11,488.52 2,341,306.802,274,065.19

US TREASURY N/B
DTD 11/15/2023 4.500% 11/15/2033
91282CJJ1 4,340,000.00 AA+ Aa1 10/16/2024 10/17/2024 4,504,784.38 4.00 73,911.88 4,429,851.024,482,171.23

US TREASURY N/B
DTD 02/15/2024 4.000% 02/15/2034
91282CJZ5 3,880,000.00 AA+ Aa1 4/25/2024 4/26/2024 3,667,357.81 4.70 19,292.82 3,827,255.283,701,920.69

US TREASURY N/B
DTD 05/15/2024 4.375% 05/15/2034
91282CKQ3 1,000,000.00 AA+ Aa1 7/2/2024 7/3/2024 995,156.25 4.44 16,557.32 1,010,547.00995,871.62

US TREASURY N/B
DTD 08/15/2024 3.875% 08/15/2034
91282CLF6 8,450,000.00 AA+ Aa1 9/4/2024 9/5/2024 8,514,365.23 3.78 40,703.56 8,235,116.508,505,779.69

US TREASURY N/B
DTD 02/18/2025 4.625% 02/15/2035
91282CMM0 4,350,000.00 AA+ Aa1 4/1/2025 4/2/2025 4,521,621.09 4.13 25,009.50 4,463,169.604,507,261.94

US TREASURY N/B
DTD 08/15/2025 4.250% 08/15/2035
91282CNT4 2,500,000.00 AA+ Aa1 9/2/2025 9/3/2025 2,494,335.94 4.28 13,207.87 2,490,625.002,494,602.21

US TREASURY N/B
DTD 11/17/2025 4.000% 11/15/2035
91282CPJ4 2,300,000.00 AA+ Aa1 12/3/2025 12/5/2025 2,288,769.53 4.06 34,817.68 2,243,578.702,289,081.40

ATTACHMENT B
68 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
U.S. Treasury

US TREASURY N/B
DTD 02/17/2026 4.125% 02/15/2036
91282CPZ8 2,400,000.00 AA+ Aa1 3/13/2026 3/16/2026 2,369,718.75 4.28 12,306.63 2,362,500.002,369,839.55 203,392,500.00 198,100,507.76 1,585,788.81 199,147,451.33Security Type Sub-Total 3.90 200,191,613.06 Negotiable CD

COOPERAT RABOBANK UA/NY
DTD 07/20/2023 5.080% 07/17/2026
21684LGS5 4,200,000.00 A-1 P-1 7/17/2023 7/20/2023 4,200,000.00 5.08 43,857.33 4,218,631.204,200,000.00 4,200,000.00 4,200,000.00 43,857.33 4,218,631.20Security Type Sub-Total 5.08 4,200,000.00 Federal Agency

FEDERAL HOME LOAN BANK
DTD 08/25/2022 3.375% 09/10/2032
3130AT4C8 875,000.00 AA+ Aa1 11/1/2022 11/3/2022 779,616.25 4.77 1,722.66 836,649.62812,638.87 875,000.00 779,616.25 1,722.66 836,649.62Security Type Sub-Total 4.77 812,638.87 Corporate

PACCAR FINANCIAL CORP
DTD 08/10/2023 5.050% 08/10/2026
69371RS56 3,800,000.00 A+ A1 8/10/2023 8/14/2023 3,815,846.00 4.90 27,185.83 3,811,449.403,801,899.75

TARGET CORP (CALLABLE)
DTD 01/24/2022 1.950% 01/15/2027
87612EBM7 2,140,000.00 A A2 1/27/2022 1/31/2022 2,138,694.60 1.96 8,809.67 2,106,423.402,139,792.19

MICROSOFT CORP (CALLABLE)
DTD 02/06/2017 3.300% 02/06/2027
594918BY9 2,325,000.00 AAA Aaa 1/27/2023 1/31/2023 2,259,644.25 4.07 11,721.88 2,312,538.002,311,205.19

GOLDMAN SACHS BANK USA
(CALLABLE)
DTD 05/21/2024 5.414% 05/21/2027
38151LAG5 2,150,000.00 A+ A1 5/21/2025 5/22/2025 2,163,523.50 5.08 42,033.69 2,152,661.702,151,905.76

GOLDMAN SACHS BANK USA
(CALLABLE)
DTD 05/21/2024 5.414% 05/21/2027
38151LAG5 1,450,000.00 A+ A1 5/21/2025 5/22/2025 1,459,120.50 5.08 28,348.31 1,451,795.101,451,285.28

TRUIST FINANCIAL CORP
(CALLABLE)
DTD 08/03/2020 1.125% 08/03/2027
89788MAC6 2,520,000.00 A- Baa1 8/5/2022 8/9/2022 2,213,719.20 3.83 4,567.50 2,415,472.922,437,710.51

ATTACHMENT B
69 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Corporate

HOME DEPOT INC (CALLABLE)
DTD 09/14/2017 2.800% 09/14/2027
437076BT8 3,450,000.00 A A2 1/25/2023 1/27/2023 3,255,385.50 4.15 4,561.67 3,390,825.603,388,942.18

JPMORGAN CHASE & CO
(CALLABLE)
DTD 02/24/2022 2.947% 02/24/2028
46647PCW4 1,605,000.00 A A1 9/14/2023 9/18/2023 1,467,563.85 5.13 4,861.32 1,584,805.891,546,184.91

KENVUE INC (CALLABLE)
DTD 10/17/2023 5.050% 03/22/2028
49177JAF9 2,500,000.00 A A2 6/27/2025 6/30/2025 2,559,025.00 4.12 3,156.25 2,538,152.502,542,882.25

JPMORGAN CHASE & CO
(CALLABLE)
DTD 04/25/2017 3.540% 05/01/2028
46647PAF3 1,725,000.00 A A1 8/8/2024 8/9/2024 1,672,059.75 4.44 25,104.50 1,708,986.831,694,316.93

HERSHEY COMPANY (CALLABLE)
DTD 05/04/2023 4.250% 05/04/2028
427866BH0 2,785,000.00 A A1 5/9/2023 5/11/2023 2,801,821.40 4.11 48,331.35 2,788,002.232,791,898.39

MORGAN STANLEY BANK NA
(CALLABLE)
DTD 05/30/2024 5.504% 05/26/2028
61690U8B9 2,770,000.00 A+ Aa3 5/30/2024 5/31/2024 2,775,844.70 5.45 52,937.78 2,801,503.212,772,200.21

MORGAN STANLEY BANK NA
(CALLABLE)
DTD 05/30/2024 5.504% 05/26/2028
61690U8B9 1,430,000.00 A+ Aa3 5/28/2024 5/30/2024 1,430,000.00 5.50 27,328.89 1,446,263.391,430,000.00

JOHN DEERE CAPITAL CORP
DTD 07/14/2023 4.950% 07/14/2028
24422EXB0 1,400,000.00 A A1 6/24/2025 6/25/2025 1,434,272.00 4.09 14,822.50 1,427,130.601,426,050.46

JOHN DEERE CAPITAL CORP
DTD 07/14/2023 4.950% 07/14/2028
24422EXB0 1,420,000.00 A A1 7/11/2023 7/14/2023 1,417,884.20 4.98 15,034.25 1,447,518.181,419,032.61

JOHN DEERE CAPITAL CORP
DTD 07/14/2023 4.950% 07/14/2028
24422EXB0 600,000.00 A A1 7/13/2023 7/14/2023 608,160.00 4.64 6,352.50 611,627.40603,730.93

NATIONAL RURAL UTIL COOP
(CALLABLE)
DTD 08/25/2025 4.150% 08/25/2028
63743HFZ0 1,750,000.00 NR A2 8/19/2025 8/25/2025 1,748,040.00 4.19 7,262.50 1,744,277.501,748,413.98

TOYOTA MOTOR CREDIT CORP
DTD 09/11/2023 5.250% 09/11/2028
89236TLB9 1,400,000.00 A+ A1 9/6/2023 9/11/2023 1,397,564.00 5.29 4,083.33 1,433,549.601,398,731.88

CITIBANK NA (CALLABLE)
DTD 09/29/2023 5.803% 09/29/2028
17325FBB3 1,300,000.00 A+ Aa3 5/1/2024 5/3/2024 1,325,142.00 5.30 419.11 1,349,910.901,314,729.77

CITIBANK NA (CALLABLE)
DTD 09/29/2023 5.803% 09/29/2028
17325FBB3 4,935,000.00 A+ Aa3 9/26/2023 9/29/2023 4,935,000.00 5.80 1,590.99 5,124,469.454,935,000.00

BANK OF AMERICA CORP
(CALLABLE)
DTD 01/24/2025 4.979% 01/24/2029
06051GMK2 1,865,000.00 A- A1 4/1/2025 4/2/2025 1,885,664.20 4.66 17,281.97 1,879,530.221,878,628.59

ATTACHMENT B
70 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Corporate

ALPHABET INC (CALLABLE)
DTD 02/13/2026 3.700% 02/15/2029
02079KBJ5 750,000.00 AA+ Aa2 2/10/2026 2/13/2026 749,257.50 3.74 3,700.00 743,554.50749,289.53

ALPHABET INC (CALLABLE)
DTD 02/13/2026 3.700% 02/15/2029
02079KBJ5 4,505,000.00 AA+ Aa2 2/10/2026 2/13/2026 4,500,404.90 3.74 22,224.67 4,466,284.034,500,610.90

ALPHABET INC (CALLABLE)
DTD 02/13/2026 3.700% 02/15/2029
02079KBJ5 700,000.00 AA+ Aa2 2/9/2026 2/13/2026 697,459.00 3.83 3,453.33 693,984.20697,566.68

ALPHABET INC (CALLABLE)
DTD 02/13/2026 3.700% 02/15/2029
02079KBJ5 750,000.00 AA+ Aa2 2/10/2026 2/13/2026 749,197.50 3.74 3,700.00 743,554.50749,232.88

CATERPILLAR FINL SERVICE
DTD 02/24/2026 3.750% 02/23/2029
14913UBJ8 3,210,000.00 A A2 2/18/2026 2/24/2026 3,205,762.80 3.80 12,371.88 3,171,608.403,205,902.25

BLACKROCK FUNDING INC
(CALLABLE)
DTD 03/14/2024 4.700% 03/14/2029
09290DAA9 405,000.00 AA- Aa3 3/5/2024 3/14/2024 404,266.95 4.74 898.88 411,295.32404,547.51

BLACKROCK FUNDING INC
(CALLABLE)
DTD 03/14/2024 4.700% 03/14/2029
09290DAA9 4,200,000.00 AA- Aa3 4/9/2024 4/11/2024 4,181,646.00 4.80 9,321.67 4,265,284.804,188,486.28

SALESFORCE INC (CALLABLE)
DTD 03/13/2026 4.650% 03/15/2029
79466LAR5 3,665,000.00 A+ A2 3/11/2026 3/13/2026 3,664,193.70 4.66 8,521.13 3,672,590.223,664,209.25

ADOBE INC (CALLABLE)
DTD 04/04/2024 4.800% 04/04/2029
00724PAF6 1,450,000.00 A+ A1 4/2/2024 4/4/2024 1,447,578.50 4.84 34,220.00 1,473,629.201,448,474.51

ADOBE INC (CALLABLE)
DTD 04/04/2024 4.800% 04/04/2029
00724PAF6 1,775,000.00 A+ A1 4/1/2024 4/4/2024 1,772,355.25 4.83 41,890.00 1,803,925.401,773,333.95

BANK OF NEW YORK MELLON
(CALLABLE)
DTD 04/22/2025 4.729% 04/20/2029
06405LAH4 7,000,000.00 AA- Aa2 4/25/2025 4/28/2025 7,081,900.00 4.40 148,043.97 7,049,791.007,057,555.92

MASTERCARD INC (CALLABLE)
DTD 05/31/2019 2.950% 06/01/2029
57636QAM6 3,600,000.00 A+ Aa3 6/26/2024 6/27/2024 3,307,140.00 4.82 35,400.00 3,469,690.803,404,054.76

PEPSICO INC (CALLABLE)
DTD 07/17/2024 4.500% 07/17/2029
713448FX1 2,160,000.00 A+ A1 7/15/2024 7/17/2024 2,156,652.00 4.53 19,980.00 2,180,759.762,157,717.91

TOYOTA MOTOR CREDIT CORP
DTD 08/09/2024 4.550% 08/09/2029
89236TMK8 370,000.00 A+ A1 8/6/2024 8/9/2024 369,248.90 4.60 2,431.72 372,198.17369,477.59

TOYOTA MOTOR CREDIT CORP
DTD 08/09/2024 4.550% 08/09/2029
89236TMK8 805,000.00 A+ A1 8/7/2024 8/9/2024 804,074.25 4.58 5,290.64 809,782.51804,358.42

ATTACHMENT B
71 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Corporate

TOYOTA MOTOR CREDIT CORP
DTD 08/09/2024 4.550% 08/09/2029
89236TMK8 925,000.00 A+ A1 8/8/2024 8/9/2024 921,198.25 4.64 6,079.31 930,495.43922,356.13

ELI LILLY & CO (CALLABLE)
DTD 08/14/2024 4.200% 08/14/2029
532457CQ9 750,000.00 A+ Aa3 8/12/2024 8/14/2024 748,357.50 4.25 4,112.50 750,710.25748,857.86

ELI LILLY & CO (CALLABLE)
DTD 08/14/2024 4.200% 08/14/2029
532457CQ9 2,600,000.00 A+ Aa3 8/13/2024 8/14/2024 2,604,420.00 4.16 14,256.67 2,602,462.202,603,052.60

PEPSICO INC (CALLABLE)
DTD 02/07/2025 4.600% 02/07/2030
713448GB8 805,000.00 A+ A1 2/5/2025 2/7/2025 803,647.60 4.64 5,554.50 815,457.76803,933.01

MORGAN STANLEY PVT BANK
(CALLABLE)
DTD 02/02/2026 4.213% 02/08/2030
61776NU43 2,800,000.00 A+ Aa3 2/4/2026 2/5/2026 2,800,980.00 4.20 19,332.99 2,771,647.202,800,938.83

CISCO SYSTEMS INC (CALLABLE)
DTD 02/24/2025 4.750% 02/24/2030
17275RBX9 6,917,000.00 AA- A1 4/21/2025 4/22/2025 7,006,367.64 4.45 33,768.41 7,049,930.916,990,142.72

TEXAS INSTRUMENTS INC
(CALLABLE)
DTD 05/04/2020 1.750% 05/04/2030
882508BJ2 4,000,000.00 A+ Aa3 7/2/2025 7/3/2025 3,561,520.00 4.28 28,583.33 3,611,876.003,623,300.40

JPMORGAN CHASE & CO
(CALLABLE)
DTD 07/22/2024 4.995% 07/22/2030
46647PEJ1 3,130,000.00 A A1 3/17/2026 3/18/2026 3,189,000.50 4.51 29,965.84 3,174,436.613,188,555.90

NOVARTIS CAPITAL CORP
(CALLABLE)
DTD 11/05/2025 4.100% 11/05/2030
66989HAY4 6,370,000.00 AA- Aa3 11/3/2025 11/5/2025 6,350,890.00 4.17 105,918.94 6,299,044.576,352,323.43 AMAZON.COM INC (CALLABLE)
DTD 11/20/2025 4.100% 11/20/2030
023135CT1 7,150,000.00 AA A1 11/17/2025 11/20/2025 7,142,349.50 4.12 106,674.03 7,066,216.307,142,856.90

CATERPILLAR FINL SERVICE
DTD 01/08/2026 4.150% 01/08/2031
14913UBH2 500,000.00 A A2 1/5/2026 1/8/2026 499,820.00 4.16 4,784.03 495,317.50499,828.60

TOTALENERGI CAP USA LLC
(CALLABLE)
DTD 01/13/2026 4.248% 01/13/2031
89158TAA7 2,025,000.00 A+ Aa3 1/6/2026 1/13/2026 2,025,000.00 4.25 18,638.10 2,006,317.352,025,000.00

TOTALENERGI CAP USA LLC
(CALLABLE)
DTD 01/13/2026 4.248% 01/13/2031
89158TAA7 2,775,000.00 A+ Aa3 1/7/2026 1/13/2026 2,782,631.25 4.19 25,541.10 2,749,397.852,782,329.91

BANK OF AMERICA CORP
(CALLABLE)
DTD 02/13/2020 2.496% 02/13/2031
06051GHZ5 2,040,000.00 A- A1 3/16/2026 3/17/2026 1,890,937.20 4.16 6,789.12 1,885,614.841,892,013.97

ATTACHMENT B
72 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Corporate

DEPOSITORY TRUST COMPANY
(CALLABLE)
DTD 03/27/2026 4.550% 03/27/2031
249672AA4 1,145,000.00 AA+ Aa1 3/23/2026 3/27/2026 1,144,038.20 4.57 578.86 1,147,348.401,144,044.29 124,597,000.00 123,326,269.54 1,117,821.41 124,211,100.00Security Type Sub-Total 4.44 123,878,894.66 Agency CMBS
FHMS K061 A2
DTD 01/01/2017 3.347% 11/01/2026
3137BTUM1 2,703,054.08 AA+ Aa1 5/19/2023 5/24/2023 2,619,850.69 4.29 7,539.27 2,688,595.442,687,614.27 FHMS K064 A2
DTD 05/01/2017 3.224% 03/01/2027
3137BXQY1 4,477,651.00 AA+ Aa1 8/16/2023 8/18/2023 4,223,684.23 4.94 12,029.96 4,444,592.504,408,333.93 FHMS K065 A2
DTD 07/01/2017 3.243% 04/01/2027
3137F1G44 2,540,000.00 AA+ Aa1 8/16/2023 8/18/2023 2,394,842.97 4.93 6,864.35 2,519,438.702,497,995.25 FHMS K066 A2
DTD 08/01/2017 3.117% 06/01/2027
3137F2LJ3 3,900,105.04 AA+ Aa1 8/17/2023 8/22/2023 3,647,207.60 4.97 10,130.52 3,860,756.883,818,914.54 FHMS K507 A1
DTD 09/01/2023 4.800% 04/01/2028
3137HAMR4 3,555,484.08 AA+ Aa1 9/20/2023 9/28/2023 3,499,687.87 5.19 14,221.94 3,590,843.373,528,081.90 FHMS K506 A1
DTD 09/01/2023 4.650% 05/01/2028
3137HAMG8 2,038,806.07 AA+ Aa1 9/7/2023 9/14/2023 2,008,315.72 5.01 7,900.37 2,056,625.232,023,898.96 FHMS KJ46 A1
DTD 07/01/2023 4.777% 06/01/2028
3137HAD45 3,328,890.25 AA+ Aa1 7/19/2023 7/27/2023 3,328,807.01 4.78 13,251.76 3,348,087.963,328,852.40 FHMS K505 A2
DTD 07/01/2023 4.819% 06/01/2028
3137HACX2 4,200,000.00 AA+ Aa1 7/13/2023 7/20/2023 4,241,949.60 4.59 16,866.50 4,246,901.404,219,001.39 FNA 2023-M6 A2
DTD 07/01/2023 4.190% 07/01/2028
3136BQDE6 3,895,154.80 AA+ Aa1 7/18/2023 7/31/2023 3,829,119.75 4.58 13,600.58 3,891,575.153,864,456.23 FHMS K508 A2
DTD 10/01/2023 4.740% 08/01/2028
3137HAQ74 4,300,000.00 AA+ Aa1 10/11/2023 10/19/2023 4,205,675.20 5.25 16,985.00 4,346,220.704,250,164.04 FHMS K506 A2
DTD 09/01/2023 4.650% 08/01/2028
3137HAMH6 4,200,000.00 AA+ Aa1 9/7/2023 9/14/2023 4,137,869.40 4.99 16,275.00 4,242,315.004,167,838.18 FHMS KJ47 A1
DTD 09/01/2023 5.272% 08/01/2028
3137HAMN3 1,163,215.91 AA+ Aa1 9/19/2023 9/28/2023 1,163,210.10 5.27 5,110.40 1,173,424.301,163,213.28 FHMS K507 A2
DTD 09/01/2023 4.800% 09/01/2028
3137HAMS2 4,200,000.00 AA+ Aa1 9/20/2023 9/28/2023 4,149,797.40 5.07 16,800.00 4,253,865.004,172,954.94

ATTACHMENT B
73 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Agency CMBS
FHMS K509 A2
DTD 10/01/2023 4.850% 09/01/2028
3137HAST4 3,305,000.00 AA+ Aa1 10/25/2023 10/31/2023 3,199,626.69 5.60 13,357.71 3,354,399.833,246,955.93 FHMS K510 A2
DTD 11/01/2023 5.069% 10/01/2028
3137HB3D4 1,675,000.00 AA+ Aa1 11/14/2023 11/21/2023 1,670,157.58 5.14 7,075.48 1,708,794.801,672,318.65 FHMS K511 A2
DTD 12/01/2023 4.860% 10/01/2028
3137HB3G7 2,440,000.00 AA+ Aa1 11/28/2023 12/7/2023 2,432,989.88 4.93 9,882.00 2,478,005.442,436,095.22 FHMS K512 A2
DTD 12/01/2023 5.000% 11/01/2028
3137HBCF9 2,040,817.16 AA+ Aa1 12/11/2023 12/21/2023 2,059,874.31 4.79 8,503.40 2,081,506.982,051,653.77 FHMS K514 A2
DTD 02/01/2024 4.572% 12/01/2028
3137HBLV4 2,495,000.00 AA+ Aa1 2/1/2024 2/8/2024 2,519,947.51 4.34 9,505.95 2,516,651.612,509,662.02 FHMS K513 A2
DTD 01/01/2024 4.724% 12/01/2028
3137HBFY5 2,505,000.00 AA+ Aa1 1/10/2024 1/18/2024 2,530,022.45 4.50 9,861.35 2,537,630.132,519,579.55 FHMS K518 A2
DTD 03/01/2024 5.400% 01/01/2029
3137HC2L5 3,040,000.00 AA+ Aa1 3/19/2024 3/28/2024 3,113,400.80 4.83 13,680.00 3,136,133.923,085,717.80 FHMS K515 A2
DTD 02/01/2024 5.400% 01/01/2029
3137HBPD0 4,200,000.00 AA+ Aa1 2/14/2024 2/22/2024 4,313,148.00 4.79 18,900.00 4,324,740.004,268,123.20 FHMS K517 A2
DTD 03/01/2024 5.355% 01/01/2029
3137HC2C5 3,760,000.00 AA+ Aa1 3/5/2024 3/14/2024 3,872,747.36 4.67 16,779.00 3,871,277.203,828,561.30 FHMS K516 A2
DTD 03/01/2024 5.477% 01/01/2029
3137HBPM0 4,200,000.00 AA+ Aa1 2/29/2024 3/7/2024 4,325,987.40 4.79 19,169.50 4,329,213.004,276,429.33 FHMS K520 A2
DTD 04/01/2024 5.180% 03/01/2029
3137HCKV3 2,380,000.00 AA+ Aa1 4/23/2024 4/30/2024 2,389,660.42 5.09 10,273.67 2,439,837.962,386,272.04 FHMS K524 A2
DTD 07/01/2024 4.720% 05/01/2029
3137HDV56 3,730,000.00 AA+ Aa1 7/16/2024 7/25/2024 3,752,905.93 4.58 14,671.33 3,789,825.473,745,772.89 FHMS K529 A2
DTD 10/01/2024 4.791% 09/01/2029
3137HH6C0 2,355,000.00 AA+ Aa1 10/8/2024 10/16/2024 2,402,069.39 4.34 9,402.34 2,396,725.892,389,261.14 FHMS K531 A2
DTD 12/01/2024 4.630% 10/01/2029
3137HHUN9 1,805,000.00 AA+ Aa1 12/3/2024 12/12/2024 1,813,198.31 4.53 6,964.29 1,828,327.821,811,186.79 FHMS K541 A2
DTD 06/01/2025 4.348% 02/01/2030
3137HLXV9 2,470,000.00 AA+ Aa1 6/4/2025 6/12/2025 2,469,911.08 4.35 8,949.63 2,479,408.232,469,928.96 FHMS K553 A2
DTD 01/01/2026 4.070% 12/01/2030
3137HPU50 1,945,000.00 AA+ Aa1 1/7/2026 1/15/2026 1,947,433.20 4.04 6,596.79 1,926,672.271,947,341.69 FHMS K555 A2
DTD 02/01/2026 4.050% 01/01/2031
3137HQ4U2 1,390,000.00 AA+ Aa1 2/4/2026 2/12/2026 1,385,314.31 4.13 4,691.25 1,375,263.221,385,432.78

ATTACHMENT B
74 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Agency CMBS
FHMS K557 A2
DTD 03/01/2026 3.936% 01/01/2031
3137HQSP7 2,290,000.00 AA+ Aa1 3/3/2026 3/12/2026 2,289,956.49 3.94 7,511.20 2,256,188.152,289,959.74 92,528,178.38 91,938,368.65 353,350.54 93,493,843.55Security Type Sub-Total 4.79 92,451,572.11 ABS
KCOT 2023-2A A3
DTD 07/26/2023 5.280% 01/18/2028
500945AC4 633,063.82 NR Aaa 7/18/2023 7/26/2023 632,903.90 5.29 1,485.59 636,960.96632,999.63 BAAT 2023-1A A3
DTD 07/31/2023 5.530% 02/15/2028
06428AAC2 596,613.45 NR Aaa 7/25/2023 7/31/2023 596,590.84 5.53 1,466.34 599,630.52596,604.12 HAROT 2023-3 A3
DTD 08/22/2023 5.410% 02/18/2028
43815QAC1 1,004,305.26 AAA NR 8/15/2023 8/22/2023 1,004,098.18 5.42 1,962.02 1,009,455.341,004,218.51 TAOT 2023-C A3
DTD 08/15/2023 5.160% 04/17/2028
89231FAD2 391,568.61 AAA NR 8/8/2023 8/15/2023 391,480.04 5.17 898.00 393,344.37391,529.85 USAOT 2023-A A3
DTD 09/15/2023 5.580% 05/15/2028
90291VAC4 988,328.76 AAA Aaa 9/7/2023 9/15/2023 988,155.80 5.58 2,451.06 993,539.23988,245.87 BAAT 2023-2A A3
DTD 11/21/2023 5.740% 06/15/2028
06054YAC1 1,515,950.62 NR Aaa 11/15/2023 11/21/2023 1,515,923.18 5.74 3,867.36 1,528,034.261,515,938.09 FITAT 2023-1 A3
DTD 08/23/2023 5.530% 08/15/2028
31680EAD3 1,310,936.11 AAA Aaa 8/15/2023 8/23/2023 1,310,854.83 5.53 3,221.99 1,319,821.631,310,897.37 TAOT 2023-D A3
DTD 11/14/2023 5.540% 08/15/2028
89239FAD4 538,449.30 AAA NR 11/7/2023 11/14/2023 538,391.26 5.54 1,325.78 543,463.34538,419.45 AMXCA 2023-3 A
DTD 09/19/2023 5.230% 09/15/2028
02582JKD1 3,460,000.00 AAA NR 9/12/2023 9/19/2023 3,459,845.34 5.23 8,042.58 3,480,036.863,459,920.43 CHAIT 2023-A1 A
DTD 09/15/2023 5.160% 09/15/2028
161571HT4 3,380,000.00 AAA NR 9/7/2023 9/15/2023 3,379,063.06 5.17 7,751.47 3,398,336.503,379,509.92 HART 2023-C A3
DTD 11/13/2023 5.540% 10/16/2028
44918CAD4 731,216.94 AAA NR 11/3/2023 11/13/2023 731,120.79 5.54 1,800.42 736,607.47731,165.05 BACCT 2023-A2 A2
DTD 12/14/2023 4.980% 11/15/2028
05522RDH8 1,520,000.00 NR Aaa 12/7/2023 12/14/2023 1,519,795.86 4.98 3,364.27 1,529,673.281,519,888.13 GMCAR 2024-1 A3
DTD 01/17/2024 4.850% 12/18/2028
36268GAD7 269,847.40 NR Aaa 1/9/2024 1/17/2024 269,793.14 4.85 545.32 270,893.33269,815.90 CHAIT 2024-A1 A
DTD 01/31/2024 4.600% 01/15/2029
161571HV9 3,825,000.00 AAA NR 1/24/2024 1/31/2024 3,824,417.45 4.60 7,820.00 3,842,331.083,824,660.24

ATTACHMENT B
75 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
ABS
KCOT 2025-1A A3
DTD 02/19/2025 4.670% 06/15/2029
50117FAC5 1,745,000.00 NR Aaa 2/11/2025 2/19/2025 1,744,940.15 4.67 3,621.84 1,757,954.881,744,958.51 HART 2025-A A3
DTD 03/12/2025 4.320% 10/15/2029
44935CAD3 2,870,000.00 AAA NR 3/4/2025 3/12/2025 2,869,576.67 4.32 5,510.40 2,876,710.062,869,670.93 HART 2025-B A3
DTD 06/11/2025 4.360% 12/17/2029
44935XAD7 1,125,000.00 AAA NR 6/3/2025 6/11/2025 1,124,898.41 4.36 2,180.00 1,129,244.631,124,915.34 USAOT 2025-A A3
DTD 10/09/2025 3.950% 12/17/2029
90327HAC3 1,095,000.00 AAA Aaa 10/2/2025 10/9/2025 1,094,903.86 3.95 1,922.33 1,092,569.101,094,916.97 HAROT 2025-3 A3
DTD 08/12/2025 4.040% 02/21/2030
43813QAD1 2,725,000.00 AAA Aaa 8/5/2025 8/12/2025 2,724,943.05 4.04 3,058.06 2,717,329.132,724,951.04 ALLYA 2025-1 A3
DTD 10/16/2025 3.960% 03/15/2030
02008KAC7 970,000.00 AAA NR 10/7/2025 10/16/2025 969,861.48 3.96 1,707.20 968,966.95969,875.90 TAOT 2025-C A3
DTD 07/30/2025 4.110% 03/15/2030
89238VAD0 1,930,000.00 AAA Aaa 7/22/2025 7/30/2025 1,929,796.58 4.11 3,525.47 1,931,999.481,929,824.14 HART 2025-C A3
DTD 09/17/2025 3.880% 04/15/2030
44935JAD8 2,305,000.00 AAA NR 9/9/2025 9/17/2025 2,304,623.82 3.88 3,974.84 2,292,937.932,304,673.07 HAROT 2025-4 A3
DTD 11/12/2025 3.980% 06/17/2030
43814XAD5 2,020,000.00 AAA NR 11/5/2025 11/12/2025 2,019,608.93 3.98 3,573.16 2,009,532.362,019,640.32 TAOT 2025-D A3
DTD 10/23/2025 3.840% 06/17/2030
89231GAD0 2,495,000.00 AAA NR 10/15/2025 10/23/2025 2,494,713.08 3.84 4,258.13 2,476,948.682,494,738.47 CHAOT 2025-1A A3
DTD 07/30/2025 4.290% 06/25/2030
16145NAC5 1,300,000.00 NR Aaa 7/23/2025 7/30/2025 1,299,872.99 4.29 929.50 1,302,678.001,299,889.47 CHAIT 2025-A1 A
DTD 07/25/2025 4.160% 07/15/2030
161571HZ0 3,765,000.00 AAA NR 7/18/2025 7/25/2025 3,764,924.32 4.16 6,961.07 3,774,578.163,764,940.93 COPAR 2025-1 A3
DTD 11/05/2025 3.850% 07/15/2030
14043YAD7 1,080,000.00 AAA NR 10/28/2025 11/5/2025 1,079,771.26 3.85 1,848.00 1,074,476.881,079,791.11 AMXCA 2025-4 A
DTD 07/22/2025 4.300% 07/15/2030
02582JKV1 2,675,000.00 AAA NR 7/15/2025 7/22/2025 2,674,614.53 4.30 5,112.22 2,686,786.052,674,665.31 COMET 2025-A1 A
DTD 09/16/2025 3.820% 09/15/2030
14041NGF2 2,895,000.00 AAA NR 9/9/2025 9/16/2025 2,894,451.11 3.82 4,915.07 2,877,502.622,894,514.46 HART 2025-D A3
DTD 11/12/2025 3.990% 09/16/2030
44891XAD9 2,095,000.00 AAA NR 11/5/2025 11/12/2025 2,094,822.76 3.99 3,715.13 2,089,831.642,094,837.68 TAOT 2026-A A3
DTD 01/21/2026 3.860% 09/16/2030
89240KAD0 1,195,000.00 AAA Aaa 1/13/2026 1/21/2026 1,194,898.19 3.86 2,050.09 1,187,090.301,194,902.26

ATTACHMENT B
76 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Holdings
Security Type/Description
Dated Date/Coupon/Maturity CUSIP Par
S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
ABS
HAROT 2026-1 A3
DTD 02/18/2026 3.780% 09/23/2030
43815CAD0 1,195,000.00 NR Aaa 2/10/2026 2/18/2026 1,194,809.64 3.78 1,254.75 1,185,094.651,194,818.14 FORDO 2026-A A3
DTD 03/24/2026 4.050% 10/15/2030
34532WAD7 2,000,000.00 AAA Aaa 3/17/2026 3/24/2026 1,999,617.80 4.05 1,575.00 1,993,594.001,999,627.46 CHAOT 2025-2A A3
DTD 10/29/2025 3.860% 10/25/2030
16144MAD6 1,535,000.00 NR Aaa 10/17/2025 10/29/2025 1,534,939.21 3.86 987.52 1,526,575.921,534,948.66 HART 2026-A A3
DTD 02/18/2026 3.790% 02/18/2031
448981AD2 795,000.00 AAA NR 2/10/2026 2/18/2026 794,946.34 3.79 1,339.13 788,279.87794,950.48 VZMT 2026-1 A1A
DTD 03/13/2026 3.940% 02/20/2031
92348KFC2 4,260,000.00 NR Aaa 3/5/2026 3/13/2026 4,259,407.01 3.94 8,392.20 4,239,053.584,259,413.97 64,235,280.27 64,227,374.86 118,413.31 64,261,863.04Security Type Sub-Total 4.41 64,229,277.18 489,827,958.65 482,572,137.06 3,220,954.06 486,169,538.74Managed Account Sub Total Securities Sub Total
Accrued Interest
$489,827,958.65 $482,572,137.06 $3,220,954.06 $486,169,538.74 $3,220,954.06
485,763,995.88
$485,763,995.88

4.29 4.29%
Total Investments $489,390,492.80

ATTACHMENT B
77 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description
BUY
1/2/2026 1/5/2026 5,000,000.00 91282CPR6 US TREASURY N/B 3.62% 12/31/2030 4,978,089.39 3.73% 1/5/2026 1/8/2026 500,000.00 14913UBH2 CATERPILLAR FINL SERVICE 4.15% 1/8/2031 499,820.00 4.16% 1/6/2026 1/13/2026 2,025,000.00 89158TAA7 TOTALENERGI CAP USA LLC (CALLABLE) 4.24% 1/13/2031 2,025,000.00 4.25% 1/7/2026 1/13/2026 2,775,000.00 89158TAA7 TOTALENERGI CAP USA LLC (CALLABLE) 4.24% 1/13/2031 2,782,631.25 4.19% 1/7/2026 1/15/2026 1,945,000.00 3137HPU50 FHMS K553 A2 4.07% 12/1/2030 1,950,511.70 4.04% 1/9/2026 1/9/2026 1,950,000.00 912797RJ8 TREASURY BILL 0.00% 1/15/2026 1,948,859.75 3.51% 1/13/2026 1/21/2026 1,195,000.00 89240KAD0 TAOT 2026-A A3 3.86% 9/16/2030 1,194,898.19 3.86% 1/21/2026 1/22/2026 6,070,000.00 91282CND9 US TREASURY N/B 3.75% 5/15/2028 6,131,015.71 3.61% 1/21/2026 1/22/2026 590,000.00 9128285M8 US TREASURY N/B 3.12% 11/15/2028 585,396.99 3.64% 2/4/2026 2/5/2026 6,300,000.00 91282CPW5 US TREASURY N/B 3.75% 1/31/2031 6,283,821.71 3.82% 2/4/2026 2/5/2026 2,800,000.00 61776NU43 MORGAN STANLEY PVT BANK (CALLABLE) 4.21% 2/8/2030 2,801,963.03 4.20% 2/4/2026 2/12/2026 1,390,000.00 3137HQ4U2 FHMS K555 A2 4.05% 1/1/2031 1,387,034.44 4.13% 2/5/2026 2/10/2026 4,395,000.00 91282CPW5 US TREASURY N/B 3.75% 1/31/2031 4,399,381.15 3.75% 2/9/2026 2/13/2026 700,000.00 02079KBJ5 ALPHABET INC (CALLABLE) 3.70% 2/15/2029 697,459.00 3.83% 2/10/2026 2/13/2026 4,505,000.00 02079KBJ5 ALPHABET INC (CALLABLE) 3.70% 2/15/2029 4,500,404.90 3.74% 2/10/2026 2/13/2026 750,000.00 02079KBJ5 ALPHABET INC (CALLABLE) 3.70% 2/15/2029 749,257.50 3.74% 2/10/2026 2/13/2026 750,000.00 02079KBJ5 ALPHABET INC (CALLABLE) 3.70% 2/15/2029 749,197.50 3.74%

ATTACHMENT B
78 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description
BUY
2/10/2026 2/18/2026 795,000.00 448981AD2 HART 2026-A A3 3.79% 2/18/2031 794,946.34 3.79% 2/10/2026 2/18/2026 1,195,000.00 43815CAD0 HAROT 2026-1 A3 3.78% 9/23/2030 1,194,809.64 3.78% 2/18/2026 2/24/2026 3,210,000.00 14913UBJ8 CATERPILLAR FINL SERVICE 3.75% 2/23/2029 3,205,762.80 3.80% 3/3/2026 3/12/2026 2,290,000.00 3137HQSP7 FHMS K557 A2 3.93% 1/1/2031 2,292,710.60 3.94% 3/5/2026 3/13/2026 4,260,000.00 92348KFC2 VZMT 2026-1 A1A 3.94% 2/20/2031 4,259,407.01 3.94% 3/11/2026 3/13/2026 3,665,000.00 79466LAR5 SALESFORCE INC (CALLABLE) 4.65% 3/15/2029 3,664,193.70 4.66% 3/13/2026 3/16/2026 5,000,000.00 91282CQD6 US TREASURY N/B 3.50% 2/28/2031 4,925,577.45 3.87% 3/13/2026 3/16/2026 2,400,000.00 91282CPZ8 US TREASURY N/B 4.12% 2/15/2036 2,377,649.69 4.28% 3/16/2026 3/17/2026 2,040,000.00 06051GHZ5 BANK OF AMERICA CORP (CALLABLE) 2.49% 2/13/2031 1,895,746.16 4.16% 3/17/2026 3/18/2026 3,130,000.00 46647PEJ1 JPMORGAN CHASE & CO (CALLABLE) 4.99% 7/22/2030 3,213,320.60 4.51% 3/17/2026 3/24/2026 2,000,000.00 34532WAD7 FORDO 2026-A A3 4.05% 10/15/2030 1,999,617.80 4.05% 3/18/2026 3/18/2026 1,270,000.00 912797TA5 TREASURY BILL 0.00% 3/24/2026 1,269,243.02 3.58% 3/19/2026 3/20/2026 6,750,000.00 91282CMZ1 US TREASURY N/B 3.87% 4/30/2030 6,856,957.55 3.85% 3/23/2026 3/27/2026 1,145,000.00 249672AA4 DEPOSITORY TRUST COMPANY (CALLABLE) 4.55% 3/27/2031 1,144,038.20 4.57% Total BUY 82,790,000.00 82,758,722.77 0.00

INTEREST
1/1/2026 1/25/2026 3137HC2C5 FHMS K517 A2 5.35% 1/1/2029 16,779.00

ATTACHMENT B
79 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
1/1/2026 1/25/2026 3137HBFY5 FHMS K513 A2 4.72% 12/1/2028 9,861.35 1/1/2026 1/25/2026 3137HBCF9 FHMS K512 A2 5.00% 11/1/2028 17,106.64 1/1/2026 1/25/2026 3137HCKV3 FHMS K520 A2 5.18% 3/1/2029 10,273.67 1/1/2026 1/25/2026 3137HACX2 FHMS K505 A2 4.81% 6/1/2028 16,866.50 1/1/2026 1/25/2026 3137HBLV4 FHMS K514 A2 4.57% 12/1/2028 9,505.95 1/1/2026 1/25/2026 3137BTUM1 FHMS K061 A2 3.34% 11/1/2026 7,613.41 1/1/2026 1/25/2026 3137HDV56 FHMS K524 A2 4.72% 5/1/2029 14,671.33 1/1/2026 1/25/2026 3137HB3D4 FHMS K510 A2 5.06% 10/1/2028 7,075.48 1/1/2026 1/25/2026 3137HAD45 FHMS KJ46 A1 4.77% 6/1/2028 13,307.85 1/1/2026 1/25/2026 3137HAMR4 FHMS K507 A1 4.80% 4/1/2028 14,557.92 1/1/2026 1/25/2026 3137HAMG8 FHMS K506 A1 4.65% 5/1/2028 7,931.99 1/1/2026 1/25/2026 3137HAMS2 FHMS K507 A2 4.80% 9/1/2028 16,800.00 1/1/2026 1/25/2026 3137HAST4 FHMS K509 A2 4.85% 9/1/2028 13,357.71 1/1/2026 1/25/2026 3137HAMN3 FHMS KJ47 A1 5.27% 8/1/2028 5,195.24 1/1/2026 1/25/2026 3137F2LJ3 FHMS K066 A2 3.11% 6/1/2027 10,238.46 1/1/2026 1/25/2026 3137F1G44 FHMS K065 A2 3.24% 4/1/2027 6,864.35 1/1/2026 1/25/2026 3137HAQ74 FHMS K508 A2 4.74% 8/1/2028 16,985.00

ATTACHMENT B
80 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
1/1/2026 1/25/2026 3137HBPD0 FHMS K515 A2 5.40% 1/1/2029 18,900.00 1/1/2026 1/25/2026 3137HBPM0 FHMS K516 A2 5.47% 1/1/2029 19,169.50 1/1/2026 1/25/2026 3137HHUN9 FHMS K531 A2 4.63% 10/1/2029 6,964.29 1/1/2026 1/25/2026 3137HLXV9 FHMS K541 A2 4.34% 2/1/2030 8,949.63 1/1/2026 1/25/2026 3137HDJJ0 FHMS K522 A2 4.80% 5/1/2029 17,153.57 1/1/2026 1/25/2026 3137HC2L5 FHMS K518 A2 5.40% 1/1/2029 13,680.00 1/1/2026 1/25/2026 3137HH6C0 FHMS K529 A2 4.79% 9/1/2029 9,402.34 1/1/2026 1/25/2026 3137HB3G7 FHMS K511 A2 4.86% 10/1/2028 9,882.00 1/1/2026 1/25/2026 3137BXQY1 FHMS K064 A2 3.22% 3/1/2027 12,029.96 1/1/2026 1/25/2026 3136BQDE6 FNA 2023-M6 A2 4.19% 7/1/2028 14,136.10 1/1/2026 1/25/2026 3137HAMH6 FHMS K506 A2 4.65% 8/1/2028 16,275.00 1/1/2026 1/1/2026 646140DP5 NJ TPK AUTH -B-TXBL 1.04% 1/1/2026 13.09 1/2/2026 1/2/2026 MONEY0002 MONEY MARKET FUND 0.00% 5,389.89 1/14/2026 1/14/2026 24422EXB0 JOHN DEERE CAPITAL CORP 4.95% 7/14/2028 84,645.00 1/15/2026 1/15/2026 02582JKD1 AMXCA 2023-3 A 5.23% 9/15/2028 15,079.83 1/15/2026 1/15/2026 89231FAD2 TAOT 2023-C A3 5.16% 4/17/2028 2,230.57 1/15/2026 1/15/2026 161571HT4 CHAIT 2023-A1 A 5.16% 9/15/2028 14,534.00

ATTACHMENT B
81 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
1/15/2026 1/15/2026 89238VAD0 TAOT 2025-C A3 4.11% 3/15/2030 6,610.25 1/15/2026 1/15/2026 44935XAD7 HART 2025-B A3 4.36% 12/17/2029 4,087.50 1/15/2026 1/15/2026 44918CAD4 HART 2023-C A3 5.54% 10/16/2028 4,276.82 1/15/2026 1/15/2026 44891XAD9 HART 2025-D A3 3.99% 9/16/2030 6,965.88 1/15/2026 1/15/2026 05522RDH8 BACCT 2023-A2 A2 4.98% 11/15/2028 6,308.00 1/15/2026 1/15/2026 02008KAC7 ALLYA 2025-1 A3 3.96% 3/15/2030 3,201.00 1/15/2026 1/15/2026 44935JAD8 HART 2025-C A3 3.88% 4/15/2030 7,452.83 1/15/2026 1/15/2026 14041NGF2 COMET 2025-A1 A 3.82% 9/15/2030 9,215.75 1/15/2026 1/15/2026 500945AC4 KCOT 2023-2A A3 5.28% 1/18/2028 3,659.11 1/15/2026 1/15/2026 87612EBM7 TARGET CORP (CALLABLE) 1.95% 1/15/2027 20,865.00 1/15/2026 1/15/2026 44935CAD3 HART 2025-A A3 4.32% 10/15/2029 10,332.00 1/15/2026 1/15/2026 06054YAC1 BAAT 2023-2A A3 5.74% 6/15/2028 9,548.52 1/15/2026 1/15/2026 02582JKV1 AMXCA 2025-4 A 4.30% 7/15/2030 9,585.42 1/15/2026 1/15/2026 43814XAD5 HAROT 2025-4 A3 3.98% 6/17/2030 6,699.67 1/15/2026 1/15/2026 90291VAC4 USAOT 2023-A A3 5.58% 5/15/2028 6,799.94 1/15/2026 1/15/2026 06428AAC2 BAAT 2023-1A A3 5.53% 2/15/2028 3,824.06 1/15/2026 1/15/2026 161571HV9 CHAIT 2024-A1 A 4.60% 1/15/2029 14,662.50

ATTACHMENT B
82 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
1/15/2026 1/15/2026 89239FAD4 TAOT 2023-D A3 5.54% 8/15/2028 3,070.46 1/15/2026 1/15/2026 50117FAC5 KCOT 2025-1A A3 4.67% 6/15/2029 6,790.96 1/15/2026 1/15/2026 14043YAD7 COPAR 2025-1 A3 3.85% 7/15/2030 3,465.00 1/15/2026 1/15/2026 161571HZ0 CHAIT 2025-A1 A 4.16% 7/15/2030 13,052.00 1/15/2026 1/15/2026 31680EAD3 FITAT 2023-1 A3 5.53% 8/15/2028 7,915.39 1/15/2026 1/15/2026 90327HAC3 USAOT 2025-A A3 3.95% 12/17/2029 3,604.38 1/15/2026 1/15/2026 89231GAD0 TAOT 2025-D A3 3.84% 6/17/2030 7,984.00 1/16/2026 1/16/2026 36268GAD7 GMCAR 2024-1 A3 4.85% 12/18/2028 1,373.68 1/17/2026 1/17/2026 21684LGS5 COOPERAT RABOBANK UA/NY 5.08% 7/17/2026 106,680.00 1/17/2026 1/17/2026 713448FX1 PEPSICO INC (CALLABLE) 4.50% 7/17/2029 48,600.00 1/18/2026 1/18/2026 43815QAC1 HAROT 2023-3 A3 5.41% 2/18/2028 6,265.30 1/21/2026 1/21/2026 43813QAD1 HAROT 2025-3 A3 4.04% 2/21/2030 9,174.17 1/24/2026 1/24/2026 06051GMK2 BANK OF AMERICA CORP (CALLABLE) 4.97% 1/24/2029 46,429.18 1/25/2026 1/25/2026 16145NAC5 CHAOT 2025-1A A3 4.29% 6/25/2030 4,647.50 1/25/2026 1/25/2026 16144MAD6 CHAOT 2025-2A A3 3.86% 10/25/2030 4,937.58 1/31/2026 1/31/2026 91282CNN7 US TREASURY N/B 3.87% 7/31/2030 16,468.75 1/31/2026 1/31/2026 91282CFB2 US TREASURY N/B 2.75% 7/31/2027 68,750.00

ATTACHMENT B
83 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
1/31/2026 1/31/2026 91282CJX0 US TREASURY N/B 4.00% 1/31/2031 27,000.00 1/31/2026 1/31/2026 91282CMG3 US TREASURY N/B 4.25% 1/31/2030 9,987.50 1/31/2026 1/31/2026 91282CLD1 US TREASURY N/B 4.12% 7/31/2031 15,056.25 1/31/2026 1/31/2026 91282CMK4 US TREASURY N/B 4.37% 1/31/2032 74,375.00 1/31/2026 1/31/2026 91282CLC3 US TREASURY N/B 4.00% 7/31/2029 121,500.00 1/31/2026 1/31/2026 91282CBJ9 US TREASURY N/B 0.75% 1/31/2028 9,618.75 1/31/2026 1/31/2026 9128286A3 US TREASURY N/B 2.62% 1/31/2026 98.44 2/1/2026 2/25/2026 3137HBPD0 FHMS K515 A2 5.40% 1/1/2029 18,900.00 2/1/2026 2/25/2026 3137HCKV3 FHMS K520 A2 5.18% 3/1/2029 10,273.67 2/1/2026 2/25/2026 3137BTUM1 FHMS K061 A2 3.34% 11/1/2026 7,597.32 2/1/2026 2/25/2026 3137HC2C5 FHMS K517 A2 5.35% 1/1/2029 16,779.00 2/1/2026 2/25/2026 3137HH6C0 FHMS K529 A2 4.79% 9/1/2029 9,402.34 2/1/2026 2/25/2026 3136BQDE6 FNA 2023-M6 A2 4.19% 7/1/2028 14,134.74 2/1/2026 2/25/2026 3137HPU50 FHMS K553 A2 4.07% 12/1/2030 6,596.79 2/1/2026 2/25/2026 3137HAMH6 FHMS K506 A2 4.65% 8/1/2028 16,275.00 2/1/2026 2/25/2026 3137HAMS2 FHMS K507 A2 4.80% 9/1/2028 16,800.00 2/1/2026 2/25/2026 3137HBCF9 FHMS K512 A2 5.00% 11/1/2028 8,506.08

ATTACHMENT B
84 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
2/1/2026 2/25/2026 3137F2LJ3 FHMS K066 A2 3.11% 6/1/2027 10,238.46 2/1/2026 2/25/2026 3137HBPM0 FHMS K516 A2 5.47% 1/1/2029 19,169.50 2/1/2026 2/25/2026 3137HDV56 FHMS K524 A2 4.72% 5/1/2029 14,671.33 2/1/2026 2/25/2026 3137F1G44 FHMS K065 A2 3.24% 4/1/2027 6,864.35 2/1/2026 2/25/2026 3137HAQ74 FHMS K508 A2 4.74% 8/1/2028 16,985.00 2/1/2026 2/25/2026 3137HAMR4 FHMS K507 A1 4.80% 4/1/2028 14,460.19 2/1/2026 2/25/2026 3137HAMG8 FHMS K506 A1 4.65% 5/1/2028 7,922.75 2/1/2026 2/25/2026 3137HDJJ0 FHMS K522 A2 4.80% 5/1/2029 17,151.66 2/1/2026 2/25/2026 3137HB3G7 FHMS K511 A2 4.86% 10/1/2028 9,882.00 2/1/2026 2/25/2026 3137HBLV4 FHMS K514 A2 4.57% 12/1/2028 9,505.95 2/1/2026 2/25/2026 3137HAD45 FHMS KJ46 A1 4.77% 6/1/2028 13,292.43 2/1/2026 2/25/2026 3137HAMN3 FHMS KJ47 A1 5.27% 8/1/2028 5,174.20 2/1/2026 2/25/2026 3137HC2L5 FHMS K518 A2 5.40% 1/1/2029 13,680.00 2/1/2026 2/25/2026 3137HACX2 FHMS K505 A2 4.81% 6/1/2028 16,866.50 2/1/2026 2/25/2026 3137HAST4 FHMS K509 A2 4.85% 9/1/2028 13,357.71 2/1/2026 2/25/2026 3137HLXV9 FHMS K541 A2 4.34% 2/1/2030 8,949.63 2/1/2026 2/25/2026 3137HB3D4 FHMS K510 A2 5.06% 10/1/2028 7,075.48

ATTACHMENT B
85 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
2/1/2026 2/25/2026 3137BXQY1 FHMS K064 A2 3.22% 3/1/2027 12,029.96 2/1/2026 2/25/2026 3137HBFY5 FHMS K513 A2 4.72% 12/1/2028 9,861.35 2/1/2026 2/25/2026 3137HHUN9 FHMS K531 A2 4.63% 10/1/2029 6,964.29 2/2/2026 2/2/2026 MONEY0002 MONEY MARKET FUND 0.00% 3,336.85 2/3/2026 2/3/2026 89788MAC6 TRUIST FINANCIAL CORP (CALLABLE) 1.12% 8/3/2027 14,175.00 2/6/2026 2/6/2026 594918BY9 MICROSOFT CORP (CALLABLE) 3.30% 2/6/2027 38,362.50 2/7/2026 2/7/2026 713448GB8 PEPSICO INC (CALLABLE) 4.60% 2/7/2030 18,515.00 2/9/2026 2/9/2026 89236TMK8 TOYOTA MOTOR CREDIT CORP 4.55% 8/9/2029 47,775.00 2/10/2026 2/10/2026 69371RS56 PACCAR FINANCIAL CORP 5.05% 8/10/2026 95,950.00 2/14/2026 2/14/2026 532457CQ9 ELI LILLY & CO (CALLABLE) 4.20% 8/14/2029 70,350.00 2/15/2026 2/15/2026 91282CMM0 US TREASURY N/B 4.62% 2/15/2035 100,593.75 2/15/2026 2/15/2026 06428AAC2 BAAT 2023-1A A3 5.53% 2/15/2028 3,437.79 2/15/2026 2/15/2026 91282CFF3 US TREASURY N/B 2.75% 8/15/2032 30,181.25 2/15/2026 2/15/2026 89231FAD2 TAOT 2023-C A3 5.16% 4/17/2028 2,034.70 2/15/2026 2/15/2026 44935XAD7 HART 2025-B A3 4.36% 12/17/2029 4,087.50 2/15/2026 2/15/2026 500945AC4 KCOT 2023-2A A3 5.28% 1/18/2028 3,353.51 2/15/2026 2/15/2026 06054YAC1 BAAT 2023-2A A3 5.74% 6/15/2028 8,706.04

ATTACHMENT B
86 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
2/15/2026 2/15/2026 912828Z94 US TREASURY N/B 1.50% 2/15/2030 4,068.75 2/15/2026 2/15/2026 90291VAC4 USAOT 2023-A A3 5.58% 5/15/2028 6,007.52 2/15/2026 2/15/2026 912810FJ2 US TREASURY N/B 6.12% 8/15/2029 54,359.38 2/15/2026 2/15/2026 31680EAD3 FITAT 2023-1 A3 5.53% 8/15/2028 7,256.35 2/15/2026 2/15/2026 02582JKD1 AMXCA 2023-3 A 5.23% 9/15/2028 15,079.83 2/15/2026 2/15/2026 05522RDH8 BACCT 2023-A2 A2 4.98% 11/15/2028 6,308.00 2/15/2026 2/15/2026 91282CLF6 US TREASURY N/B 3.87% 8/15/2034 163,718.75 2/15/2026 2/15/2026 44891XAD9 HART 2025-D A3 3.99% 9/16/2030 6,965.88 2/15/2026 2/15/2026 91282CGM7 US TREASURY N/B 3.50% 2/15/2033 36,137.50 2/15/2026 2/15/2026 89240KAD0 TAOT 2026-A A3 3.86% 9/16/2030 3,075.13 2/15/2026 2/15/2026 02582JKV1 AMXCA 2025-4 A 4.30% 7/15/2030 9,585.42 2/15/2026 2/15/2026 43814XAD5 HAROT 2025-4 A3 3.98% 6/17/2030 6,699.67 2/15/2026 2/15/2026 44918CAD4 HART 2023-C A3 5.54% 10/16/2028 3,970.77 2/15/2026 2/15/2026 44935JAD8 HART 2025-C A3 3.88% 4/15/2030 7,452.83 2/15/2026 2/15/2026 14043YAD7 COPAR 2025-1 A3 3.85% 7/15/2030 3,465.00 2/15/2026 2/15/2026 91282CAE1 US TREASURY N/B 0.62% 8/15/2030 17,726.56 2/15/2026 2/15/2026 91282CDY4 US TREASURY N/B 1.87% 2/15/2032 22,171.88

ATTACHMENT B
87 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
2/15/2026 2/15/2026 91282CHT1 US TREASURY N/B 3.87% 8/15/2033 46,209.38 2/15/2026 2/15/2026 91282CNT4 US TREASURY N/B 4.25% 8/15/2035 53,125.00 2/15/2026 2/15/2026 89231GAD0 TAOT 2025-D A3 3.84% 6/17/2030 7,984.00 2/15/2026 2/15/2026 44935CAD3 HART 2025-A A3 4.32% 10/15/2029 10,332.00 2/15/2026 2/15/2026 02008KAC7 ALLYA 2025-1 A3 3.96% 3/15/2030 3,201.00 2/15/2026 2/15/2026 161571HV9 CHAIT 2024-A1 A 4.60% 1/15/2029 14,662.50 2/15/2026 2/15/2026 89239FAD4 TAOT 2023-D A3 5.54% 8/15/2028 2,863.11 2/15/2026 2/15/2026 50117FAC5 KCOT 2025-1A A3 4.67% 6/15/2029 6,790.96 2/15/2026 2/15/2026 90327HAC3 USAOT 2025-A A3 3.95% 12/17/2029 3,604.38 2/15/2026 2/15/2026 9128282R0 US TREASURY N/B 2.25% 8/15/2027 30,712.50 2/15/2026 2/15/2026 161571HZ0 CHAIT 2025-A1 A 4.16% 7/15/2030 13,052.00 2/15/2026 2/15/2026 91282CCS8 US TREASURY N/B 1.25% 8/15/2031 18,921.88 2/15/2026 2/15/2026 912828YB0 US TREASURY N/B 1.62% 8/15/2029 4,225.00 2/15/2026 2/15/2026 91282CJZ5 US TREASURY N/B 4.00% 2/15/2034 77,600.00 2/15/2026 2/15/2026 161571HT4 CHAIT 2023-A1 A 5.16% 9/15/2028 14,534.00 2/15/2026 2/15/2026 91282CBL4 US TREASURY N/B 1.12% 2/15/2031 3,178.13 2/15/2026 2/15/2026 14041NGF2 COMET 2025-A1 A 3.82% 9/15/2030 9,215.75

ATTACHMENT B
88 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
2/15/2026 2/15/2026 89238VAD0 TAOT 2025-C A3 4.11% 3/15/2030 6,610.25 2/15/2026 2/15/2026 912810FP8 US TREASURY N/B 5.37% 2/15/2031 176,703.13 2/16/2026 2/16/2026 36268GAD7 GMCAR 2024-1 A3 4.85% 12/18/2028 1,269.86 2/18/2026 2/18/2026 43815QAC1 HAROT 2023-3 A3 5.41% 2/18/2028 5,647.77 2/18/2026 2/18/2026 06428CAA2 BANK OF AMERICA NA (CALLABLE) 5.52% 8/18/2026 52,082.55 2/21/2026 2/21/2026 43813QAD1 HAROT 2025-3 A3 4.04% 2/21/2030 9,174.17 2/24/2026 2/24/2026 17275RBX9 CISCO SYSTEMS INC (CALLABLE) 4.75% 2/24/2030 164,278.75 2/24/2026 2/24/2026 46647PCW4 JPMORGAN CHASE & CO (CALLABLE) 2.94% 2/24/2028 23,649.68 2/25/2026 2/25/2026 16144MAD6 CHAOT 2025-2A A3 3.86% 10/25/2030 4,937.58 2/25/2026 2/25/2026 63743HFZ0 NATIONAL RURAL UTIL COOP (CALLABLE) 4.15% 8/25/2028 36,312.50 2/25/2026 2/25/2026 16145NAC5 CHAOT 2025-1A A3 4.29% 6/25/2030 4,647.50 2/28/2026 2/28/2026 91282CNW7 US TREASURY N/B 3.87% 8/31/2032 48,437.50 2/28/2026 2/28/2026 91282CNX5 US TREASURY N/B 3.62% 8/31/2030 182,156.25 2/28/2026 2/28/2026 91282CGP0 US TREASURY N/B 4.00% 2/29/2028 16,700.00 2/28/2026 2/28/2026 91282CGQ8 US TREASURY N/B 4.00% 2/28/2030 37,500.00 2/28/2026 2/28/2026 91282CFH9 US TREASURY N/B 3.12% 8/31/2027 78,593.75 3/1/2026 3/25/2026 3137F2LJ3 FHMS K066 A2 3.11% 6/1/2027 10,238.46

ATTACHMENT B
89 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
3/1/2026 3/25/2026 3137F1G44 FHMS K065 A2 3.24% 4/1/2027 6,864.35 3/1/2026 3/25/2026 3137HAMR4 FHMS K507 A1 4.80% 4/1/2028 14,362.01 3/1/2026 3/25/2026 3137HACX2 FHMS K505 A2 4.81% 6/1/2028 16,866.50 3/1/2026 3/25/2026 3137HBLV4 FHMS K514 A2 4.57% 12/1/2028 9,505.95 3/1/2026 3/25/2026 3137BTUM1 FHMS K061 A2 3.34% 11/1/2026 7,581.18 3/1/2026 3/25/2026 3137HC2C5 FHMS K517 A2 5.35% 1/1/2029 16,779.00 3/1/2026 3/25/2026 3137HC2L5 FHMS K518 A2 5.40% 1/1/2029 13,680.00 3/1/2026 3/25/2026 3137HHUN9 FHMS K531 A2 4.63% 10/1/2029 6,964.29 3/1/2026 3/25/2026 3137HAQ74 FHMS K508 A2 4.74% 8/1/2028 16,985.00 3/1/2026 3/25/2026 3137HAMN3 FHMS KJ47 A1 5.27% 8/1/2028 5,150.98 3/1/2026 3/25/2026 3137HCKV3 FHMS K520 A2 5.18% 3/1/2029 10,273.67 3/1/2026 3/25/2026 3137HLXV9 FHMS K541 A2 4.34% 2/1/2030 8,949.63 3/1/2026 3/25/2026 3137HBPD0 FHMS K515 A2 5.40% 1/1/2029 18,900.00 3/1/2026 3/25/2026 3137HBFY5 FHMS K513 A2 4.72% 12/1/2028 9,861.35 3/1/2026 3/25/2026 3137HBPM0 FHMS K516 A2 5.47% 1/1/2029 19,169.50 3/1/2026 3/25/2026 3137HQ4U2 FHMS K555 A2 4.05% 1/1/2031 4,691.25 3/1/2026 3/25/2026 3137HAD45 FHMS KJ46 A1 4.77% 6/1/2028 13,276.93

ATTACHMENT B
90 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
3/1/2026 3/25/2026 3137BXQY1 FHMS K064 A2 3.22% 3/1/2027 12,029.96 3/1/2026 3/25/2026 3137HAMH6 FHMS K506 A2 4.65% 8/1/2028 16,275.00 3/1/2026 3/25/2026 3137HH6C0 FHMS K529 A2 4.79% 9/1/2029 9,402.34 3/1/2026 3/25/2026 3137HAST4 FHMS K509 A2 4.85% 9/1/2028 13,357.71 3/1/2026 3/25/2026 3137HB3G7 FHMS K511 A2 4.86% 10/1/2028 9,882.00 3/1/2026 3/25/2026 3137HPU50 FHMS K553 A2 4.07% 12/1/2030 6,596.79 3/1/2026 3/25/2026 3137HB3D4 FHMS K510 A2 5.06% 10/1/2028 7,075.48 3/1/2026 3/25/2026 3137HDV56 FHMS K524 A2 4.72% 5/1/2029 14,671.33 3/1/2026 3/25/2026 3136BQDE6 FNA 2023-M6 A2 4.19% 7/1/2028 13,583.11 3/1/2026 3/25/2026 3137HBCF9 FHMS K512 A2 5.00% 11/1/2028 8,505.09 3/1/2026 3/25/2026 3137HAMS2 FHMS K507 A2 4.80% 9/1/2028 16,800.00 3/1/2026 3/25/2026 3137HAMG8 FHMS K506 A1 4.65% 5/1/2028 7,913.47 3/2/2026 3/2/2026 MONEY0002 MONEY MARKET FUND 0.00% 3,032.76 3/10/2026 3/10/2026 3130AT4C8 FEDERAL HOME LOAN BANK 3.37% 9/10/2032 14,765.63 3/11/2026 3/11/2026 89236TLB9 TOYOTA MOTOR CREDIT CORP 5.25% 9/11/2028 36,750.00 3/14/2026 3/14/2026 09290DAA9 BLACKROCK FUNDING INC (CALLABLE) 4.70% 3/14/2029 108,217.50 3/14/2026 3/14/2026 437076BT8 HOME DEPOT INC (CALLABLE) 2.80% 9/14/2027 48,300.00

ATTACHMENT B
91 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
3/15/2026 3/15/2026 500945AC4 KCOT 2023-2A A3 5.28% 1/18/2028 3,063.05 3/15/2026 3/15/2026 89238VAD0 TAOT 2025-C A3 4.11% 3/15/2030 6,610.25 3/15/2026 3/15/2026 90291VAC4 USAOT 2023-A A3 5.58% 5/15/2028 5,267.21 3/15/2026 3/15/2026 31680EAD3 FITAT 2023-1 A3 5.53% 8/15/2028 6,634.29 3/15/2026 3/15/2026 44891XAD9 HART 2025-D A3 3.99% 9/16/2030 6,965.88 3/15/2026 3/15/2026 448981AD2 HART 2026-A A3 3.79% 2/18/2031 2,259.79 3/15/2026 3/15/2026 89239FAD4 TAOT 2023-D A3 5.54% 8/15/2028 2,668.26 3/15/2026 3/15/2026 44918CAD4 HART 2023-C A3 5.54% 10/16/2028 3,665.17 3/15/2026 3/15/2026 89231FAD2 TAOT 2023-C A3 5.16% 4/17/2028 1,853.02 3/15/2026 3/15/2026 89240KAD0 TAOT 2026-A A3 3.86% 9/16/2030 3,843.92 3/15/2026 3/15/2026 14043YAD7 COPAR 2025-1 A3 3.85% 7/15/2030 3,465.00 3/15/2026 3/15/2026 14041NGF2 COMET 2025-A1 A 3.82% 9/15/2030 9,215.75 3/15/2026 3/15/2026 44935JAD8 HART 2025-C A3 3.88% 4/15/2030 7,452.83 3/15/2026 3/15/2026 50117FAC5 KCOT 2025-1A A3 4.67% 6/15/2029 6,790.96 3/15/2026 3/15/2026 06428AAC2 BAAT 2023-1A A3 5.53% 2/15/2028 3,070.88 3/15/2026 3/15/2026 90327HAC3 USAOT 2025-A A3 3.95% 12/17/2029 3,604.38 3/15/2026 3/15/2026 161571HZ0 CHAIT 2025-A1 A 4.16% 7/15/2030 13,052.00

ATTACHMENT B
92 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
3/15/2026 3/15/2026 02582JKV1 AMXCA 2025-4 A 4.30% 7/15/2030 9,585.42 3/15/2026 3/15/2026 44935CAD3 HART 2025-A A3 4.32% 10/15/2029 10,332.00 3/15/2026 3/15/2026 02582JKD1 AMXCA 2023-3 A 5.23% 9/15/2028 15,079.83 3/15/2026 3/15/2026 05522RDH8 BACCT 2023-A2 A2 4.98% 11/15/2028 6,308.00 3/15/2026 3/15/2026 02008KAC7 ALLYA 2025-1 A3 3.96% 3/15/2030 3,201.00 3/15/2026 3/15/2026 44935XAD7 HART 2025-B A3 4.36% 12/17/2029 4,087.50 3/15/2026 3/15/2026 161571HV9 CHAIT 2024-A1 A 4.60% 1/15/2029 14,662.50 3/15/2026 3/15/2026 89231GAD0 TAOT 2025-D A3 3.84% 6/17/2030 7,984.00 3/15/2026 3/15/2026 43814XAD5 HAROT 2025-4 A3 3.98% 6/17/2030 6,699.67 3/15/2026 3/15/2026 161571HT4 CHAIT 2023-A1 A 5.16% 9/15/2028 14,534.00 3/15/2026 3/15/2026 06054YAC1 BAAT 2023-2A A3 5.74% 6/15/2028 7,950.17 3/16/2026 3/16/2026 36268GAD7 GMCAR 2024-1 A3 4.85% 12/18/2028 1,175.33 3/18/2026 3/18/2026 43815QAC1 HAROT 2023-3 A3 5.41% 2/18/2028 5,076.28 3/21/2026 3/21/2026 43815CAD0 HAROT 2026-1 A3 3.78% 9/23/2030 4,140.68 3/21/2026 3/21/2026 43813QAD1 HAROT 2025-3 A3 4.04% 2/21/2030 9,174.17 3/22/2026 3/22/2026 49177JAF9 KENVUE INC (CALLABLE) 5.05% 3/22/2028 63,125.00 3/25/2026 3/25/2026 16144MAD6 CHAOT 2025-2A A3 3.86% 10/25/2030 4,937.58

ATTACHMENT B
93 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

INTEREST
3/25/2026 3/25/2026 16145NAC5 CHAOT 2025-1A A3 4.29% 6/25/2030 4,647.50 3/29/2026 3/29/2026 17325FBB3 CITIBANK NA (CALLABLE) 5.80% 9/29/2028 180,908.53 3/31/2026 3/31/2026 91282CBS9 US TREASURY N/B 1.25% 3/31/2028 5,593.75 3/31/2026 3/31/2026 91282CMU2 US TREASURY N/B 4.00% 3/31/2030 146,600.00 3/31/2026 3/31/2026 91282CAL5 US TREASURY N/B 0.37% 9/30/2027 1,396.88 3/31/2026 3/31/2026 91282CCY5 US TREASURY N/B 1.25% 9/30/2028 3,281.25 3/31/2026 3/31/2026 91282CGT2 US TREASURY N/B 3.62% 3/31/2028 15,950.00 3/31/2026 3/31/2026 91282CKF7 US TREASURY N/B 4.12% 3/31/2031 78,787.50 Total INTEREST 0.00 4,849,513.18 0.00

MATURITY
1/1/2026 1/1/2026 2,500.00 646140DP5 NJ TPK AUTH -B-TXBL 1.04% 1/1/2026 2,500.00 1/15/2026 1/15/2026 1,950,000.00 912797RJ8 TREASURY BILL 0.00% 1/15/2026 1,950,000.00 1/31/2026 1/31/2026 7,500.00 9128286A3 US TREASURY N/B 2.62% 1/31/2026 7,500.00 3/24/2026 3/24/2026 1,270,000.00 912797TA5 TREASURY BILL 0.00% 3/24/2026 1,270,000.00 Total MATURITY 3,230,000.00 3,230,000.00 0.00

PAYDOWNS
1/1/2026 1/25/2026 475.61 3137HDJJ0 FHMS K522 A2 4.80% 5/1/2029 475.61

ATTACHMENT B
94 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

PAYDOWNS
1/1/2026 1/25/2026 4,787.98 3137HAMN3 FHMS KJ47 A1 5.27% 8/1/2028 4,787.99 0.02 1/1/2026 1/25/2026 2,383.35 3137HAMG8 FHMS K506 A1 4.65% 5/1/2028 2,383.35 19.32 1/1/2026 1/25/2026 24,431.84 3137HAMR4 FHMS K507 A1 4.80% 4/1/2028 24,431.83 209.55 1/1/2026 1/25/2026 390.51 3136BQDE6 FNA 2023-M6 A2 4.19% 7/1/2028 390.51 3.41 1/1/2026 1/25/2026 5,769.35 3137BTUM1 FHMS K061 A2 3.34% 11/1/2026 5,769.35 45.63 1/1/2026 1/25/2026 173,540.09 3137HBCF9 FHMS K512 A2 5.00% 11/1/2028 173,540.09 -1,002.00 1/1/2026 1/25/2026 3,872.97 3137HAD45 FHMS KJ46 A1 4.77% 6/1/2028 3,872.98 0.06 1/15/2026 1/15/2026 176,128.19 06054YAC1 BAAT 2023-2A A3 5.74% 6/15/2028 176,128.19 1.59 1/15/2026 1/15/2026 83,818.34 06428AAC2 BAAT 2023-1A A3 5.53% 2/15/2028 83,818.34 1.46 1/15/2026 1/15/2026 66,291.44 44918CAD4 HART 2023-C A3 5.54% 10/16/2028 66,291.44 5.07 1/15/2026 1/15/2026 45,552.08 89231FAD2 TAOT 2023-C A3 5.16% 4/17/2028 45,552.08 4.97 1/15/2026 1/15/2026 69,456.47 500945AC4 KCOT 2023-2A A3 5.28% 1/18/2028 69,456.47 7.87 1/15/2026 1/15/2026 143,011.44 31680EAD3 FITAT 2023-1 A3 5.53% 8/15/2028 143,011.44 4.60 1/15/2026 1/15/2026 170,411.21 90291VAC4 USAOT 2023-A A3 5.58% 5/15/2028 170,411.21 15.62 1/15/2026 1/15/2026 44,913.70 89239FAD4 TAOT 2023-D A3 5.54% 8/15/2028 44,913.70 2.70 1/16/2026 1/16/2026 25,687.35 36268GAD7 GMCAR 2024-1 A3 4.85% 12/18/2028 25,687.35 3.21 1/18/2026 1/18/2026 136,974.70 43815QAC1 HAROT 2023-3 A3 5.41% 2/18/2028 136,974.71 13.12

ATTACHMENT B
95 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

PAYDOWNS
2/1/2026 2/25/2026 5,286.53 3137HAMN3 FHMS KJ47 A1 5.27% 8/1/2028 5,286.53 0.01 2/1/2026 2/25/2026 3,894.08 3137HAD45 FHMS KJ46 A1 4.77% 6/1/2028 3,894.08 0.05 2/1/2026 2/25/2026 5,788.73 3137BTUM1 FHMS K061 A2 3.34% 11/1/2026 5,788.73 41.54 2/1/2026 2/25/2026 160,833.18 3136BQDE6 FNA 2023-M6 A2 4.19% 7/1/2028 160,833.18 1,358.75 2/1/2026 2/25/2026 2,394.50 3137HAMG8 FHMS K506 A1 4.65% 5/1/2028 2,394.50 18.78 2/1/2026 2/25/2026 24,545.97 3137HAMR4 FHMS K507 A1 4.80% 4/1/2028 24,545.97 203.45 2/1/2026 2/25/2026 238.31 3137HBCF9 FHMS K512 A2 5.00% 11/1/2028 238.31 -1.34 2/1/2026 2/25/2026 478.06 3137HDJJ0 FHMS K522 A2 4.80% 5/1/2029 478.06 2/15/2026 2/15/2026 79,619.02 06428AAC2 BAAT 2023-1A A3 5.53% 2/15/2028 79,619.03 1.34 2/15/2026 2/15/2026 66,196.31 44918CAD4 HART 2023-C A3 5.54% 10/16/2028 66,196.31 4.92 2/15/2026 2/15/2026 158,020.36 06054YAC1 BAAT 2023-2A A3 5.74% 6/15/2028 158,020.38 1.39 2/15/2026 2/15/2026 42,251.22 89231FAD2 TAOT 2023-C A3 5.16% 4/17/2028 42,251.22 4.44 2/15/2026 2/15/2026 42,203.84 89239FAD4 TAOT 2023-D A3 5.54% 8/15/2028 42,203.83 2.45 2/15/2026 2/15/2026 134,984.87 31680EAD3 FITAT 2023-1 A3 5.53% 8/15/2028 134,984.88 4.21 2/15/2026 2/15/2026 66,011.81 500945AC4 KCOT 2023-2A A3 5.28% 1/18/2028 66,011.80 7.16 2/15/2026 2/15/2026 159,207.16 90291VAC4 USAOT 2023-A A3 5.58% 5/15/2028 159,207.15 14.10 2/16/2026 2/16/2026 23,388.98 36268GAD7 GMCAR 2024-1 A3 4.85% 12/18/2028 23,388.98 2.85

ATTACHMENT B
96 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

PAYDOWNS
2/18/2026 2/18/2026 126,763.61 43815QAC1 HAROT 2023-3 A3 5.41% 2/18/2028 126,763.61 11.65 3/1/2026 3/25/2026 15,025.23 3137BTUM1 FHMS K061 A2 3.34% 11/1/2026 15,025.23 96.83 3/1/2026 3/25/2026 3,380.52 3137HAMG8 FHMS K506 A1 4.65% 5/1/2028 3,380.52 25.62 3/1/2026 3/25/2026 35,017.70 3137HAMR4 FHMS K507 A1 4.80% 4/1/2028 35,017.70 280.08 3/1/2026 3/25/2026 444.68 3136BQDE6 FNA 2023-M6 A2 4.19% 7/1/2028 444.68 3.63 3/1/2026 3/25/2026 41,552.96 3137F2LJ3 FHMS K066 A2 3.11% 6/1/2027 41,552.96 923.48 3/1/2026 3/25/2026 404.44 3137HBCF9 FHMS K512 A2 5.00% 11/1/2028 404.44 -2.21 3/1/2026 3/25/2026 6,323.10 3137HAD45 FHMS KJ46 A1 4.77% 6/1/2028 6,323.10 0.07 3/1/2026 3/25/2026 9,237.18 3137HAMN3 FHMS KJ47 A1 5.27% 8/1/2028 9,237.18 0.02 3/15/2026 3/15/2026 69,762.26 06428AAC2 BAAT 2023-1A A3 5.53% 2/15/2028 69,762.26 1.12 3/15/2026 3/15/2026 144,404.91 90291VAC4 USAOT 2023-A A3 5.58% 5/15/2028 144,404.91 12.35 3/15/2026 3/15/2026 39,365.45 89231FAD2 TAOT 2023-C A3 5.16% 4/17/2028 39,365.45 3.98 3/15/2026 3/15/2026 39,514.12 89239FAD4 TAOT 2023-D A3 5.54% 8/15/2028 39,514.12 2.23 3/15/2026 3/15/2026 146,106.44 06054YAC1 BAAT 2023-2A A3 5.74% 6/15/2028 146,106.44 1.23 3/15/2026 3/15/2026 128,693.32 31680EAD3 FITAT 2023-1 A3 5.53% 8/15/2028 128,693.32 3.87 3/15/2026 3/15/2026 63,084.80 500945AC4 KCOT 2023-2A A3 5.28% 1/18/2028 63,084.80 6.55 3/15/2026 3/15/2026 62,682.33 44918CAD4 HART 2023-C A3 5.54% 10/16/2028 62,682.33 4.52

ATTACHMENT B
97 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description

PAYDOWNS
3/16/2026 3/16/2026 20,956.81 36268GAD7 GMCAR 2024-1 A3 4.85% 12/18/2028 20,956.81 2.48 3/18/2026 3/18/2026 121,671.61 43815QAC1 HAROT 2023-3 A3 5.41% 2/18/2028 121,671.61 10.71 Total PAYDOWNS 3,227,631.02 3,227,631.05 2,388.51
SELL
1/2/2026 1/5/2026 4,840,000.00 912828ZN3 US TREASURY N/B 0.50% 4/30/2027 4,660,076.21 -43,466.35 1/5/2026 1/8/2026 480,000.00 91282CPR6 US TREASURY N/B 3.62% 12/31/2030 478,565.78 -83.45 1/6/2026 1/13/2026 2,020,000.00 91282CPR6 US TREASURY N/B 3.62% 12/31/2030 2,015,133.52 -212.01 1/6/2026 1/13/2026 15,000.00 91282CPR6 US TREASURY N/B 3.62% 12/31/2030 14,963.87 17.26 1/7/2026 1/9/2026 1,955,000.00 91282CPR6 US TREASURY N/B 3.62% 12/31/2030 1,950,958.02 3,719.51 1/7/2026 1/13/2026 2,785,000.00 91282CPR6 US TREASURY N/B 3.62% 12/31/2030 2,780,031.16 4,944.59 1/13/2026 1/14/2026 1,050,000.00 91282CBS9 US TREASURY N/B 1.25% 3/31/2028 1,003,208.84 -2,436.40 1/21/2026 1/22/2026 580,000.00 02079KAV9 ALPHABET INC (CALLABLE) 3.87% 11/15/2028 586,606.52 2,327.14 1/21/2026 1/22/2026 4,675,000.00 037833ET3 APPLE INC (CALLABLE) 4.00% 5/10/2028 4,741,899.25 30,381.45 1/21/2026 1/22/2026 1,370,000.00 037833ET3 APPLE INC (CALLABLE) 4.00% 5/10/2028 1,389,604.70 3,692.80 2/4/2026 2/5/2026 2,800,000.00 91282CLC3 US TREASURY N/B 4.00% 7/31/2029 2,829,218.84 13,692.68 2/4/2026 2/5/2026 4,215,000.00 912828ZV5 US TREASURY N/B 0.50% 6/30/2027 4,043,062.46 -27,167.74 2/5/2026 2/10/2026 2,142,380.33 3137HDJJ0 FHMS K522 A2 4.80% 5/1/2029 2,199,181.79 54,229.00

ATTACHMENT B
98 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description
SELL
2/5/2026 2/10/2026 2,142,380.40 3137HDJJ0 FHMS K522 A2 4.80% 5/1/2029 2,199,851.36 54,898.50 2/5/2026 2/9/2026 1,405,000.00 91282CEW7 US TREASURY N/B 3.25% 6/30/2027 1,405,600.07 4,715.96 2/10/2026 2/13/2026 1,000,000.00 912810FF0 US TREASURY N/B 5.25% 11/15/2028 1,057,349.37 14,368.44 2/10/2026 2/13/2026 3,275,000.00 91282CLC3 US TREASURY N/B 4.00% 7/31/2029 3,326,654.62 30,697.32 2/10/2026 2/13/2026 2,120,000.00 91282CFJ5 US TREASURY N/B 3.12% 8/31/2029 2,118,828.27 33,308.30 2/10/2026 2/13/2026 205,000.00 9128285M8 US TREASURY N/B 3.12% 11/15/2028 204,606.77 758.68 2/13/2026 2/18/2026 575,000.00 91282CEW7 US TREASURY N/B 3.25% 6/30/2027 576,069.56 2,222.71 2/20/2026 2/24/2026 800,000.00 912810FJ2 US TREASURY N/B 6.12% 8/15/2029 867,624.48 7,528.24 2/20/2026 2/24/2026 490,000.00 91282CEV9 US TREASURY N/B 3.25% 6/30/2029 488,208.60 10,335.36 2/20/2026 2/24/2026 960,000.00 91282CKT7 US TREASURY N/B 4.50% 5/31/2029 999,081.59 22,969.36 2/20/2026 2/24/2026 385,000.00 9128285M8 US TREASURY N/B 3.12% 11/15/2028 384,807.57 1,551.14 2/20/2026 2/24/2026 490,000.00 91282CES6 US TREASURY N/B 2.75% 5/31/2029 481,641.85 1,485.91 3/3/2026 3/6/2026 2,320,000.00 91282CEW7 US TREASURY N/B 3.25% 6/30/2027 2,324,476.17 5,317.91 3/6/2026 3/13/2026 510,000.00 91282CFU0 US TREASURY N/B 4.12% 10/31/2027 522,052.30 1,445.84 3/6/2026 3/13/2026 3,665,000.00 91282CFU0 US TREASURY N/B 4.12% 10/31/2027 3,751,611.09 9,482.50 3/11/2026 3/13/2026 3,555,000.00 91282CMD0 US TREASURY N/B 4.37% 12/31/2029 3,668,143.77 88,400.81 3/13/2026 3/16/2026 5,000,000.00 91282CFB2 US TREASURY N/B 2.75% 7/31/2027 4,950,306.46 -19,896.02

ATTACHMENT B
99 PFM Asset Management | pfmam.com

CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Portfolio Activity
Quarterly Portfolio Transactions
Trade
Da
te
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Amount ($)Coupon
Yield
at Market
Realized
G/L (BV)Security Description
SELL
3/16/2026 3/17/2026 1,885,000.00 06428CAA2 BANK OF AMERICA NA (CALLABLE) 5.52% 8/18/2026 1,901,383.48 7,992.40 3/17/2026 3/18/2026 3,150,000.00 48125LRU8 JP MORGAN CHASE BANK NA (CALLABLE) 5.11% 12/8/2026 3,212,982.50 18,270.00 3/17/2026 3/18/2026 1,250,000.00 91282CND9 US TREASURY N/B 3.75% 5/15/2028 1,267,880.27 -1,570.91 3/19/2026 3/20/2026 1,265,000.00 931142FN8 WALMART INC (CALLABLE) 4.35% 4/28/2030 1,299,760.09 14,884.89 3/19/2026 3/20/2026 5,416,000.00 931142FN8 WALMART INC (CALLABLE) 4.35% 4/28/2030 5,564,822.66 15,446.84 3/24/2026 3/27/2026 425,000.00 9128282R0 US TREASURY N/B 2.25% 8/15/2027 416,411.12 -3,456.97 Total SELL 71,215,760.73 71, 682,664.98 360,795.69

ATTACHMENT B
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CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Appendix
Important Disclosures
This material is for general information purposes only and is not intended to provide specific advice or a specific recommendation, as it was prepared without regard to any specific objectives or financial circumstances.

PFMAM professionals have exercised reasonable professional care in the preparation of this performance report. Information in this report is obtained from sources external to PFMAM and is generally believed to be reliable and available to the public; however, we cannot guarantee its accuracy, completeness or suitability. We rely on the client's custodian for security holdings and market values. Transaction dates reported by the custodian may differ from money manager statements.

While efforts are made to ensure the data contained herein is accurate and complete, we disclaim all responsibility for any errors that may occur. References to particular issuers are for illustrative purposes only and are not intended to be recommendations or advice regarding such issuers. Fixed income manager and index characteristics are gathered from external sources. When average credit quality is not available, it is estimated by taking the market value weights of individual credit tiers on the portion of the strategy rated by a NRSRO.

It is not possible to invest directly in an index. The index returns shown throughout this material do not represent the results of actual trading of investor assets.

Third-party providers maintain the indices shown and calculate the index levels and performance shown or discussed. Index returns do not reflect payment of any sales charges or fees an investor would pay to purchase the securities they represent. The imposition of these fees and charges would cause investment performance to be lower than the performance shown.

The views expressed within this material constitute the perspective and judgment of PFMAM at the time of distribution and are subject to change. Any forecast, projection, or prediction of the market, the economy, economic trends, and equity or fixed-income markets are based upon certain assumptions and current opinion as of the date of issue and are also subject to change. Some, but not all assumptions are noted in the report. Assumptions may or may not be proven correct as actual events occur, and results may depend on events outside of your or our control. Changes in assumptions may have a material effect on results. Opinions and data presented are not necessarily indicative of future events or expected performance.

PFM Asset Management serves clients in the public sector and is a division of U.S. Bancorp Asset Management, Inc., which is the legal entity providing investment advisory services. U.S. Bancorp Asset Management, Inc. is a registered investment adviser, a direct subsidiary of U.S. Bank N.A. and an indirect subsidiary of U.S.

Bancorp. U.S. Bank N.A. is not responsible for and does not guarantee the products, services, or performance of U.S. Bancorp Asset Management, Inc. The information contained is not an offer to purchase or sell any securities. Additional applicable regulatory information is available upon request.

For more information regarding PFMAM's services or entities, please visit www.pfmam.com.

Further distribution is not permitted without prior written consent.

ATTACHMENT B
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CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Appendix
Important Disclosures
Generally, PFMAM’s market prices are derived from closing bid prices as of the last business day of the month as supplied by ICE Data Services. There may be differences in the values shown for investments due to accrued but uncollected income and the use of differing valuation sources and methods. Non-negotiable FDIC-insured bank certificates of deposit are priced at par. Although PFMAM believes the prices to be reliable, the values of the securities may not represent the prices at which the securities could have been bought or sold. Explanation of the valuation methods for a registered investment company or local government investment program is contained in the appropriate fund offering documentation or information statement.

In accordance with generally accepted accounting principles, information is presented on a trade date basis; forward settling purchases are included in the monthly balances, and forward settling sales are excluded.

Performance is presented in accordance with the CFA Institute's Global Investment Performance Standards (GIPS). Unless otherwise noted, performance is shown gross of fees. Quarterly returns are presented on an unannualized basis. Returns for periods greater than one year are presented on an annualized basis. Past performance is not indicative of future returns.

ICE Bank of America Indices provided by Bloomberg Financial Markets.

Money market fund/cash balances are included in performance and duration computations.

Standard & Poor's is the source of the credit ratings. Distribution of credit rating is exclusive of money market fund/LGIP holdings.

Callable securities in the portfolio are included in the maturity distribution analysis to their stated maturity date, although, they may be called prior to maturity.

MBS maturities are represented by expected average life.

ATTACHMENT B
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CITY OF STOCKTON
For the Quarter Ended March 31, 2026
Appendix
Glossary
Accrued Interest: Interest that is due on a bond or other fixed income security since the last interest payment was made.

Agencies: Federal agency securities and/or Government-sponsored enterprises.

Amortized Cost: The original cost of the principal of the security is adjusted for the amount of the periodic reduction of any discount or premium from the purchase date until the date of the report. Discount or premium with respect to short-term securities (those with less than one year to maturity at time of issuance) is amortized on a straight line basis. Such discount or premium with respect to longer-term securities is amortized using the constant yield basis.

Asset-Backed Security: A financial instrument collateralized by an underlying pool of assets – usually ones that generate a cash flow from debt, such as loans, leases, credit card balances, and receivables.

Bankers’ Acceptance: A draft or bill or exchange accepted by a bank or trust company. The accepting institution guarantees payment of the bill as well as the insurer.

Commercial Paper: An unsecured obligation issued by a corporation or bank to finance its short-term credit needs, such as accounts receivable and inventory.

Contribution to Total Return: The weight of each individual security multiplied by its return, then summed for each sector to determine how much each sector added or subtracted from the overall portfolio performance.

Effective Duration: A measure of the sensitivity of a security’s price to a change in interest rates, stated in years.

Effective Yield: The total yield an investor receives in relation to the nominal yield or coupon of a bond. Effective yield takes into account the power of compounding on investment returns, while nominal yield does not.

FDIC: Federal Deposit Insurance Corporation. A federal agency that insures bank deposits to a specified amount.

Interest Rate: Interest per year divided by principal amount and expressed as a percentage.

Market Value: The value that would be received or paid for an investment in an orderly transaction between market participants at the measurement date.

Maturity: The date upon which the principal or stated value of an investment becomes due and payable.

Negotiable Certificates of Deposit: A CD with a very large denomination, usually $1 million or more, that can be traded in secondary markets.

Par Value: The nominal dollar face amount of a security.

Pass-through Security: A security representing pooled debt obligations that passes income from debtors to its shareholders. The most common type is the mortgage-backed security.

ATTACHMENT B
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For the Quarter Ended March 31, 2026
Appendix
Glossary
Repurchase Agreements: A holder of securities sells these securities to an investor with an agreement to repurchase them at a fixed price on a fixed date.

Settle Date: The date on which the transaction is settled and monies/securities are exchanged. If the settle date of the transaction (i.e., coupon payments and maturity proceeds) occurs on a non-business day, the funds are exchanged on the next business day.

Supranational: A multinational union or association in which member countries cede authority and sovereignty on at least some internal matters to the group, whose decisions are binding on its members.

Trade Date: The date on which the transaction occurred; however, the final consummation of the security transaction and payment has not yet taken place.

Unsettled Trade: A trade which has been executed; however, the final consummation of the security transaction and payment has not yet taken place.

U.S. Treasury: The department of the U.S. government that issues Treasury securities.

Yield: The rate of return based on the current market value, the annual interest receipts, maturity value, and the time period remaining until maturity, stated as a percentage on an annualized basis.

YTM at Cost: The yield to maturity at cost is the expected rate of return based on the original cost, the annual interest receipts, maturity value, and the time period from purchase date to maturity, stated as a percentage on an annualized basis.

YTM at Market: The yield to maturity at market is the rate of return based on the current market value, the annual interest receipts, maturity value, and the time period remaining until maturity, stated as a percentage on an annualized basis.

ATTACHMENT B
104

INVESTMENT REPORT
City of Stockton | As of March 31, 2026
CHANDLER ASSET MANAGEMENT | chandlerasset.com
Chandler Team:

For questions about your account, please call (800) 317-4747, or contact [email protected]
Information contained herein is confidential. We urge you to compare this statement to the one you receive from your qualified custodian. Please see Important Disclosures at the end of the statement.

ATTACHMENT C
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TABLE OF CONTENTS

ECONOMIC UPDATE

ACCOUNT PROFILE

CONSOLIDATED INFORMATION

PORTFOLIO HOLDINGS

TRANSACTIONS
1 ATTACHMENT C
106

ECONOMIC UPDATE
2 ATTACHMENT C
107
▪
▪
▪
March payrolls reboundedby 178,000 after February’s revised 133,000 decline, but the war in Iran and its disruption of the Strait of Hormuz have pushed crude oil above $112, injecting a potential inflationary shock into an economy contending with sticky core prices above 3%.

The Federal Reserve has held the funds rate at 3.50–3.75% and is signaling a cautionary stance, keeping open the option of delaying cuts if oil‑related inflation proves persistent rather than transitory. As the data flow normalizes, the Chandler team anticipates additional yield curve steepening as the Federal Reserve gradually guides the policy rate toward a more neutral range. The Federal Reserve’s March dot plot still projects one cut this year, yet the Iran-driven energy shock has narrowed the path toward easing.

The Federal Reserve’s March 2026 FOMC meeting ended with policymakers again holding the target range at 3.50%–3.75%, as the Committee maintained its pause following three late ‑2025 rate cuts. Governor Stephen Miran dissented in favor of an additional quarter‑point reduction, while Christopher Waller joined the majority, tipping the vote 11–1 to leave the benchmark rate unchanged.

Meanwhile, President Trump’s nominationof Kevin Warsh to succeed Jerome Powell as chair has hit a roadblock after a Republican senator vowed to block Warsh’s confirmation amid the Justice Department’s ongoing probe of the central bank.

Treasury yields exhibited considerable first-quarter volatility as the Iran conflict injected energy-driven inflation fears into a market grappling with sticky core prices. At March month-end, the 2-year yield stood at 3.79%, up 32 basis points year-to-date, the 10-year at

4.32%, and the 30-year at 4.86%. The 2-year to 10-year spread narrowed to 52 basis points, reflecting pronounced flattening as short rates rose faster than longer maturities. One year ago, that spread stood near 32 basis points, providing context on normalization since the 2022 through 2024 yield curve inversion. The 3-month to 10-year spread was approximately 64 basis points at March month-end.

ECONOMIC UPDATE
3 ATTACHMENT C
108
-400
-200
0 200
400
600
800
1,000MOM Change In Thousands (000's)
Nonfarm Payroll (000's)
Non-farm Payroll (000's)
3-month average (000's)

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%
Unemployment Rate
Underemployment Rate (U6)
Unemployment Rate (U3)
Rate (%)
March nonfarm payrolls rose by 178,000, a decisive reversal from February’s revised 133,000 decline that had been distorted by a Kaiser Permanente strike affecting over 30,000 healthcare workers and severe winter weather. Healthcare contributed 76,000 positions as striking nurses returned, while construction and leisure rebounded from weather-induced troughs. The unemployment rate edged lowerto

4.3%, though partly from a labor force reduction rather than a hiring acceleration. Meanwhile, the underemployment rate edged up to

8.0% from 7.9% in February. Average hourly earnings rose 0.2% over the month and 3.5% year over year—the slowest annual pace since May 2021.

Source: US Department of Labor Source: US Department of Labor

EMPLOYMENT
4 ATTACHMENT C
109
0 2,000
4,000
6,000
8,000
10,000
12,000
14,000
Job Openings
Recession
Historical Average
In Thousands (000's)
Job openings fell to 6.9 million in February from a revised 7.2 million in January, according to the Bureau of Labor Statistics’ Job Openings and Labor Turnover Survey. The ratio of openings to unemployed workers slipped to 0.9, reinforcing the gradual rebalancing of demand and supply. Hires decreased to 4.8 million, the lowest since April 2020, suggesting employers have grown selective about adding headcount. Quits were little changed at 3 million. The data reflects a labor market consistent with the Federal Reserve’s characterization of a no-hire, no-fire environment.

Source: US Department of Labor

JOB OPENINGS & LABOR TURNOVER SURVEY
5 ATTACHMENT C
110

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%

9.0%

10.0%
Consumer Price Index (CPI)
CPI YOY % Change
Core CPI YOY % Change
YOY (%) Change

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%
Personal Consumption Expenditures (PCE)
PCE Price Deflator
YOY % Change
PCE Core Deflator
YOY % Change
Fed Target
YOY (%) Change
Inflation firmed slightly in February on a headline basis, with the Consumer Price Index (CPI) rising 0.3% for the month, following a 0.2% increase in January. On an annual basis, headline CPI rose 2.4%, unchanged from January. Core CPI, which excludes volatile food and energy prices, increased 0.2% in February, down from January’s 0.3% pace, while the annual rate held steady at 2.5%. The Personal Consumption Expenditures (PCE) Index rose 0.3% in January, easing from a 0.4% gain in December. On a year-over-year basis, headline PCE also edged down to 2.8% from 2.9% the prior month. Core PCE held steady at 0.4% on the month but ticked up to 3.1% annually from

3.0% in December, driven largely by higher healthcare services costs.

Source: US Department of Labor Source: US Department of Commerce

INFLATION
6 ATTACHMENT C
111

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

60.0%
Retail Sales YOY % Change
YOY (%) Change
The Conference Board’s Consumer Confidence Index edged up to 91.8 in March from 91.0 in February, a second consecutive gain that nonetheless sits well below the all-time peak of 144.7 from early 2000. The Present Situation component rose 4.6 points to 123.3 on favorable assessments of business and labor conditions, while the Expectations Index slipped 1.7 points to 70.9. Inflation expectations climbed to their highest since August 2025, reflecting tariff passthrough and elevated gasoline prices. February retail sales rebounded

0.6% from January, with stronger auto and broad-based discretionary spending offsetting January’s weather- and vehicle-related weakness; the control group also advanced 0.5%, signaling firmer underlying consumer demand. 0 20
40 60
80 100
120
140
160
Index Level
Consumer Confidence
Recession
Source: US Department of Commerce Source: The Conference Board All time high is 144.70 (1/31/00); All time low is 25.30 (2/28/09)

CONSUMER
7 ATTACHMENT C
112
-25.0%
-20.0%
-15.0%
-10.0%
-5.0%

0.0%

5.0%

10.0%

15.0%
Leading Economic Indicators (LEI)
Recession
YOY (%) Change
-1.00
-0.75
-0.50
-0.25

0.00 0.25

0.50 0.75

1.00 Chicago Fed National Activity Index (CFNAI)
Recession
3 Month Average
The Chicago Fed National Activity Index (CFNAI) fell to ‑0.11 in February, following a positive revision to 0.20 in January. The index’s three‑month moving average edgedup to ‑0.01 from ‑0.02 the prior month. Production and employment related indicators turned negative in February, while sales, orders, and inventories also remained in negative territory. The personal consumption and housing categories slipped modestly but stayed in positive territory. The Conference Board’s Leading Economic Index (LEI) declined 0.1% in January, an improvement from ‑0.2% in December, with consumer expectations and building permits the largest drags on the index. On a year‑over‑year basis, the LEI fell 3.8%, continuing to signal slower economic growth heading into 2026. Notably, the latest LEI data do not yet reflect the impact of the war in Iran.

Source: The Conference Board Source: Federal Reserve Bank of Chicago

LEADING INDICATORS OF ECONOMIC ACTIVITY
8 ATTACHMENT C
113
0 200
400
600
800
1,000
1,200
1,400
1,600
1,800
2,000
2,200
2,400
In Thousands of Units
Annualized Housing Starts
Multi Family Housing Starts
Single Family Housing Starts
Housing starts rose 7.2% in January to an annualized pace of 1.487 million units, including 935,000 single-family and 552,000 multifamily starts. The January S&P Cotality Case-Shiller 20-City Composite posted a 1.18% year-over-year gain, continuing deceleration from December’s revised 1.43% annual increase. Inflation again outpaced home price appreciation, extending the erosion of real housing returns that began in the second half of 2025. The Freddie Mac 30-year fixed mortgage rate climbed to 6.46% as of April 2, its fifth consecutive weekly rise, reversing progress made when rates dipped below 6% in February. Higher borrowing costs and elevated prices continue to constrain affordability.

Source: US Department of Commerce Source: S&P
-20.0%
-16.0%
-12.0%
-8.0%
-4.0%

0.0%

4.0%

8.0%

12.0%

16.0%

20.0%

24.0%
S&P/Case-Shiller 20 City Composite Home Price Index
Recession
YOY (%) Change

HOUSING
9 ATTACHMENT C
114
40 45
50 55
60 65
70 Institute of Supply Management (ISM) Surveys
ISM Manufacturing ISM Services

EXPANDING

CONTRACTING
The Institute for Supply Management’s Manufacturing Index rose to 52.7 in March from 52.4, the fastest factory expansion since August 2022 and a third consecutive month above 50. Production accelerated to 55.1 from 53.5, though new orders decelerated to 53.5 from 55.8.

The prices subindex leaped to 78.3 from 70.5, reflecting elevated energy costs, metals tariffs, and Iran-related supply disruptions.

Employment remained in contraction at 48.7. The Services Index eased to 54.0 in March from 56.1 in February but still posted its 21st consecutive month of expansion. With both measures above the 50 threshold, ISM data point toward a resilient if cost-pressured economy.

Source: Institute for Supply Management

SURVEY BASED MEASURES
10 ATTACHMENT C
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Components of GDP 3/25 6/25 9/25 12/25

0.4% 1.7% 2.3% 1.3%

3.8% -2.7% 0.0% 0.6%
-4.7% 4.8% 1.6% -0.2%
-0.4% -0.4% 0.2% -1.2%

0.2% 0.3% 0.2% 0.1%
-0.6% 3.8% 4.4% 0.7%
State and Local (Consumption and Gross
Investment)
Personal Consumption Expenditures
Gross Private Domestic Investment
Net Exports and Imports
Federal Government Expenditures
Total
-2.0%

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

14.0%
Gross Domestic Product (GDP)
GDP QOQ % Change
GDP YOY % Change
Source: US Department of Commerce Source: US Department of Commerce The second estimate of real gross domestic product (GDP) showed fourth-quarter growth revised down to 0.7% from the initial 1.4% estimate. The slowdown from 4.4% in the third quarter primarily reflected a sharp pullback in government spending, as the federal government shutdown weighed on activity. Personal Consumption Expenditures also declined across both goods and services.

GROSS DOMESTIC PRODUCT (GDP)
11 ATTACHMENT C
116
Source: Federal Reserve Source: Bloomberg
0 1,000,000
2,000,000
3,000,000
4,000,000
5,000,000
6,000,000
7,000,000
8,000,000
9,000,000
10,000,000
Federal Reserve Balance Sheet Assets
Recession
In $ millions
The Federal Reserve left its benchmark interest rate unchanged in March, keeping the target range at 3.50% to 3.75% following three late‑2025 rate cuts that were justified by signs of softening in the labor market. However, policymakers have grown wary of potential inflationary pressures stemming from tariffs, the war in Iran, and the ensuing spike in commodity prices. The Federal Reserve now projects just one rate cut in 2026, even as inflation expectations rise. The Committee also reaffirmed its December decision to halt balance sheet runoff and to reinvest principal and interest payments from its securities holdings, signaling a continued emphasis on maintaining ample reserves and supporting orderly market functioning.

FEDERAL RESERVE

0.00%

1.00%

2.00%

3.00%

4.00%

5.00%

6.00%
Effective Federal Funds Rate
Recession
Yield (%)
12 ATTACHMENT C
117
Source: Bloomberg Source: Bloomberg

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%
US Treasury Note Yields
2-Year
5-Year
10-Year
Yield (%)

2.0%

2.5%

3.0%

3.5%

4.0%

4.5%

5.0%

5.5%
US Treasury Yield Curve
Mar-26
Dec-25
Mar-25
Yield (%)
At March month-end, the 2-year Treasury yield stood at 3.79%, down approximately 9 basis points from one year ago, while the 10-year finished at 4.32%, roughly 11 basis points higher year-over-year. The spread between the two narrowed to 52 basis points, wider by 20 basis points year-over-year. The prior 2-year to 10-year inversion from July 2022 through August 2024 was historically long. The average spread since 2005 is approximately 95 basis points, suggesting the current slope sits well below its long-run norm. The 3-month to 10- year spread stood near 64 basis points at March month-end.

BOND YIELDS
13 ATTACHMENT C
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ACCOUNT PROFILE
14 ATTACHMENT C
119

OBJECTIVES
Investment Objectives
Safety of principal is the foremost objective of the investment program. The investment portfolio shall remain sufficiently liquid to meet all requirements that may be reasonably anticipated. The investment portfolio shall be designed with the objective of attaining a market rate of return throughout budgetary and econmic cycles, taking into account the investment risk constraints and liquidity needs.

Chandler Asset Management Performance Objective
The performance objective for the portfolio is to earn a total rate of return through a market cycle that is equal to or above the return on the benchmark index.

Strategy
In order to achieve this objective, the portfolio invests in high-quality fixed income securities that comply with the investment policy and all regulations governing the funds. 15 ATTACHMENT C
120

STATEMENT OF COMPLIANCE
City of Stockton ConsAgg | Account #10021 | As of March 31, 2026 Rules Name Limit Actual Compliance
Status Notes

AGENCY MORTGAGE SECURITIES
Max % (MV) 20.0 8.3 Compliant
Max % Issuer (MV; Agencies & Agency CMOs) 20.0 8.3 Compliant Max Maturity (Years) 10.0 4.7 Compliant

ASSET-BACKED SECURITIES (ABS)
Max % (MV; Non Agency ABS & MBS) 20.0 9.5 Compliant
Max % Issuer (MV) 5.0 1.4 Compliant
Max Maturity (Years) 5 3 Compliant
Min Rating (AA by 1) 0.0 0.0 Compliant

BANKERS' ACCEPTANCES
Max % (MV) 40.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Days) 180 0.0 Compliant
Min Rating (A-1 by 1 or A- by 1) 0.0 0.0 Compliant

CERTIFICATE OF DEPOSIT PLACEMENT SERVICE
(CDARS)
Max % (MV) 20.0 0.0 Compliant
Max Maturity (Years) 0.0 0.0 Compliant

COLLATERALIZED TIME DEPOSITS (NON-

NEGOTIABLE CD/TD)
Max % (MV) 20.0 0.0 Compliant
Max Maturity (Years) 5.0 0.0 Compliant

COMMERCIAL PAPER
Max % (MV) 40.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Days) 270 0.0 Compliant
Min Rating (A-1 by 1 or A- by 1) 0.0 0.0 Compliant

CORPORATE MEDIUM TERM NOTES
Max % (MV) 30.0 26.5 Compliant
Max % Issuer (MV) 5.0 1.8 Compliant
16 ATTACHMENT C
121

STATEMENT OF COMPLIANCE
City of Stockton ConsAgg | Account #10021 | As of March 31, 2026 Rules Name Limit Actual Compliance
Status Notes
Max Maturity (Years) 5 4 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant

FDIC INSURED TIME DEPOSITS (NON-NEGOTIABLE
CD/TD)
Max % (MV) 20.0 0.0 Compliant
Max Maturity (Years) 5 0.0 Compliant

FEDERAL AGENCIES
Max % (MV) 100.0 8.2 Compliant
Max % Issuer (MV; Agencies & Agency CMOs) 100.0 8.3 Compliant Max Callables (MV) 20.0 0.0 Compliant
Max Maturity (Years) 10 8 Compliant

LOCAL AGENCY INVESTMENT FUND (LAIF)
Max Concentration (MV) 75.0 0.0 Compliant

MONEY MARKET MUTUAL FUNDS
Max % (MV) 20.0 0.9 Compliant
Max % Issuer (MV) 20.0 0.9 Compliant
Min Rating (AAA by 2) 0.0 0.0 Compliant

MORTGAGE -BACKED SECURITIES (NON-AGENCY)
Max % (MV) 20.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5.0 0.0 Compliant
Min Rating (AA by 1) 0.0 0.0 Compliant

MUNICIPAL SECURITIES (CA, LOCAL AGENCY)
Max % (MV) 30.0 1.1 Compliant
Max % Issuer (MV) 5.0 1.1 Compliant
Max Maturity (Years) 10 6 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant

MUNICIPAL SECURITIES (CA, OTHER STATES)
Max % (MV) 30.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
17 ATTACHMENT C
122

STATEMENT OF COMPLIANCE
City of Stockton ConsAgg | Account #10021 | As of March 31, 2026 Rules Name Limit Actual Compliance
Status Notes
Max Maturity (Years) 10 0.0 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant

NEGOTIABLE CERTIFICATES OF DEPOSIT (NCD)
Max % (MV) 30.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5 0.0 Compliant
Min Rating (A-1 by 1 or A- by 1 if > FDIC Limit) 0.0 0.0 Compliant

REPURCHASE AGREEMENTS
Max Maturity (Years) 1.0 0.0 Compliant

SUPRANATIONAL OBLIGATIONS
Max % (MV) 30.0 0.0 Compliant
Max % Issuer (MV) 10.0 0.0 Compliant
Max Maturity (Years) 5 0.0 Compliant
Min Rating (AA- by 1) 0.0 0.0 Compliant
U.S. TREASURIES
Max % (MV) 100.0 45.6 Compliant
Max Maturity (Years) 10 6 Compliant
18 ATTACHMENT C
123

PORTFOLIO CHARACTERISTICS
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Benchmark* 3/31/2026
Portfolio
12/31/2025
Portfolio
Average Maturity (yrs) 2.67 3.02 3.01
Average Modified Duration 2.49 2.55 2.54
Average Purchase Yield 4.09% 3.85%
Average Market Yield 3.91% 4.03% 3.79%
Average Quality** AA+ AA+ AA
Total Market Value 353,652,761 352,592,890
*Benchmark: ICE BofA 1-5 Year Gov/Corp A or better
**The credit quality is a weighted average calculation of the highest of S&P, Moody’s and Fitch. 19 ATTACHMENT C
124

SECTOR DISTRIBUTION
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Sector as a Percentage of Market Value
Sector 03/31/2026 12/31/2025
US Treasury 45.86% 46.60%
Corporate 26.62% 26.87%
ABS 9.51% 9.08%
Agency CMBS 8.30% 7.48%
Agency 8.21% 8.29%
Muni Bonds 1.08% 1.25%
Money Mkt Fd 0.43% 0.42%
20 ATTACHMENT C
125

ISSUERS
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Issuer Investment Type % Portfolio
United States US Treasury 45.85%
Federal Home Loan Mortgage Corp Agency CMBS 8.30%
Farm Credit System Agency 4.97%
Federal Home Loan Banks Agency 2.45%
State Street Corporation Corporate 1.76%
JPMorgan Chase & Co. Corporate 1.69%
Bank of America Corporation Corporate 1.58%
Morgan Stanley Corporate 1.50%
American Express Credit Master Trust ABS 1.42%
Chase Issuance Trust ABS 1.41%
Caterpillar Inc. Corporate 1.16%
The Home Depot, Inc. Corporate 1.16%
UnitedHealth Group Incorporated Corporate 1.13%
Visa Inc. Corporate 1.12%
State of California Muni Bonds 1.08%
PACCAR Inc Corporate 1.04%
National Rural Utilities Cooperative Corporate 1.01%
BMW Vehicle Owner Trust ABS 1.01%
New York Life Insurance Company Corporate 1.00%
American Honda Finance Corporation Corporate 1.00%
The Charles Schwab Corporation Corporate 0.98%
GM Financial Auto Leasing Trust ABS 0.94%
Cisco Systems, Inc. Corporate 0.87%
Mastercard Incorporated Corporate 0.87%
Massachusetts Mutual Life Insurance Corporate 0.86%
Hyundai Auto Receivables Trust ABS 0.84%
Prologis, Inc. Corporate 0.84%
State of Tennessee Agency 0.78%
Metropolitan Life Global Funding I Corporate 0.76%
Honda Auto Receivables Owner Trust ABS 0.73%
21 ATTACHMENT C
126

ISSUERS
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Issuer Investment Type % Portfolio
Toyota Motor Corporation Corporate 0.73%
Verizon Master Trust ABS 0.72%
American Express Company Corporate 0.71%
The Progressive Corporation Corporate 0.66%
Eli Lilly and Company Corporate 0.65%
Northern Trust Corporation Corporate 0.63%
Target Corporation Corporate 0.60%
Public Storage OP, LP Corporate 0.59%
Deere & Company Corporate 0.58%
John Deere Owner Trust ABS 0.57%
Toyota Auto Receivables Owner Trust ABS 0.57%
Merck & Co., Inc. Corporate 0.57%
PepsiCo, Inc. Corporate 0.57%
WF Card Issuance Trust ABS 0.52%
Bank of America Credit Card Trust ABS 0.47%
Federated Hermes, Inc. Money Mkt Fd 0.43%
Hyundai Auto Lease Sec Trust ABS 0.31%
Cash Cash 0.01%
TOTAL 100.00%
22 ATTACHMENT C
127

QUALITY DISTRIBUTION
Rating 03/31/2026 12/31/2025
AAA 8.44% 7.75%
AA 63.10% 65.40%
A 20.04% 21.27%
BBB 1.00% --
A-1+ 3.82% 1.69%
NA 3.60% 3.89%
Rating 03/31/2026 12/31/2025
Aaa 6.36% 6.72%
Aa 65.81% 67.99%
A 19.07% 19.43%
P-1 3.82% 1.69%
NA 4.94% 4.16%
Rating 03/31/2026 12/31/2025
AAA 14.69% 13.31%
AA 60.59% 63.58%
A 11.87% 12.16%
F1+ 3.82% 1.69%
NA 9.05% 9.26%
City of Stockton Reserve | Account #10020 | As of March 31, 2026 S&P Rating Moody’s Rating Fitch Rating
23 ATTACHMENT C
128
0-.25 .25-.5 .5-1 1-2 2-3 3-4 4-5 5-7 7+
Portfolio 9.8% 4.0% 4.5% 18.4% 25.4% 19.5% 12.4% 6.0% 0.0% ICE BofA 1-5 Year Gov/Corp A or better 0.0% 0.0% 2.5% 35.1% 28.8% 21.4% 12.3% 0.0% 0.0%

DURATION DISTRIBUTION
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Portfolio Compared to the Benchmark
24 ATTACHMENT C
129
3 Months 12 Months 2 Years 3 Years 5 Years 10 Years Since Inception

TOTAL RATE OF RETURN
City of Stockton Reserve 0.31% 4.32% 4.94% 4.40% 3.59%
ICE BofA 1-5 Year Gov/Corp A or better 0.19% 3.96% 4.77% 4.07% 3.26% Basis Point Fee* 0.01% 0.04% 0.04% 0.03% 0.03%
Net of Fees 0.30% 4.28% 4.90% 4.37% 3.56%
3 Months 12 Months 2 Years 3 Years 5 Years 10 Years Since Inception*

MARKET VALUE BASIS EARNINGS
Income Earned 3,420,677 13,227,743 22,202,977 28,115,215 30,624,098 Change in Market Value (2,330,893) 1,407,407 10,360,857 14,950,583 367,409 TOTAL DOLLAR RETURN 1,089,784 14,635,150 32,563,834 43,065,797 30,991,507

INVESTMENT PERFORMANCE
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Total and Realized Rate of Return : Inception | 08/01/2022 *Periods over 1 year are annualized.

Total rate of return: A measure of a portfolio’s performance over time. It is the internal rate of return, which equates the beginning value of the portfolio with the ending market value; it includes interest earnings, realized and unrealized gains and losses in the portfolio. Realized rate of return: A measure of a portfolio’s return over time. It is the internal rate which equates the beginning book value of the portfolio with the ending book value; it includes interest earnings, realized gains and losses in the portfolio. 25 ATTACHMENT C
130

HISTORICAL AVERAGE PURCHASE YIELD
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Purchase Yield as of 03/31/26 = 4.09%
26 ATTACHMENT C
131

PORTFOLIO CHARACTERISTICS
City of Stockton Enhanced Cash | Account #11194 | As of March 31, 2026 Benchmark* 3/31/2026
Portfolio
12/31/2025
Portfolio
Average Maturity (yrs) 0.16 0.00 0.00
Average Modified Duration 0.16 0.00 0.00
Average Purchase Yield 3.52% 3.62%
Average Market Yield 3.68% 3.52% 5.17%
Average Quality** AA+ AAA AAA
Total Market Value 1,823,119 1,807,248
*Benchmark: ICE BofA 3-Month US Treasury Bill Index
**The credit quality is a weighted average calculation of the highest of S&P, Moody’s and Fitch. 27 ATTACHMENT C
132

SECTOR DISTRIBUTION
City of Stockton Enhanced Cash | Account #11194 | As of March 31, 2026 Sector as a Percentage of Market Value
Sector 03/31/2026 12/31/2025
Money Mkt Fd 100.00% 100.00%
28 ATTACHMENT C
133

ISSUERS
City of Stockton Enhanced Cash | Account #11194 | As of March 31, 2026 Issuer Investment Type % Portfolio
Federated Hermes, Inc. Money Mkt Fd 99.70%
Cash Cash 0.30%
TOTAL 100.00%
29 ATTACHMENT C
134

QUALITY DISTRIBUTION
Rating 03/31/2026 12/31/2025
AAA 100.00% 100.00%
Rating 03/31/2026 12/31/2025
Aaa 100.00% 100.00%
Rating 03/31/2026 12/31/2025
AAA 100.00% 100.00%
City of Stockton Enhanced Cash | Account #11194 | As of March 31, 2026 S&P Rating Moody’s Rating Fitch Rating
30 ATTACHMENT C
135
0-.25 .25-.5 .5-1 1-2 2-3 3-4 4-5 5-7 7+
Portfolio 100.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% ICE BofA 3-Month US Treasury Bill Index 100.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0%

DURATION DISTRIBUTION
City of Stockton Enhanced Cash | Account #11194 | As of March 31, 2026 Portfolio Compared to the Benchmark
31 ATTACHMENT C
136
3 Months 12 Months 2 Years 3 Years 5 Years 10 Years Since Inception

TOTAL RATE OF RETURN
City of Stockton Enhanced Cash 0.88% 4.01% 4.47%
ICE BofA 3-Month US Treasury Bill Index 0.85% 4.00% 4.42% Basis Point Fee* 0.01% 0.06% 0.05%
Net of Fees 0.87% 3.95% 4.41%
3 Months 12 Months 2 Years 3 Years 5 Years 10 Years Since Inception*

MARKET VALUE BASIS EARNINGS
Income Earned 15,995 538,030 1,829,662
Change in Market Value - 721 1,823,119
TOTAL DOLLAR RETURN 15,995 538,752 3,652,780

INVESTMENT PERFORMANCE
City of Stockton Enhanced Cash | Account #11194 | As of March 31, 2026 Total and Realized Rate of Return : Inception | 05/17/2024 *Periods over 1 year are annualized.

Total rate of return: A measure of a portfolio’s performance over time. It is the internal rate of return, which equates the beginning value of the portfolio with the ending market value; it includes interest earnings, realized and unrealized gains and losses in the portfolio. Realized rate of return: A measure of a portfolio’s return over time. It is the internal rate which equates the beginning book value of the portfolio with the ending book value; it includes interest earnings, realized gains and losses in the portfolio. 32 ATTACHMENT C
137

HISTORICAL AVERAGE PURCHASE YIELD
City of Stockton Enhanced Cash | Account #11194 | As of March 31, 2026 Purchase Yield as of 03/31/26 = 3.52%
33 ATTACHMENT C
138

CONSOLIDATED INFORMATION
34 ATTACHMENT C
139

PORTFOLIO CHARACTERISTICS
City of Stockton ConsAgg | Account #10021 | As of March 31, 2026 3/31/2026
Portfolio
12/31/2025
Portfolio
Average Maturity (yrs) 3.00 3.00
Average Modified Duration 2.54 2.52
Average Purchase Yield 4.08% 3.85%
Average Market Yield 4.02% 3.80%
Average Quality** AA+ AA
Total Market Value 355,475,880 354,400,138
*Benchmark: NO BENCHMARK REQUIRED
**The credit quality is a weighted average calculation of the highest of S&P, Moody’s and Fitch. 35 ATTACHMENT C
140

SECTOR DISTRIBUTION
City of Stockton ConsAgg | Account #10021 | As of March 31, 2026 Sector as a Percentage of Market Value
Sector 03/31/2026 12/31/2025
US Treasury 45.62% 46.36%
Corporate 26.48% 26.74%
ABS 9.46% 9.04%
Agency CMBS 8.26% 7.44%
Agency 8.16% 8.25%
Muni Bonds 1.07% 1.25%
Money Mkt Fd 0.95% 0.93%
36 ATTACHMENT C
141

PORTFOLIO HOLDINGS
37 ATTACHMENT C
142

HOLDINGS REPORT
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
ABS
36271VAD9 GMALT 2025-1 A3 4.66
02/21/2028 1,390,000.00 02/05/2025

4.66%
1,389,835.98
1,389,897.34
100.41

4.13%
1,395,757.38
1,979.21

0.40%
5,860.04
NA/AAA
AAA

1.90 0.72
05592XAD2 BMWOT 2023-A A3 5.47
02/25/2028 176,330.33 07/11/2023

5.47%
176,299.08
176,317.43
100.51

4.01%
177,226.26
160.75

0.05%
908.84
NA/AAA
AAA

1.91 0.33
477920AC6 JDOT 2023-B A3 5.18 03/15/2028 420,113.40 06/21/2023

5.51%
420,043.32
420,084.34
100.43

4.20%
421,940.47
967.19

0.12%
1,856.13
Aaa/NA
AAA

1.96 0.42
47787CAC7 JDOT 2023-C A3 5.48 05/15/2028 1,580,240.16 09/12/2023

5.55%
1,580,131.59
1,580,190.67
100.61

4.31%
1,589,942.83
3,848.76

0.45%
9,752.16
Aaa/NA
AAA

2.12 0.50
02582JJZ4 AMXCA 2023-1 A 4.87 05/15/2026 1,270,000.00 06/07/2023

4.92%
1,269,887.35
1,269,993.99
100.10

4.09%
1,271,263.65
2,748.84

0.36%
1,269.66
NA/AAA
AAA

0.12 0.12
438123AC5 HAROT 2023-4 A3 5.67
06/21/2028 581,450.46 11/01/2023

5.74%
581,348.07
581,401.18
100.87

4.23%
586,503.85
915.78

0.17%
5,102.67
Aaa/NA
AAA

2.22 0.55
161571HT4 CHAIT 2023-1 A 5.16 09/15/2028 4,915,000.00 --

5.23%
4,920,147.11
4,915,536.34
100.54

3.99%
4,941,663.88
11,271.73

1.41%
26,127.53
NA/AAA
AAA

2.46 0.44
448970AD5 HALST 2026-A A3 3.97
12/15/2028 1,080,000.00 01/12/2026

3.98%
1,079,841.67
1,079,852.14

99.64 4.21%
1,076,133.60
1,905.60

0.31%
(3,718.54)
NA/AAA
AAA

2.71 1.76
36273VAD7 GMALT 2026-1 A3 3.88
01/22/2029 1,915,000.00 02/03/2026

4.11%
1,914,749.33
1,914,760.52

99.49 4.23%
1,905,317.76
2,270.34

0.54%
(9,442.76)
NA/AAA
AAA

2.81 1.60
096919AD7 BMWOT 2024-A A3 5.18
02/26/2029 1,148,566.11 06/04/2024

5.18%
1,148,391.64
1,148,458.45
100.66

4.30%
1,156,132.86
991.60

0.33%
7,674.41
Aaa/AAA
NA

2.91 0.70
44934QAD3 HART 2024-B A3 4.84 03/15/2029 910,000.00 07/16/2024

5.45%
909,862.68
909,912.59
100.59

4.13%
915,328.05
1,957.51

0.26%
5,415.46
NA/AAA
AAA

2.96 0.77
43813YAC6 HAROT 2024-3 A3 4.57
03/21/2029 1,966,793.98 08/09/2024

4.66%
1,966,485.00
1,966,593.60
100.36

4.13%
1,973,811.50
2,496.74

0.56%
7,217.91
Aaa/NA
AAA

2.97 0.72
05522RDJ4 BACCT 2024-1 A 4.93 05/15/2029 1,635,000.00 06/06/2024

4.93%
1,634,908.28
1,634,942.03
101.03

4.02%
1,651,912.44
3,582.47

0.47%
16,970.41
Aaa/AAA
NA

3.12 1.07
89240JAD3 TAOT 2025-A A3 4.64 08/15/2029 1,990,000.00 01/22/2025

4.69%
1,989,920.20
1,989,940.74
100.65

4.10%
2,002,863.36
4,103.82

0.57%
12,922.62
Aaa/NA
AAA

3.38 1.10
096924AD7 BMWOT 2025-A A3 4.56
09/25/2029 2,185,000.00 02/04/2025

4.56%
2,184,784.78
2,184,837.50
100.53

4.10%
2,196,685.38
1,660.60

0.63%
11,847.88
Aaa/AAA
NA

3.49 1.05
92970QAE5 WFCIT 2024-2 A 4.29 10/15/2029 1,815,000.00 10/17/2024

4.29%
1,814,730.29
1,814,808.07
100.41

4.05%
1,822,428.80
3,460.60

0.52%
7,620.72
Aaa/AAA
NA

3.54 1.46
38 ATTACHMENT C
143

HOLDINGS REPORT
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
44935CAD3 HART 2025-A A3 4.32 10/15/2029 2,045,000.00 03/04/2025

4.84%
2,044,698.36
2,044,767.57
100.23

4.17%
2,049,781.21
3,926.40

0.58%
5,013.64
NA/AAA
AAA

3.54 1.25
02582JKM1 AMXCA 2025-1 A 4.56 12/17/2029 3,685,000.00 02/04/2025

4.57%
3,684,181.56
3,684,372.99
100.80

4.11%
3,714,483.69
7,468.27

1.06%
30,110.69
NA/AAA
AAA

3.71 1.61
92348KDY6 VZMT 2025-3 A1A 4.51
03/20/2030 2,525,000.00 03/25/2025

4.51%
2,524,891.43
2,524,913.32
100.45

4.31%
2,536,281.70
3,479.59

0.72%
11,368.38
Aaa/NA
AAA

3.97 0.93
Total ABS 33,233,494.43 4.79%
33,235,137.73
33,231,580.80
100.46

4.13%
33,385,458.66
59,195.81

9.51%
153,877.86

2.94 0.97
AGENCY
3130ATS57 FEDERAL HOME LOAN BANKS 4.5
03/10/2028 4,100,000.00 03/28/2023

3.89%
4,211,028.00
4,143,539.19
101.21

3.84%
4,149,737.10
10,762.50

1.18%
6,197.91
Aa1/AA+
AA+

1.94 1.84
3133ERDH1 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.75 04/30/2029 2,500,000.00 04/29/2024

4.70%
2,505,075.00
2,503,126.71
102.62

3.84%
2,565,510.00
49,809.03

0.73%
62,383.29
Aa1/AA+
AA+

3.08 2.80
3130B1BC0 FEDERAL HOME LOAN BANKS

4.625 06/08/2029 1,900,000.00 07/30/2024

4.10%
1,943,358.00
1,928,465.15
102.27

3.86%
1,943,194.60
27,582.99

0.55%
14,729.45
Aa1/AA+
AA+

3.19 2.90
3133EN7B0 FEDERAL FARM CREDIT BANKS
FUNDING CORP 3.75 01/25/2030 3,000,000.00 01/20/2023

3.83%
2,985,090.00
2,991,865.68

98.97 4.04%
2,969,121.00
20,625.00

0.85%
(22,744.68)
Aa1/AA+
AA+

3.82 3.50
3133EN4V9 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.125 09/23/2030 2,100,000.00 12/22/2022

4.22%
2,087,505.00
2,092,769.08
100.71

3.95%
2,115,010.80
1,925.00

0.60%
22,241.72
Aa1/AA+
AA+

4.48 4.05
3133ENQ45 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.25 09/30/2030 875,000.00 11/30/2022

4.40%
866,250.00
869,975.10
101.14

3.97%
885,017.88
103.30

0.25%
15,042.78
Aa1/AA+
AA+

4.50 4.06
880591EX6 TENNESSEE VALLEY AUTHORITY

1.5 09/15/2031 1,003,000.00 01/23/2023

4.03%
818,959.53
886,779.26

87.48 4.08%
877,462.51
668.67

0.25%
(9,316.75)
Aa1/AA+
AA+

5.46 5.13
3133ENFQ8 FEDERAL FARM CREDIT BANKS
FUNDING CORP 1.81 12/01/2031 2,303,000.00 01/25/2023

3.94%
1,939,056.91
2,069,833.12

88.54 4.10%
2,039,138.38
13,894.77

0.58%
(30,694.74)
Aa1/AA+
AA+

5.67 5.25
3133ENGS3 FEDERAL FARM CREDIT BANKS
FUNDING CORP 1.625 12/09/2031 4,500,000.00 02/24/2023

4.35%
3,613,410.00
3,925,527.28

87.85 4.04%
3,953,223.00
22,750.00

1.13%
27,695.72
Aa1/AA+
AA+

5.69 5.30
3133EN6M7 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.0 01/19/2033 3,000,000.00 01/18/2023

3.93%
3,017,490.00
3,011,897.80

97.88 4.36%
2,936,325.00
24,000.00

0.84%
(75,572.80)
Aa1/AA+
AA+

6.80 5.84
3130AV4X7 FEDERAL HOME LOAN BANKS

4.375 03/11/2033 2,500,000.00 05/12/2023

4.04%
2,568,175.00
2,548,186.12
101.14

4.18%
2,528,552.50
6,076.39

0.72%
(19,633.62)
Aa1/AA+
AA+

6.94 5.93
39 ATTACHMENT C
144

HOLDINGS REPORT
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
880591FB3 TENNESSEE VALLEY AUTHORITY

4.375 08/01/2034 1,845,000.00 08/08/2024

4.49%
1,828,561.05
1,831,252.70
100.44

4.31%
1,853,095.86
13,453.13

0.53%
21,843.16
Aa1/AA+
AA+

8.34 6.88
28,383,958.49 97.60 28,815,388.63 8.20% 4.82
Total Agency 29,626,000.00 4.14% 28,803,217.19 4.04% 191,650.76 12,171.44 4.30

AGENCY CMBS
3137F2LJ3 FHMS K-066 A2 3.117 06/25/2027 2,374,699.20 10/20/2022

4.88%
2,210,789.30
2,333,136.33

98.99 3.91%
2,350,740.86
6,168.28

0.67%
17,604.53
Aa1/AA+
AAA

1.24 1.05
3137FG6X8 FHMS K-077 A2 3.85 05/25/2028 5,245,000.00 05/24/2023

4.65%
5,148,705.08
5,204,243.36

99.37 4.07%
5,211,909.30
16,827.71

1.48%
7,665.93
Aa1/AA+
AAA

2.15 1.95
3137FHPJ6 FHMS K-080 A2 3.926 07/25/2028 3,500,000.00 10/28/2025

3.73%
3,510,937.50
3,509,230.62

99.48 4.08%
3,481,772.00
11,450.83

0.99%
(27,458.62)
Aaa/AA+
AA+

2.32 2.16
3137FK4M5 FHMS K-085 A2 4.06 10/25/2028 1,500,000.00 12/09/2025

3.90%
1,503,574.22
1,503,190.27

99.76 4.08%
1,496,343.00
5,075.00

0.43%
(6,847.27)
Aaa/AA+
AA+

2.57 2.36
3137FLN91 FHMS K-091 A2 3.505 03/25/2029 4,065,000.00 09/12/2025

3.81%
4,020,539.06
4,027,449.72

98.28 4.09%
3,995,102.33
11,873.19

1.14%
(32,347.40)
Aa1/AAA
AA+

2.98 2.68
3137FMTY8 FHMS K-094 A2 2.903 06/25/2029 3,500,000.00 11/17/2025

3.89%
3,383,925.78
3,395,812.36

96.37 4.10%
3,372,876.50
8,467.08

0.96%
(22,935.86)
Aa1/AA+
AAA

3.24 2.96
3137FPJG1 FHMS K-099 A2 2.595 09/25/2029 3,500,000.00 06/06/2025

4.38%
3,261,425.78
3,306,883.21

95.15 4.12%
3,330,099.50
7,568.75

0.95%
23,216.29
Aa1/AA+
AAA

3.49 3.17
3137FRUT6 FHMS K-106 A2 2.069 01/25/2030 3,000,000.00 07/14/2025

4.28%
2,730,937.50
2,773,551.45

92.74 4.14%
2,782,188.00
5,172.50

0.79%
8,636.55
Aa1/AA+
AAA

3.82 3.56
3137F8ZV8 FHMS K-123 A2 1.621 12/25/2030 3,500,000.00 02/11/2026

3.98%
3,144,667.96
3,153,408.97

89.15 4.22%
3,120,106.50
4,727.92

0.89%
(33,302.47)
Aa1/AA+
AAA

4.74 4.36
28,915,502.18 96.66 29,141,137.98 8.30% 2.95
Total Agency CMBS 30,184,699.20 4.18% 29,206,906.30 4.09% 77,331.26 (65,768.32) 2.69 CASH
CCYUSD Receivable 20,797.89 -- 20,797.89
20,797.89

1.00 20,797.89

0.00 0.01%

0.00 Aaa/AAA
AAA

0.00 0.00
20,797.89 1.00 20,797.89 0.01% 0.00
Total Cash 20,797.89 20,797.89 0.00 0.00 0.00
40 ATTACHMENT C
145

HOLDINGS REPORT
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration

CORPORATE
46625HQW3 JPMORGAN CHASE & CO 3.3
04/01/2026 3,000,000.00 04/21/2025

4.38%
2,970,390.00
3,000,000.00
100.00

3.30%
3,000,000.00
49,500.00

0.85%

0.00 A1/A
AA-

0.00 0.09
06051GFX2 BANK OF AMERICA CORP 3.5
04/19/2026 3,000,000.00 04/22/2025

4.43%
2,973,360.00
2,998,671.69

99.95 4.39%
2,998,563.00
47,250.00

0.85%
(108.69)
A1/A-
AA-

0.05 0.05
91324PEC2 UNITEDHEALTH GROUP INC 1.15
05/15/2026 4,000,000.00 09/19/2022

4.16%
3,592,560.00
3,986,541.02

99.62 4.24%
3,984,884.00
17,377.78

1.13%
(1,657.02)
A2/A+
A

0.12 0.12
02665WEK3 AMERICAN HONDA FINANCE
CORP 5.25 07/07/2026 3,500,000.00 04/29/2025

4.37%
3,535,000.00
3,507,840.65
100.19

4.47%
3,506,685.00
42,875.00

1.00%
(1,155.65)
A3/BBB+
A

0.27 0.26
61761J3R8 MORGAN STANLEY 3.125
07/27/2026 3,500,000.00 04/29/2025

4.30%
3,450,685.00
3,487,263.01

99.65 4.19%
3,487,911.00
19,444.44

0.99%
647.99
A1/A-
A+

0.32 0.32
87612EBM7 TARGET CORP 1.95 01/15/2027 2,140,000.00 --

1.97%
2,137,844.40
2,139,657.50

98.43 3.99%
2,106,423.40
8,809.67

0.60%
(33,234.10)
A2/A
A

0.79 0.77
808513BY0 CHARLES SCHWAB CORP 2.45
03/03/2027 3,500,000.00 01/23/2023

4.35%
3,251,955.00
3,444,363.74

98.46 4.17%
3,446,026.50
6,669.44

0.98%
1,662.76
A2/A-
A

0.92 0.90
665859AW4 NORTHERN TRUST CORP 4.0
05/10/2027 2,200,000.00 08/24/2022

3.93%
2,206,402.00
2,201,418.45

99.88 4.11%
2,197,373.20
34,466.67

0.63%
(4,045.25)
A2/A+
A+

1.11 1.06
92826CAH5 VISA INC 2.75 09/15/2027 4,000,000.00 03/27/2024

4.57%
3,769,760.00
3,903,248.28

98.24 4.01%
3,929,444.00
4,888.89

1.12%
26,195.72
Aa3/AA-
NA

1.46 1.41
74340XBV2 PROLOGIS LP 3.375 12/15/2027 3,000,000.00 01/25/2023

4.28%
2,881,530.00
2,958,605.27

98.61 4.22%
2,958,426.00
29,812.50

0.84%
(179.27)
A2/A
NA

1.71 1.62
24422EWR6 JOHN DEERE CAPITAL CORP 4.75
01/20/2028 2,000,000.00 01/20/2023

4.35%
2,035,920.00
2,012,991.92
101.33

3.98%
2,026,540.00
18,736.11

0.58%
13,548.08
A1/A
A+

1.81 1.70
713448FL7 PEPSICO INC 3.6 02/18/2028 2,000,000.00 04/27/2023

4.00%
1,964,920.00
1,986,263.49

99.22 4.03%
1,984,452.00
8,600.00

0.57%
(1,811.49)
A1/A+
NA

1.89 1.79
857477CU5 STATE STREET CORP 4.536
02/28/2028 4,155,000.00 02/25/2025

4.51%
4,155,000.00
4,155,000.00
100.67

4.17%
4,182,838.50
17,276.49

1.19%
27,838.50
Aa3/A
AA-

1.91 1.73
57636QAW4 MASTERCARD INC 4.875
03/09/2028 3,000,000.00 06/13/2024

4.50%
3,037,110.00
3,018,917.18
101.48

4.07%
3,044,478.00
8,937.50

0.87%
25,560.82
Aa3/A+
NA

1.94 1.76
61747YER2 MORGAN STANLEY 4.21
04/20/2028 1,800,000.00 07/31/2023

5.39%
1,729,026.00
1,779,945.54

99.73 4.84%
1,795,055.40
33,890.50

0.51%
15,109.86
A1/A-
A+

2.05 1.00
58933YBH7 MERCK & CO INC 4.05 05/17/2028 2,000,000.00 --

4.03%
2,001,621.20
2,000,666.89
100.12

3.99%
2,002,346.00
30,150.00

0.57%
1,679.11
Aa3/A+
NA

2.13 1.92
41 ATTACHMENT C
146

HOLDINGS REPORT
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
46647PAM8 JPMORGAN CHASE & CO 3.509
01/23/2029 3,000,000.00 02/27/2024

5.19%
2,823,480.00
2,917,938.03

98.38 4.61%
2,951,520.00
19,884.33

0.84%
33,581.97
A1/A
AA-

2.82 1.72
69371RS80 PACCAR FINANCIAL CORP 4.6
01/31/2029 3,600,000.00 01/29/2024

4.52%
3,612,132.00
3,606,879.45
101.46

4.05%
3,652,596.00
28,060.00

1.04%
45,716.55
A1/A+
NA

2.84 2.62
857477CN1 STATE STREET CORP 4.53
02/20/2029 2,000,000.00 08/14/2024

4.53%
2,000,000.00
2,000,000.00
100.56

4.37%
2,011,224.00
10,318.33

0.57%
11,224.00
Aa3/A
AA-

2.89 1.78
17275RBR2 CISCO SYSTEMS INC 4.85
02/26/2029 3,000,000.00 02/27/2024

4.84%
3,001,560.00
3,000,897.02
101.83

4.17%
3,054,939.00
14,145.83

0.87%
54,041.98
A1/AA-
NA

2.91 2.60
14913UAJ9 CATERPILLAR FINANCIAL SERVICES
CORP 4.85 02/27/2029 4,000,000.00 04/29/2024

5.08%
3,960,640.00
3,976,281.36
101.76

4.20%
4,070,280.00
18,322.22

1.16%
93,998.64
A2/A
A+

2.91 2.68
06051GLG2 BANK OF AMERICA CORP 5.202
04/25/2029 2,500,000.00 05/28/2024

5.38%
2,484,025.00
2,491,547.92
101.42

4.73%
2,535,597.50
56,355.00

0.72%
44,049.58
A1/A-
AA-

3.07 1.90
89236TMF9 TOYOTA MOTOR CREDIT CORP

5.05 05/16/2029 2,500,000.00 05/28/2024

5.09%
2,495,600.00
2,497,230.89
102.13

4.31%
2,553,342.50
47,343.75

0.73%
56,111.61
A1/A+
A+

3.13 2.82
57629W4T4 MASSMUTUAL GLOBAL FUNDING
II 5.15 05/30/2029 2,950,000.00 05/22/2024

5.17%
2,947,551.50
2,948,451.25
101.93

4.49%
3,006,911.40
51,063.68

0.86%
58,460.15
Aa3/AA+
AA+

3.16 2.85
437076DC3 HOME DEPOT INC 4.75
06/25/2029 4,000,000.00 07/30/2024

4.58%
4,028,360.00
4,018,541.22
101.54

4.23%
4,061,476.00
50,666.67

1.16%
42,934.78
A2/A
A

3.24 2.87
025816EJ4 AMERICAN EXPRESS CO 4.351
07/20/2029 2,500,000.00 07/25/2025

4.38%
2,497,650.00
2,498,049.48

99.93 4.41%
2,498,215.00
21,452.85

0.71%
165.52
A2/A-
A

3.30 2.15
532457CQ9 ELI LILLY AND CO 4.2 08/14/2029 2,290,000.00 08/12/2024

4.25%
2,284,984.90
2,286,619.06
100.09

4.17%
2,292,168.63
12,556.83

0.65%
5,549.57
Aa3/A+
NA

3.37 3.10
64952WFK4 NEW YORK LIFE GLOBAL FUNDING

4.6 12/05/2029 3,500,000.00 02/27/2025

4.58%
3,502,135.00
3,501,648.16
100.59

4.42%
3,520,559.00
51,877.78

1.00%
18,910.84
Aa1/AA+
AAA

3.68 3.30
59217GFT1 METROPOLITAN LIFE GLOBAL
FUNDING I 4.9 01/09/2030 2,645,000.00 01/02/2025

4.95%
2,639,551.30
2,640,885.13
100.87

4.65%
2,667,910.99
29,521.14

0.76%
27,025.86
Aa3/AA-
AA-

3.78 3.38
63743HFX5

NATIONAL RURAL UTILITIES
COOPERATIVE FINANCE CORP 4.95
02/07/2030
3,500,000.00 05/28/2025

4.70%
3,535,315.00
3,528,876.93
101.74

4.45%
3,560,746.00
25,987.50

1.01%
31,869.07
A2/NA
A

3.86 3.39
743315AW3 PROGRESSIVE CORP 3.2
03/26/2030 2,425,000.00 11/14/2025

4.16%
2,332,971.25
2,340,785.01

95.66 4.40%
2,319,801.08
1,077.78

0.66%
(20,983.94)
A2/A
A

3.99 3.69
74464AAC5 PUBLIC STORAGE OPERATING CO

4.375 07/01/2030 2,085,000.00 07/17/2025

4.58%
2,066,109.90
2,068,793.57

99.87 4.41%
2,082,222.78
22,804.69

0.59%
13,429.21
A2/A
NA

4.25 3.80
42 ATTACHMENT C
147

HOLDINGS REPORT
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
Total Corporate 93,290,000.00 4.51%
91,905,149.45
92,904,819.11
100.23

4.25%
93,490,955.88
840,123.37

26.62%
586,136.76

2.19 1.89

MONEY MARKET
FUND
60934N104 FEDERATED HRMS GV O INST 1,519,631.85 --

3.54%
1,519,631.85
1,519,631.85

1.00 3.54%
1,519,631.85

0.00 0.43%

0.00 Aaa/AAAm
AAA

0.00 0.00
Total Money Market
Fund 1,519,631.85 3.54%
1,519,631.85
1,519,631.85

1.00 3.54%
1,519,631.85

0.00 0.43%

0.00 0.00

0.00 MUNICIPAL BONDS
13063ESC1 CALIFORNIA ST 4.35 11/01/2032 3,800,000.00 10/31/2025

4.26%
3,820,216.00
3,819,059.44

99.70 4.40%
3,788,664.60
66,579.17

1.08%
(30,394.84)
Aa2/AA-
AA

6.59 5.57
Total Municipal
Bonds 3,800,000.00 4.26%
3,820,216.00
3,819,059.44

99.70 4.40%
3,788,664.60
66,579.17

1.08%
(30,394.84)

6.59 5.57

US TREASURY
912797TG2 UNITED STATES TREASURY
04/07/2026 13,500,000.00 03/12/2026

3.69%
13,465,950.00
13,491,828.00

99.94 3.66%
13,491,873.00

0.00 3.84%

45.00 P-1/A-1+
F1+

0.02 0.02
91282CCF6 UNITED STATES TREASURY 0.75
05/31/2026 8,320,000.00 --

0.80%
8,301,545.71
8,319,392.28

99.50 3.82%
8,277,992.32
20,914.29

2.36%
(41,399.96)
Aa1/AA+
AA+

0.17 0.16
91282CQB0 UNITED STATES TREASURY 3.375
02/29/2028 7,000,000.00 02/25/2026

3.46%
6,988,242.19
6,988,726.05

99.21 3.81%
6,944,763.00
20,543.48

1.98%
(43,963.05)
Aa1/AA+
AA+

1.92 1.83
91282CCY5 UNITED STATES TREASURY 1.25
09/30/2028 3,325,000.00 --

3.32%
3,058,576.17
3,165,656.03

93.91 3.83%
3,122,643.83
113.56

0.89%
(43,012.21)
Aa1/AA+
AA+

2.50 2.42
91282CPC9 UNITED STATES TREASURY 3.5
10/15/2028 6,300,000.00 10/28/2025

3.49%
6,301,230.47
6,301,055.34

99.22 3.82%
6,251,030.10
101,769.23

1.78%
(50,025.24)
Aa1/AA+
AA+

2.54 2.37
9128285M8 UNITED STATES TREASURY 3.125
11/15/2028 6,300,000.00 10/28/2025

3.50%
6,232,078.13
6,241,476.12

98.26 3.83%
6,190,241.40
74,507.94

1.76%
(51,234.72)
Aa1/AA+
AA+

2.63 2.46
91282CJR3 UNITED STATES TREASURY 3.75
12/31/2028 6,300,000.00 10/28/2025

3.51%
6,345,035.16
6,339,051.20

99.80 3.83%
6,287,450.40
59,388.81

1.79%
(51,600.80)
Aa1/AA+
AA+

2.75 2.56
91282CJW2 UNITED STATES TREASURY 4.0
01/31/2029 7,000,000.00 03/27/2024

4.20%
6,940,117.19
6,964,949.95
100.45

3.83%
7,031,717.00
46,408.84

2.00%
66,767.05
Aa1/AA+
AA+

2.84 2.64
43 ATTACHMENT C
148

HOLDINGS REPORT
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
9128286B1 UNITED STATES TREASURY 2.625
02/15/2029 7,000,000.00 --

4.06%
6,525,214.84
6,744,412.95

96.75 3.83%
6,772,500.00
22,841.85

1.93%
28,087.05
Aa1/AA+
AA+

2.88 2.73
91282CQA2 UNITED STATES TREASURY 3.5
02/15/2029 7,000,000.00 02/11/2026

3.56%
6,987,968.75
6,988,441.64

99.13 3.82%
6,939,296.00
30,455.80

1.98%
(49,145.64)
Aa1/AA+
AA+

2.88 2.70
91282CKT7 UNITED STATES TREASURY 4.5
05/31/2029 6,500,000.00 06/13/2024

4.25%
6,572,617.19
6,546,404.35
101.94

3.84%
6,625,937.50
98,035.71

1.89%
79,533.15
Aa1/AA+
AA+

3.17 2.89
91282CLC3 UNITED STATES TREASURY 4.0
07/31/2029 3,450,000.00 12/23/2024

4.42%
3,390,164.06
3,406,654.56
100.45

3.86%
3,465,362.85
22,872.93

0.99%
58,708.29
Aa1/AA+
AA+

3.33 3.08
912828YB0 UNITED STATES TREASURY 1.625
08/15/2029 7,600,000.00 --

3.42%
6,985,504.69
7,180,236.07

93.06 3.84%
7,072,453.60
15,352.21

2.01%
(107,782.47)
Aa1/AA+
AA+

3.38 3.23
91282CLR0 UNITED STATES TREASURY 4.125
10/31/2029 6,500,000.00 11/26/2024

4.21%
6,475,371.10
6,482,079.36
100.82

3.88%
6,553,319.50
112,582.87

1.87%
71,240.14
Aa1/AA+
AA+

3.59 3.25
91282CFY2 UNITED STATES TREASURY 3.875
11/30/2029 8,000,000.00 01/30/2025

4.32%
7,847,187.50
7,884,004.57

99.98 3.88%
7,998,128.00
103,901.10

2.28%
114,123.43
Aa1/AA+
AA+

3.67 3.34
91282CGJ4 UNITED STATES TREASURY 3.5
01/31/2030 6,700,000.00 --

4.02%
6,511,839.85
6,585,594.38

98.61 3.89%
6,606,829.80
38,867.40

1.88%
21,235.42
Aa1/AA+
AA+

3.84 3.53
912828Z94 UNITED STATES TREASURY 1.5
02/15/2030 542,500.00 04/06/2022

2.65%
498,040.43
520,541.60

91.51 3.88%
496,429.82
1,011.57

0.14%
(24,111.78)
Aa1/AA+
AA+

3.88 3.70
91282CMZ1 UNITED STATES TREASURY 3.875
04/30/2030 3,500,000.00 05/28/2025

4.08%
3,467,871.09
3,473,360.00

99.89 3.90%
3,496,171.00
56,947.51

1.00%
22,811.00
Aa1/AA+
AA+

4.08 3.68
91282CNG2 UNITED STATES TREASURY 4.0
05/31/2030 3,000,000.00 06/06/2025

4.11%
2,985,117.19
2,987,541.69
100.34

3.91%
3,010,194.00
40,219.78

0.86%
22,652.31
Aa1/AA+
AA+

4.17 3.75
91282CNN7 UNITED STATES TREASURY 3.875
07/31/2030 4,000,000.00 08/15/2025

3.85%
4,005,000.00
4,004,375.00

99.83 3.92%
3,993,280.00
25,690.61

1.14%
(11,095.00)
Aa1/AA+
AA+

4.33 3.93
91282CAE1 UNITED STATES TREASURY 0.625
08/15/2030 587,500.00 04/06/2022

2.63%
498,755.37
541,002.24

86.84 3.93%
510,207.33
456.45

0.15%
(30,794.91)
Aa1/AA+
AA+

4.38 4.23
91282CNX5 UNITED STATES TREASURY 3.625
08/31/2030 5,000,000.00 09/18/2025

3.66%
4,992,382.81
4,993,200.59

98.77 3.93%
4,938,670.00
15,760.87

1.41%
(54,530.59)
Aa1/AA+
AA+

4.42 4.02
91282CPA3 UNITED STATES TREASURY 3.625
09/30/2030 1,500,000.00 11/17/2025

3.72%
1,493,496.09
1,493,986.54

98.75 3.93%
1,481,308.50
148.57

0.42%
(12,678.04)
Aa1/AA+
AA+

4.50 4.11
91282CPD7 UNITED STATES TREASURY 3.625
10/31/2030 7,000,000.00 11/13/2025

3.70%
6,975,664.06
6,977,517.46

98.71 3.94%
6,909,490.00
106,546.96

1.97%
(68,027.46)
Aa1/AA+
AA+

4.59 4.11
91282CPN5 UNITED STATES TREASURY 3.5
11/30/2030 7,000,000.00 12/08/2025

3.75%
6,920,703.13
6,925,634.64

98.16 3.93%
6,871,214.00
82,115.38

1.96%
(54,420.64)
Aa1/AA+
AA+

4.67 4.21
44 ATTACHMENT C
149

HOLDINGS REPORT
City of Stockton Reserve | Account #10020 | As of March 31, 2026 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
91282CPW5 UNITED STATES TREASURY 3.75
01/31/2031 3,000,000.00 03/26/2026

4.04%
2,962,031.25
2,962,138.45

99.15 3.94%
2,974,452.00
18,646.41

0.85%
12,313.55
Aa1/AA+
AA+

4.84 4.35
91282CBL4 UNITED STATES TREASURY 1.125
02/15/2031 565,000.00 04/06/2022

2.62%
498,104.88
528,137.31

87.66 3.93%
495,302.17
790.14

0.14%
(32,835.14)
Aa1/AA+
AA+

4.88 4.65
912810FP8 UNITED STATES TREASURY 5.375
02/15/2031 6,000,000.00 --

4.27%
6,403,066.41
6,276,781.25
106.27

3.95%
6,375,936.00
40,089.78

1.82%
99,154.75
Aa1/AA+
AA+

4.88 4.26
91282CQD6 UNITED STATES TREASURY 3.5
02/28/2031 7,000,000.00 03/05/2026

3.72%
6,929,726.56
6,930,730.47

98.06 3.94%
6,864,375.00
21,304.35

1.95%
(66,355.47)
Aa1/AA+
AA+

4.91 4.45
91282CCS8 UNITED STATES TREASURY 1.25
08/15/2031 562,500.00 04/06/2022

2.62%
498,515.62
525,717.89

86.79 4.00%
488,210.63
874.05

0.14%
(37,507.26)
Aa1/AA+
AA+

5.38 5.09
91282CFV8 UNITED STATES TREASURY 4.125
11/15/2032 2,500,000.00 --

3.72%
2,582,389.33
2,555,644.32
100.04

4.12%
2,500,880.00
39,027.97

0.71%
(54,764.32)
Aa1/AA+
AA+

6.63 5.66
Total US Treasury 162,552,500.00 3.67%
160,639,507.22
161,326,272.28

99.14 3.86%
161,037,658.73
1,218,186.42

45.85%
(288,613.56)

3.15 2.88
Total Portfolio 354,227,123.37 4.09%
348,439,900.81
350,832,284.87

98.80 4.03%
351,199,694.21
2,453,066.79
100.00%
367,409.34

3.02 2.55
Total Market Value +
Accrued 353,652,760.99
45 ATTACHMENT C
150

HOLDINGS REPORT
City of Stockton Enhanced Cash | Account #11194 | As of March 31, 2026 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
CASH
CCYUSD Receivable 5,491.81 -- 5,491.81
5,491.81

1.00 5,491.81

0.00 0.30%

0.00 Aaa/AAA
AAA

0.00 0.00
Total Cash 5,491.81
5,491.81
5,491.81

1.00 5,491.81

0.00 0.30%

0.00 0.00

0.00 MONEY MARKET
FUND
60934N104 FEDERATED HRMS GV O INST 1,817,626.76 --

3.52%
1,817,626.76
1,817,626.76

1.00 3.52%
1,817,626.76

0.00 99.70%

0.00 Aaa/AAAm
AAA

0.00 0.00
Total Money Market
Fund 1,817,626.76 3.52%
1,817,626.76
1,817,626.76

1.00 3.52%
1,817,626.76

0.00 99.70%

0.00 0.00

0.00 Total Portfolio 1,823,118.57 3.52%
1,823,118.57
1,823,118.57

1.00 3.52%
1,823,118.57

0.00 100.00%

0.00 0.00

0.00 Total Market Value +
Accrued 1,823,118.57
46 ATTACHMENT C
151

TRANSACTIONS
47 ATTACHMENT C
152

TRANSACTION LEDGER
City of Stockton Reserve | Account #10020|01/01/2026 Through 03/31/2026| Transaction
Type
Settlement
Date CUSIP Quantity Security Description Price Acq/Disp Yield Amount Interest Pur/
Sold Total Amount Gain/Loss

ACQUISITIONS
Purchase 01/21/2026 448970AD5 1,080,000.00 HALST 26A A3 3.97 12/15/2028 99.985 3.98% (1,079,841.67) 0.00 (1,079,841.67) 0.00 Purchase 02/12/2026 36273VAD7 1,915,000.00 GMALT 2026-1 A3 3.88 01/22/2029 99.987 4.11% (1,914,749.33) 0.00 (1,914,749.33) 0.00 Purchase 02/17/2026 3137F8ZV8 3,500,000.00 FHMS K-123 A2 1.621 12/25/2030 89.848 3.98% (3,144,667.96) (2,521.56) (3,147,189.52) 0.00 Purchase 02/17/2026 91282CQA2 7,000,000.00

UNITED STATES
TREASURY 3.5
02/15/2029

99.828 3.56% (6,987,968.75) (1,353.59) (6,989,322.34) 0.00 Purchase 03/02/2026 91282CQB0 7,000,000.00

UNITED STATES
TREASURY 3.375
02/29/2028

99.832 3.46% (6,988,242.19) (1,283.97) (6,989,526.16) 0.00 Purchase 03/06/2026 91282CQD6 7,000,000.00

UNITED STATES
TREASURY 3.5
02/28/2031

98.996 3.72% (6,929,726.56) (3,994.57) (6,933,721.13) 0.00 Purchase 03/13/2026 912797TG2 13,500,000.00 UNITED STATES TREASURY 04/07/2026 99.748 3.69% (13,465,950.00) 0.00 (13,465,950.00) 0.00 Purchase 03/27/2026 91282CPW5 3,000,000.00

UNITED STATES
TREASURY 3.75
01/31/2031

98.734 4.04% (2,962,031.25) (17,092.54) (2,979,123.79) 0.00 Total Purchase 43,995,000.00 (43,473,177.71) (26,246.23) (43,499,423.94) 0.00 TOTAL
ACQUISITIONS 43,995,000.00 (43,473,177.71) (26,246.23) (43,499,423.94) 0.00

DISPOSITIONS
Maturity 01/01/2026 646140DP5 (557,500.00)

NEW JERSEY ST TPK
AUTH TPK REV 1.047
01/01/2026
100.000 1.05% 557,500.00 0.00 557,500.00 0.00
Maturity 01/31/2026 91282CBH3 (17,305,000.00)

UNITED STATES
TREASURY 0.375
01/31/2026
100.000 0.79% 17,305,000.00 0.00 17,305,000.00 0.00
Maturity 02/28/2026 91282CBQ3 (12,670,000.00)

UNITED STATES
TREASURY 0.5
02/28/2026
100.000 0.94% 12,670,000.00 0.00 12,670,000.00 0.00
48 ATTACHMENT C
153

TRANSACTION LEDGER
City of Stockton Reserve | Account #10020|01/01/2026 Through 03/31/2026| Transaction
Type
Settlement
Date CUSIP Quantity Security Description Price Acq/Disp Yield Amount Interest Pur/
Sold Total Amount Gain/Loss
Maturity 03/03/2026 912797ST5 (6,000,000.00) UNITED STATES TREASURY 03/03/2026 100.000 3.61% 6,000,000.00 0.00 6,000,000.00 0.00 Total Maturity (36,532,500.00) 36,532,500.00 0.00 36,532,500.00 0.00 Sale 03/27/2026 91282CJF9 (2,500,000.00)

UNITED STATES
TREASURY 4.875
10/31/2028
102.277 3.87% 2,556,933.59 49,490.68 2,606,424.27 (3,449.62) Total Sale (2,500,000.00) 2,556,933.59 49,490.68 2,606,424.27 (3,449.62) TOTAL
DISPOSITIONS (39,032,500.00) 39,089,433.59 49,490.68 39,138,924.27 (3,449.62) 49 ATTACHMENT C
154

IMPORTANT DISCLOSURES
2026 Chandler Asset Management, Inc, An Independent Registered Investment Adviser.

Information contained herein is confidential. Prices are provided by ICE Data Services Inc (“IDS”), an independent pricing source. In the event IDS does not provide a price or if the price provided is not reflective of fair market value, Chandler will obtain pricing from an alternative approved third party pricing source in accordance with our written valuation policy and procedures. Our valuation procedures are also disclosed in Item 5 of our Form ADV Part 2A.

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

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

Source ICE Data Indices, LLC (“ICE”), used with permission. ICE permits use of the ICE indices and related data on an “as is” basis; ICE, its affiliates and their respective third party suppliers disclaim any and all warranties and representations, express and/or implied, including any warranties of merchantability or fitness for a particular purpose or use, including the indices, index data and any data included in, related to, or derived therefrom. Neither ICE data, its affiliates or their respective third party providers guarantee the quality, adequacy, accuracy, timeliness or completeness of the indices or the index data or any component thereof, and the indices and index data and all components thereof are provided on an “as is” basis and licensee’s use it at licensee’s own risk. ICE data, its affiliates and their respective third party do not sponsor, endorse, or recommend chandler asset management, or any of its products or services.

This report is provided for informational purposes only and should not be construed as a specific investment or legal advice. The information contained herein was obtained from sources believed to be reliable as of the date of publication, but may become outdated or superseded at any time without notice. Any opinions or views expressed are based on current market conditions and are subject to change. This report may contain forecasts and forward-looking statements which are inherently limited and should not be relied upon as indicator of future results. Past performance is not indicative of future results. This report is not intended to constitute an offer, solicitation, recommendation or advice regarding any securities or investment strategy and should not be regarded by recipients as a substitute for the exercise of their own judgment.

Fixed income investments are subject to interest, credit and market risk. Interest rate risk: the value of fixed income investments will decline as interest rates rise. Credit risk: the possibility that the borrower may not be able to repay interest and principal. Low rated bonds generally have to pay higher interest rates to attract investors willing to take on greater risk. Market risk: the bond market in general could decline due to economic conditions, especially during periods of rising interest rates.

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

Security level ratings for U.S. Agency issued mortgage-backed securities (“MBS”) reflect the issuer rating because the securities themselves are not rated. The issuing U.S. Agency guarantees the full and timely payment of both principal and interest.

LGIP Yields: Reported yields for local government investment pools may be presented as either the 30-day yield or the monthly distribution yield, as applicable. For certain funds, the 30-day yield is calculated using reported daily yield data. Yield calculations are subject to change and may not be directly comparable across funds.

LAIF Yields: Additional Disclosure for CA Clients - As a result of a reporting lag from the Local Agency Investment Fund (LAIF), reported LAIF yields represent the most recently available Daily Effective Yield and may reflect data from approximately 7–10 days prior to month-end. 50 ATTACHMENT C
155

BENCHMARK DISCLOSURES
Benchmark Disclosure
ICE BofA 1-5 Year Gov/Corp A or
better
The ICE BofA US Issuers 1-5 Year AAA-A US Corporate & Government Index tracks the performance of US dollar denominated investment grade debt publicly issued in the US domestic market, including US Treasury, US agency, foreign government, supranational, and corporate securities. Qualifying securities must be issued from US issuers and be rated AAA through A3 (based on an average of Moody’s, S&P and Fitch). In addition, qualifying securities must have at least one year remaining term to final maturity and less than five years remaining term to final maturity, at least 18 months to final maturity at point of issuance, a fixed coupon schedule, and a minimum amount outstanding of $1 billion for US Treasuries and $250 million for all other securities. 51 ATTACHMENT C
156

ATTACHMENT D
157
City of Stockton
Legislation Text
File #: 26-0724, Version: 1
ACCEPT AND APPROVE AMENDMENTS TO THE CITY OF STOCKTON’S INVESTMENT POLICY NO. 17.01.030

RECOMMENDATION
It is recommended that the City Council approve a motion to amend City Policy No. 17.01.030 “City Investment Policy” as presented in Attachment A.

It is further recommended that the City Manager be authorized to take appropriate and necessary action to carry out the purpose and intent of the motion.

Summary
The City Council Policy Chapter 5.03 - Investments (Attachment B) was last approved on October 3, 2017, and the City’s Investment Policy No. 17.01.030 was approved by the City Council on June 20, 2023. Policy 17.01.030 has been amended to include changes related to Senate Bills 595 and 858 that revised section 53601 of California Government Code (“CGC”). The recommended action would reaffirm the City’s existing investment policy with revisions.

City staff and the City’s investment consultants recommend incorporating these policy changes in the following areas: Policy Modifications related to State Code Changes. A red-lined version of the policy changes is included as Attachment C. No changes are needed to the City Council level policy at this time.

DISCUSSION
Background
The CGC contains specific provisions regarding the types of investments and practices that a City Council may authorize after considering the broad requirements of preserving principal and maintaining liquidity before seeking yield. These provisions are intended to promote the use of reliable, diverse, and safe investment instruments. The Council sets forth its policies and practices in this regard by adopting the City Investment Policy at a public meeting.

Thereafter, pursuant to Section 53646 of the CGC, the City Treasurer may annually render to the City Council a statement of investment policy and bring any recommendations for changes for the Council’s consideration at a public meeting.

The City of Stockton’s Investment Policy is reviewed annually by the Chief Financial Officer, acting in the capacity of City Treasurer. This policy outlines the structure and oversight responsibilities, including the delegation of authority by the City Council to the City Treasurer for investment City of Stockton Printed on 7/16/2026Page 1 of 2
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File #: 26-0724, Version: 1
decisions, and grants authority to the City Treasurer to delegate to an external investment manager the day-to-day management of the City’s investment portfolio. The City contracts with both PFM Asset Management and Chandler Asset Management for investment portfolio management services.

Present Situation
While the adoption of an investment policy is no longer required by statute, it is in the best interest of the local agency to present and discuss the policy with the agency’s legislative body and/or oversight committee, and then have the policy approved by a vote of the legislative body. Having a public vote signifies that the legislative body shares fiduciary responsibility with the Treasurer, increases the authority and legitimacy of the investment policy, and provides transparency and disclosure.

The annual review includes affirming the investment goals and objectives of the City. According to the California Debt and Investment Advisory Commission (CDIAC), priorities of a comprehensive investment policy should include, but not be limited to, the following:
· Ensuring safety of principal.
· Ensuring that the liquidity needs for operations and other City obligations are met. · Seeking maximum yield on the City’s investments after ensuring the two priorities above are met.

The City’s current adopted Investment Policy follows these priorities. The policy allows investment types that conform to CGC.

In January 2026, changes were made to CGC concerning the investment of public funds that went into effect on January 1, 2026. The proposed Investment Policy revision will include CGC, section 53601, updates from Senate Bills 595 and 858 to the following areas:

Commercial Paper
· The maximum maturity for eligible commercial paper was extended from 270 to 397 days. · Local agencies with at least $100 million in investment assets are permitted to invest a maximum of 40% of its portfolio in commercial paper until January 1, 2031, then reverts to a maximum of 25%.

Mitigating Risk in the Portfolio
· In periods of low interest rates, CGC authorized local agencies to invest in U.S. government securities that could result in zero-interest accrual if held to maturity, provision sunsets January 1, 2031.

FINANCIAL SUMMARY
There is no financial impact as a result of approving the amended Investment Policy.

Attachment A - Proposed City Policy No 17.01.030 “City Investment Policy” Attachment B - City Council Policy Chapter 5.03 Investment Attachment C - Redline Policy Revisions to City Policy No 17.01.030 “City Investment Policy” City of Stockton Printed on 7/16/2026Page 2 of 2
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ATTACHMENT A

1 POLICY
It is the policy of the City of Stockton to invest funds in a manner which will provide foremost for the safety of principal while meeting the short- and long-term cash flow demands of the City and conforming to all statutes governing the investment of City funds.

I. Scope
This Investment Policy applies to all cash, operating, and surplus funds included within the City’s audited financial statements and held directly by the City.

Bond proceeds shall be invested in accordance with the governing bond documents (e.g. official statement and trust indenture). Proceeds of City bonds or other debt issues in possession of a trustee or fiscal agent are not considered to be part of the financial assets covered by these Investment Policy guidelines.

Also excluded from this Policy are any deferred compensation, retirement, Section 115 Trust, and Other Post Employment Benefit Plans. Investments related to these plans are not subject to this policy since third-party administrators or trustees manage the funds, and, either the individual plan participants or outside investment managers or trustees’ direct investment selections under the guidelines established by the plan documents.

II. Prudence
Investments shall be made with judgment and care, under circumstances then prevailing, which persons of prudence, discretion and intelligence exercise in the management of their own affairs; not for speculation, but for investment, considering the probable safety of their capital as well as the probable income to be derived.

Investments shall be made in accordance with the “Prudent Investor” standard, as described in California Government Code Section 53600.3, which states: “Except as provided in subdivision (a) of Section 27000.3, all governing bodies of local agencies or persons authorized to make investment decisions on behalf of those local agencies investing public funds pursuant to this chapter are trustees and therefore fiduciaries subject to the prudent investor standard. When investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public funds, a trustee shall act SUBJECT: INVESTMENT POLICY NUMBER: 17.01.030
RESPONSIBLE OFFICER:

City Manager
EFFECTIVE DATE:

POLICY OWNER:

Administrative Services Department
LAST UPDATED:

POLICY CONTACT:

CFO, Administrative Department, City Treasurer
APPROVED:

INVESTMENT Chapter 17.01.030

160

ATTACHMENT A

2 with care, skill, prudence, and diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated needs of the agency, that a prudent person acting in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the agency. Within the limitations of this section and considering individual investments as part of an overall strategy, investments may be acquired as authorized by law.” III. Objectives
Within the overriding requirement of compliance with all Federal, State and local laws governing the investment of moneys under the control of the Treasurer, and as specified in the California Government Code Section 53600.5, when investing, reinvesting, purchasing, acquiring, exchanging, selling and managing public funds, the primary objectives, in priority order, of the investment activities shall be:

1. Safety. Safety of principal is the foremost objective of the investment program.

Investments shall be undertaken in a manner that seeks to ensure the preservation of capital in the portfolio.

2. Liquidity. The investment portfolio will remain sufficiently liquid to enable the City to meet all operating requirements which might be reasonably anticipated.

3. Return on Investment. The City’s investment portfolio shall be designed with the objective of attaining a market rate of return throughout budgetary and economic cycles, taking into account the City’s investment risk constraints and cash flow requirements.

IV. Delegation of Authority
California Government Code Section 53607 allows for the delegation of investment activities to the Treasurer of the City for periods of one year. The Treasurer shall be responsible for all transactions undertaken and shall establish a system of controls to regulate the activities of subordinate officials, and their procedures in the absence of the Treasurer. The delegation, subject to review, is renewable on an annual basis and is to be included as part of the adoption of the annual budget to have the authority in place at July 1 of each year.

The Treasurer may delegate the day-to-day execution of investments to a Securities and Exchange Commission (SEC)-registered investment advisor, via written agreement approved by City Council.

The Advisor, in coordination with the Treasurer, will manage the City’s investment portfolio in accordance with this Investment Policy, the stated investment objectives of the City, and any such other written instructions provided by the Treasurer. The Advisor will also assist in security settlement.

V. Ethics and Conflicts of Interest
The Treasurer and any designated employees are prohibited from personal business activity that could conflict with the proper execution of the investment program, or which could impair their ability to make impartial investment decisions, or which could give the appearance thereof. Employees and investment officials shall disclose any material interests in financial institutions with which they conduct business to the Treasurer. They shall further disclose any personal financial/investment positions that could be related to the performance of the investment portfolio. Furthermore, these same individuals are prohibited from undertaking personal investment transactions with any 161

ATTACHMENT A

3 individual with whom business is conducted on behalf of the City. The State of California Fair Political Practices Commission Statement of Economic Interests, Form 700, shall be completed on an annual basis by the Treasurer and any designee of the Treasurer.

VI. Internal Controls
The Treasurer is responsible for establishing and maintaining a control structure designed to ensure that the assets of the City are protected from loss, theft or misuse. The internal control structure shall be designed to provide reasonable assurance that these objectives are met. Internal controls shall separate transaction authority from accounting and record keeping, safekeep assets, and maintain written records for all investments and wire transfers.

A. Objectives of Internal Control
Internal control is the plan of the organization and all the related systems established by management’s objective of ensuring, as far as practicable:
 Orderly and efficiently conduct of its business, including adherence to management policies.
 Safeguarding of assets.
 Prevention and detection of errors and fraud.
 Accuracy and completeness of the accounting records; and  Timely preparation of reliable financial information.

An internal control system, however elaborate, can provide only reasonable assurance that the objectives are met. Internal controls are reviewed periodically to ensure effectiveness.

VII. Reporting
A. Monthly: As described in California Government Code Section 53607, a report of investment transactions will be made to the City Council every month.

B. A report shall be rendered to the City Manager, City Council, and City Auditor at least four times per fiscal year and shall include:
 A complete description of the portfolio, the type of investments, the issuers, maturity dates, par and dollar amounts invested on all securities, the current market values of each component of the portfolio, the source of the portfolio valuation, investments, and monies held by the City.
 A description of any of the City’s funds, investments, or programs under the management of contracted parties, including lending programs.
 The following certifications:
 All investment actions executed since the last report have been made in full compliance with the Investment Policy.
 The City of Stockton will meet its expenditure obligations for the next six months as described in California Government Code Section 53646(b)(3).

C. Both monthly and quarterly reports shall be made publicly available in the City Clerk’s Office, on the City Website, or other appropriate means.
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4 VIII. Authorized and Suitable Investments
The City’s investments are governed by California Government Code, Sections 53600, et seq.

Within the assets permitted by the Code; the City seeks to further restrict eligible investments to the guidelines listed below. In the event a discrepancy is found between this policy and the Code, the more restrictive parameters will take precedence. All percentage holding limits and rating requirements listed in this section apply at the time the security is purchased. A security purchased in accordance with this section shall not have a forward settlement date exceeding 45 days from the time of investment.

Any investment currently held at the time the policy is adopted which does not meet the new policy guidelines can be held until maturity and shall be exempt from the current policy. At the time of the investment’s maturity or liquidation, such funds shall be reinvested only as provided in the current policy.

An appropriate risk level shall be maintained by primarily purchasing securities that are of high quality, liquid, and marketable. The portfolio shall be diversified by security type and institution to avoid incurring unreasonable and avoidable risks regarding specific security types or individual issuers.

Securities with term to maturity greater than 5 years shall not exceed 30% of total portfolio value.

A. Municipal Securities including Registered state warrants or treasury notes or bonds of this state, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by the state or by a department, board, agency, or authority of the state.

Bonds, notes, warrants, or other evidences of indebtedness of a local agency within this state, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by the local agency, or by a department, board, agency, or authority of the local agency.

Registered treasury notes or bonds of any of the other 49 states in addition to California, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any of the other 49 states, in addition to California.
 The securities are rated in a rating category of “A” or the equivalent or higher by at least one nationally recognized statistical rating organization (“NRSRO”).  No more than 5% of the portfolio may be invested in any single issuer.  No more than 30% of the portfolio may be in Municipal Securities.  The maximum maturity does not exceed ten (10) years.

B. United States Treasury notes, bonds, bills, or certificates of indebtedness, or those for which the full faith and credit of the United States are pledged for the payment of principal and interest.  There are no limits on the maturity, dollar amount or percentage that the City may invest in U.S. Treasuries

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5 C. Federal Agencies or United States Government-Sponsored Enterprise (GSE) obligations, participations, or other instruments, including those issued by or fully guaranteed as to principal and interest by federal agencies or United States government-sponsored enterprises.  Includes agency-backed mortgage-backed securities, mortgage pass-through securities, and collateralized mortgage obligations.
 There are no limits on the maturity, dollar amount, or percentage that the City may invest in Federal Agency or Government-Sponsored Enterprises (GSEs), provided that:
 No more than 20% of the portfolio may be invested in a federal agency or GSE issued mortgage-backed securities, mortgage pass -through securities, and collateralized mortgage obligations.

D. Banker’s Acceptances otherwise known as bills of exchange or time drafts that are drawn on and accepted by a commercial bank.
 Issued by institutions which have short-term debt obligations rated “A-1” or higher by at least one NRSRO; or long-term debt obligations which are rated in a rating category of “A” or the equivalent or higher by at least one NRSRO, provided that:
 No more than 40% of the portfolio may be invested in Banker’s Acceptances.  No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed 180 days.

E. Commercial Paper of “prime” quality of the highest ranking or of the highest letter and number rating as provided for by a nationally recognized statistical rating organization (NRSRO). The entity that issues the commercial paper shall meet all of the following conditions in either paragraph (1) or (2):
(1) The entity meets the following criteria:
(A) Is organized and operating in the United States as a general corporation. (B) Has total assets in excess of five hundred million dollars ($500,000,000). (C) Has debt other than commercial paper, if any, that is rated in a rating category of “A” or its equivalent or higher by an NRSRO.
(2) The entity meets the following criteria:
(A) Is organized within the United States as a special purpose corporation, trust, or limited liability company.
(B) Has program wide credit enhancements including, but not limited to, overcollateralization, letters of credit, or a surety bond. (C) Has commercial paper that is rated “A-1” or higher, or the equivalent, by an NRSRO.

Commercial paper that meets the above requirements is permitted, provided that:
 The securities are rated “A-1” or higher by at least one NRSRO.  A maximum portfolio concentration of 40% for agencies with $100,00 0,000 or more in assets under management, through January 1, 2031.
 No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed 397 days in accordance with California Government Code Section 53601(h).

F. Negotiable Certificates of Deposit (NCDs), issued by a nationally or state-chartered bank, a savings association or a federal association, a state or federal credit union, or by a federally licensed or state-licensed branch of a foreign bank, provided that:
 The amount of the NCD insured up to the FDIC limit does not require any credit ratings.  Any amount above the FDIC insured limit must be issued by institutions which have short- 164

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6 term debt obligations rated “A-1” or higher by at least one NRSRO; or long-term obligations rated in a rating category of “A” or the equivalent or higher by at least one NRSRO.  No more than 30% of the total portfolio may be invested in NCDs.  No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed five (5) years.

G. Federally Insured Time Deposits (Non-Negotiable Certificates of Deposit) in state or federally chartered banks, savings and loans, or credit unions, provided that:
 The amount per institution is limited to the maximum covered under federal insurance.  No more than 20% of the portfolio will be invested in a combination of federally insured time deposits, collateralized time deposits and Certificate of Deposit Account Registry Service (CDARS).
 The maximum maturity does not exceed five (5) years.
 Securities backed by the United States government that could result in a zero -or-negative interest accrual if held to maturity are permitted, in the event of, and for the period of negative interest rates. This provision will sunset on January 1, 2031.

H. Collateralized Time Deposits (Non-Negotiable Certificates of Deposit) in state or federally chartered banks, savings and loans, or credit unions in excess of insured amounts which are fully collateralized with securities in accordance with California law, provided that:
 No more than 20% of the portfolio will be invested in a combination of federally insured time deposits, collateralized time deposits, and CDARS.  The maximum maturity does not exceed five (5) years.

I. Certificate of Deposit Placement Service (CDARS), provided that:
 No more than 20% of the total portfolio may be invested in a combination of federally insured time deposits, collateralized time deposits, and CDARS.  The maximum maturity does not exceed five (5) years.

J. Collateralized Bank Deposits. City’s deposits with financial institutions will be collateralized with pledged securities per California Government Code, Section 53651.

K. Repurchase Agreements collateralized with securities authorized under California Government Code, maintained at a level of at least 102% of the market value of the Repurchase Agreement.

There are no limits on the dollar amount or percentage that the City may invest, provided that:
 Securities used as collateral for Repurchase Agreements will be delivered to an acceptable third-party custodian.
 Repurchase Agreements are subject to a Master Repurchase Agreement between the City and the provider of the repurchase agreement. The Master Repurchase Agreement will be substantially in the form develo ped by the Securities Industry and Financial Markets Association.
 The maximum maturity does not exceed one (1) year.

L. State of California Local Agency Investment Fund (LAIF).  The City may invest up to the maximum amount permitted by LAIF.  LAIF’s investments in instruments prohibited by or not specified in the City’s policy do not exclude the investment in LAIF itself from the City’s list of allowable investments, 165

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7 provided LAIF’s reports allow the Treasurer to adequately judge the risk inherent in LAIF’s portfolio.

M. California Asset Management Program
N. Medium Term Notes (MTNs) defined as all corporate and depository institution debt securities with a maximum remaining maturity of five years or less, issued by corporations organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States, provided that:
 The securities are rated in a rating category of “A” or the equivalent or higher by at least one NRSRO.
 No more than 30% of the total portfolio may be invested in MTNs.  No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed five (5) years.

O. A pay-through bond, equipment lease-backed certificate, consumer receivable pass-through certificate, or consumer receivable-backed bond of a maximum remaining maturity of five years’ or less, provided that:
 The securities are rated in a rating category of “AA” or the equivalent or higher by a NRSRO.
 No more than 20% of the total portfolio may be invested in these securities.  No more than 5% of the portfolio may be invested in any single Asset -Backed security issuer.
 The maximum legal final maturity does not exceed five (5) years.

P. Shares of beneficial interest issued by diversified management companies that are money market funds registered with the Securities and Exchange Commission under the Investment Company Act of 1940 (15 U.S.C. Sec. 80a-1 et seq.). Money market funds eligible under this paragraph are restricted to those which invest solely in US Government and Agency securities, provided that:
 Such Funds meet either of the following criteria:

A. Have attained the highest ranking or the highest letter and numerical rating provided by not less than two (2) NRSROs; or
B. Have retained an investment adviser registered or exempt from registration with the Securities and Exchange Commission with not less than five years’ experience investing in the securities and obligations authorized by California Government Code, Section 53601 and with assets under management in excess of $500 million.  No more than 20% of the total portfolio may be invested in Money Market Funds.

Q. Supranational, provided that:
 Issues are US dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development, International Finance Corporation, or Inter-American Development Bank.  The securities are rated in a rating category of “AA” or the equivalent or higher by a NRSRO.
 No more than 30% of the total portfolio may be invested in these securities.  No more than 10% of the portfolio may be invested in any single issuer. 166

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8  The maximum maturity does not exceed five (5) years.

IX. Review of Investment Portfolio
All securities purchased by the City must be in compliance with Section VIII Authorized and Suitable Investments at the time of purchase. Because some securities may not comply with Section VIII Authorized and Suitable Investments subsequent to the date of purchase, the Treasurer shall at least annually review the portfolio to identify those securities that do not comply.

Any investment currently held that becomes non-compliant due to a change of the policy after its acquisition will not have to be sold immediately. As long as investments are compliant at the time of purchase, they are acceptable to hold to maturity if that is the Treasurer’s decision. It is not, however, acceptable to reinvest the proceeds of those maturities in any investment that does not meet the most current Investment Policy guidelines. The Treasurer shall establish procedures to report to the City Council and to its oversight committee, should one exist, any incidences of noncompliance identified through the review of the portfolio.

X. Investment Pools/Mutual Funds
A thorough investigation of any permitted pool/fund is required prior to investing, along with periodic due diligence reviews at least annually. The prospectus, program guide or offering statement shall be reviewed to ensure compliance with the following criteria:

1. A description of eligible investment securities, and a written statement of investment policy and objectives.

2. A description of interest calculations and how it is distributed, and how gains and losses are treated.

3. A description of how the securities are safeguarded (including the settlement processes), and how often the securities are priced and the program audited.

4. A description of who may invest in the program, how often, and what size deposit and withdrawal are allowed.

5. A schedule for receiving statements and portfolio listings.

6. Are reserves, retained earnings, etc. utilized by the pool/fund?

7. A fee schedule, and when and how is it assessed.

8. Is the pool/fund eligible for bond proceeds and/or will it accept such proceeds?

XI. Collateral Requirements
California Government Code Sections 53652 and 53667 require depositories to post certain types and levels of collateral for public funds on deposit above the FDIC insurance amounts. The collateral requirements apply to bank deposits, both active (checking and savings accounts) and inactive (non- negotiable time certificates of deposit), and to repurchase agreements.

The City chooses to limit collateral to the following: U.S. Treasuries and Federal Agency Obligations.

Collateral will always be held by an independent third party with whom the City has a current custodial agreement. A clearly marked evidence of ownership (safekeeping receipt) must be supplied to the City and retained. The right of collateral substitution may be granted. 167

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9 XII. Authorized Financial Institutions and Dealers
A. For brokers/dealers of government securities and other investments, the Treasurer shall select only brokers/dealers who are licensed and in good standing with the California Department of Securities, the Securities and Exchange Commission, and/or Financial Industry Regulatory Authority, Inc. (FINRA). Before engaging in investment transactions with a broker/dealer, the Treasurer shall obtain a signed verification form that attests the individual reviewed the City’s Investment Policy and intends to present only those investment recommendations and transactions to the City that is appropriate under the terms and conditions of the Investment Policy.

B. The City may engage the services of one or more external managers to assist in the management of the City’s investment portfolio. Such external managers may be granted discretion to purchase and sell investment securities in accordance with this Investment Policy.

External managers may use their own list of approved broker-dealers. Such managers must be registered under the Investment Advisers Act of 1940.

C. Public deposits shall be made only in qualified public depositories within the State of California as established by State law. Deposits shall be insured by the Federal Deposit Insurance Corporation (FDIC), or, to the extent the amount exceeds the insured maximum, shall be collateralized with securities in accordance with State law.

D. The Administrative Services Department shall verify investment trades against the bank transactions and broker confirmation tickets to ensure accuracy. On a monthly basis, the custodial asset statement shall be reconciled with the month end portfolio holdings.

XIII. Maximum Allowable Maturity of Investments
The investment program may include investments with maturities beyond five years, if in the judgment of the Treasurer, such investments should result in a more favorable rate of return for the City. Per California Government Code Section 37354, donated securities are not subject to maturity limits. Investments maturing beyond a five-year horizon should not exceed 30% of the total portfolio value at any given time. Investments of greater than five years shall be permitted for US Treasury, US Agency or GSE obligations, and municipal securities, as described in Section VIII Authorized and Suitable Investments, paragraphs A, B and C. Additionally, investments in City Variable Rate obligations, with maturities greater than five years, may be made when IRS and SEC guidelines permit. For purposes of compliance with this Policy, an investment’s term or remaining maturity shall be measured from the settlement date to final maturity.

XIV. Mitigating Risk in the Portfolio
A. Credit Risk
 The City will diversify its investments to diminish the credit risk resulting from concentrations in any one non-governmental issuer.
 If a security owned by the City is downgraded to a level below the quality required for purchase by this Policy, the Treasurer shall review the credit situation and make a determination as to whether to sell or retain such securities in the portfolio.

B. Market Risk. While the City recognizes that longer term portfolios achieve higher returns, longer term portfolios also have higher volatility of market values and total return. The City will limit market risk by limiting the concentrations, volume and duration of its longer-term investments, as well as limiting them to funds which are not needed for current year cash flow purposes. 168

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10  Maturities selected shall provide for stability of income and liquidity.  Portfolio maturities shall be managed to avoid undue concentration in any specific maturity.
 The City may sell a security prior to its maturity (recording a gain or loss) to diminish the portfolio’s exposure to market risk.

C. Diversification is required that potential losses on individual securities do not exceed the income generated from the remainder of the portfolio.

D. The City may sell a security prior to its maturity (recording a gain or loss) to adjust the portfolio duration or improve the risk structure, liquidity or yield of the portfolio in response to market conditions or City needs.

XV. Safekeeping and Delivery
A. To protect against fraud, embezzlement, or losses caused by collapse of individual securities dealers, all securities owned by the City shall be held in safekeeping by the City’s custodial bank, a third-party bank trust department, acting as agent for the City under the terms of a custody agreement.

B. All security transactions entered into by the City shall be conducted on a standard delivery- versus-payment basis, which ensures that securities are deposited with the third-party custodian prior to the release of funds. All securities purchased or acquired shall be delivered to the City by book entry, physical delivery or by third-party custodial agreement as required by California Government Code Section 53601. Investments in the State Pool, California Asset Management Program, or money market mutual funds are undeliverable and are not subject to third-party safekeeping requirements.

XVI. Diversification
The City’s investments shall be diversified by:
 Limiting investments to avoid over concentration in securities from a specific issuer or business sector (excluding U.S. Treasury securities).
 Limiting investment in securities that have higher credit risks.  Investing in securities with varying maturities.
 Continuously investing a portion of the portfolio in readily available funds such as money market funds to ensure that appropriate liquidity is maintained to meet ongoing obligations.

XVII. Performance Evaluation and Operations Audit
Investment of City funds is governed by the California Government Code Section 53600, et seq.

Within the context of those limitations, the analysis and selection of investments includes prudent investment principals, review of investment performance, current and expected interest rate yields (economic and interest rate trends), diversification, and structured maturity composition to meet necessary cash flow requirements.

The investment performance objective for the portfolio shall be to earn a total rate of return over a market cycle which is approximately equal to the return on a market benchmark which reflects the City’s investment objectives and risk preferences.
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11 The Treasurer shall ensure that the City’s annual process of independent review by an external auditor will include a review to assure full compliance with this investment policy and a review of acceptable internal controls.

XVII. Investment Policy Adoption

As stated in California Government Code Section 53646(2)(b), the Treasurer may annually render to the City Council a statement of Investment Policy, and any changes thereto, for consideration at a public meeting.

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12 Glossary
AGENCIES: Federal agency securities and/or government-sponsored enterprises (GSEs).

ASK PRICE: The price at which securities are offered.

BANKERS’ ACCEPTANCE (BA): A draft or bill or exchange accepted by a bank or trust company. The accepting institution guarantees payment of the bill, as well as the issuer.

BENCHMARK: A `market index used as a comparative base for measuring the relative performance of the investment portfolio. A benchmark should represent a close correlation to the level of risk and the average duration of the portfolio’s investments.

BID: The price offered by a buyer of securities. (When you are selling securities, you ask for a bid.) See Offer.

BROKER/DEALER: A person or firm in the business of buying and selling securities from/to customers.

CERTIFICATE OF DEPOSIT (CD): A time deposit with a specific maturity evidenced by a Certificate.

Large-denomination CD’s are typically negotiable.

COLLATERAL: Securities, evidence of deposit or other property, which a borrower pledges to secure repayment of a loan. Also refers to securities pledged by a bank to secure deposits of public monies.

COMPREHENSIVE ANNUAL FINANCIAL REPORT (CAFR): The official annual report of a public body. It includes five combined statements for each individual fund and account group prepared in conformity with GAAP. It also includes supporting schedules necessary to demonstrate compliance with finance-related legal and contractual provisions, extensive introductory material, and a detailed Statistical Section.

COUPON: The annual rate of interest that a bond’s issuer promises to pay the bondholder on the bond’s face value.

DEBENTURE: A bond secured only by the general credit of the issuer.

DELIVERY VERSUS PAYMENT: Delivery of securities with a simultaneous exchange of money for the securities.

DERIVATIVES: (1) Financial instruments whose return profile is linked to, or derived from, the movement of one or more underlying index or security, and may include a leveraging factor, or (2) financial contracts based upon notional amounts whose value is derived from an underlying index or security (interest rates, foreign exchange rates, equities or commodities).

DISCOUNT: The difference between the cost price of a security and its maturity value when quoted at lower than face value.

DISCOUNT SECURITIES: Non-interest bearing money market instruments that are issued a discount and redeemed at maturity for full face value (e.g., U.S. Treasury Bills.) The difference between the discounted purchase price and the maturity value represents the interest earnings on the investment.

DIVERSIFICATION: Dividing investment funds among a variety of sectors, securities, or maturities that offer independent returns.
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13 DURATION: A measure of the sensitivity of the price (the value of principal) of a fixed-income investment to a change in interest rates. Duration is expressed as a number of years. Rising interest rates mean falling bond prices, while declining interest rates mean rising bond prices.

FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC): A federal agency that insures bank deposits, currently up to $250,000 per entity.

FEDERAL FUNDS RATE: The interest rate at which depository institutions lend reserve balances to other depository institutions overnight. This rate is pegged by the Federal Reserve.

FEDERAL HOME LOAN BANK (FHLB) SYSTEM: A system of 11 regional banks from which local lending institutions across the U.S. borrow funds to finance housing, economic development, infrastructure and jobs. There are approximately 7,100 FHLB System members, including commercial banks, thrifts, credit unions, and insurance companies. Each member is a shareholder in one of the regional FHLBs; each regional Bank is an individual corporate entity, which must meet strict management and capitalization criteria befitting its status as a government-sponsored enterprise.

FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA or Fannie Mae): Fannie Mae is a government-sponsored enterprise (“GSE”) chartered by Congress. It serves as a stable source of liquidity for purchases of homes and financing of multifamily rental housing, as well as for refinancing existing mortgages. It also supports the liquidity and stability of the U.S. mortgage market primarily by securitizing mortgage loans originated by lenders into Fannie Mae mortgage-backed securities that it guarantees, which are referred to as Fannie Mae MBS.

FEDERAL OPEN MARKET COMMITTEE (FOMC): A committee within the Federal Reserve System (the Fed), that is charged under U.S. law with overseeing the nation's open market operations (i.e., the Fed's buying and selling of United States Treasury securities. It consists of seven members of the Federal Reserve Board and five of the twelve Federal Reserve Bank Presidents, who serve on a rotating basis.

The Committee meets about 8 times per year to set Federal Reserve monetary policy, including establishing the target for the fed funds rate.

FEDERAL RESERVE SYSTEM: The central bank of the United States . It was created by Congress and consists of a seven member Board of Governors in Washington, D.C., 12 regional banks and about 7 ,000 commercial banks that are members of the system. Its role is to conduct the nation's monetary policy , maintain the stability of the financial system , supervise and regulate financial institutions, foster payment and settlement system safety and efficiency , and promote consumer protection and community development.

GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (GNMA or Ginnie Mae): Securities influencing the volume of bank credit guaranteed by GNMA and issued by mortgage bankers, commercial banks, savings and loan associations, and other institutions. Security holder is protected by full faith and credit of the U.S. Government. Ginnie Mae securities are backed by the FHA, VA or FHA mortgages. The term “pass-throughs” is often used to describe Ginnie Maes.

In the money market, a security is said to be liquid if the spread between bid and asked prices is narrow and reasonable size can be done at those quotes. LOCAL GOVERNMENT INVESTMENT POOL (LGIP):

The aggregate of all funds from political subdivisions that are placed in the custody of the State Treasurer for investment and reinvestment.

MARKET VALUE: The price at which a security is trading and could presumably be purchased or sold.

MASTER REPURCHASE AGREEMENT: A written contract covering all transactions between the parties to a repurchase or reverse repurchase agreement. It establishes each party’s rights in the transactions, 172

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14 among other things, the right of the buyer-lender to liquidate the underlying securities in the event of default by the seller-borrower.

MATURITY: The date upon which the principal value of an investment becomes due and payable.

MONEY MARKET: The market in which short-term debt instruments (bills, commercial paper, bankers’ acceptances, etc.) are issued and traded.

OFFER: The price asked by a seller of securities. (When you are buying securities, you ask for an offer.) See Asked and Bid
PORTFOLIO: Collection of securities held by an investor.

PRIMARY DEALERS: Banks and securities broker-dealers designated by the Federal Reserve Bank of New York that permit them to trade in U.S. Government securities directly with the Fed in its implementation of monetary policy. They are also expected to make markets for the New York Fed on behalf of its official accountholders as needed, and to bid on a pro-rata basis in all Treasury auctions at reasonably competitive prices.

PRUDENT PERSON RULE: An investment standard. In some states the law requires that a fiduciary, such as a trustee, may invest money only in a list of securities selected by the custody state—the so-called legal list. In other states the trustee may invest in a security if it is one which would be bought by a prudent person of discretion and intelligence who is seeking a reasonable income and preservation of capital.

RATE OF RETURN: The actual realized return on an investment or portfolio of investments over a specified period of time.

REPURCHASE AGREEMENT (REPO): A transaction in which an investor purchases securities from a counterparty with a simultaneous agreement to sell them back at a fixed price on a fixed date in the future.

The security “buyer” in effect lends the “seller” money for the period of the agreement, and the terms of the agreement are structured to compensate for this by paying an implied rate of interest for the term of the repo.

REVERSE REPURCHASE AGREEMENT (REVERSE REPO): The opposite transaction to a repo. A reverse-repurchase agreement (reverse repo) involves a counterparty borrowing cash from a financial institution in exchange for a temporary sale of securities used as collateral. The borrower agrees to repurchase the securities at a specified date for an agreed upon price, which includes interest. While a repo is a straightforward investment of funds, the reverse repo is a borrowing which can be used to fund a temporary cash shortage, or to create leverage.

SAFEKEEPING: A fee-based service provided by banks to hold and safeguard customer assets and investments.

SECONDARY MARKET: A market made for the purchase and sale of outstanding issues following the initial distribution.

SECURITIES & EXCHANGE COMMISSION: An independent, federal government agency responsible for protecting investors, maintaining fair and orderly functioning of securities markets, and facilitating capital formation. It is also the responsibility of the Commission to interpret and enforce federal securities laws, issue new rules and amend existing rules, oversee the inspection of securities firms, brokers, investment advisers, and ratings agencies, oversee private regulatory organizations in the securities, accounting, and auditing fields, and coordinate U.S. securities regulation with federal, state, and foreign authorities. 173

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15 SEC RULE 15(C)3-1: See Uniform Net Capital Rule.

STRUCTURED NOTES: Complex notes typically issued by Government Sponsored Enterprises (FHLB, FNMA, etc.) and corporations, which have imbedded options or other complications (e.g., variable coupons, derivative-based returns) that can significantly affect their performance.

TREASURY BILLS: A non-interest bearing short-term discount security issued by the U.S. Treasury to finance the national debt. Most T-bills are issued to mature in three months, six months, or one year.

TREASURY BONDS: Long-term coupon-bearing U.S. Treasury securities issued as direct obligations of the U.S. Government and having initial maturities of more than 10 years.

TREASURY NOTES: Medium-term coupon-bearing U.S. Treasury securities issued as direct obligations of the U.S. Government and having initial maturities from two to 10 years.

UNIFORM NET CAPITAL RULE: Securities and Exchange Commission requirement that member firms as well as nonmember broker-dealers in securities maintain a maximum ratio of indebtedness to liquid capital of 15 to 1; also called net capital rule and net capital ratio. Indebtedness covers all money owed to a firm, including margin loans and commitments to purchase securities, one reason new public issues are spread among members of underwriting syndicates. Liquid capital includes cash and assets easily converted into cash.

YIELD: The rate of annual income return on an investment, expressed as a percentage. (a) INCOME YIELD is obtained by dividing the current dollar income by the current market price for the security. (b) NET YIELD or YIELD TO MATURITY is the current income yield minus any premium above par or plus any discount from par in purchase price, with the adjustment spread over the period from the date of purchase to the date of maturity of the bond.

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16 RESPONSIBILITIES
City Treasurer for implementation of this policy.

RELEVANT AUTHORITY
California Government Code Section 53607 allows for the delegation of investment activities to the Treasurer of the City for periods of one year. That delegation, subject to review, is renewable on an annual basis and is to be included as part of the adoption of the annual budget to have the authority in place at July 1 of each year.

Chapter 2.20.050 of the City of Stockton Municipal Code (SMC) defines “Treasurer” as the Director of Administrative Services. Chapter 2.20.060 of the SMC provides that management responsibility for the investment program is delegated to the Administrative Services Director. Under the provision of California Government Code Section 53600.3, the Treasurer is a trustee and therefore a fiduciary subject to the prudent investor standard outlined in the section below.

The City may engage the services of an external investment manager to assist in the management of the City’s investment portfolio in a manner consistent with the City’s objectives. Such an external manager may be granted discretion to purchase and sell investment securities in accordance with this Investment Policy. Such managers must be registered under the Investment Advisers Act of 1940.

RELATED CITY POLICIES

FAIR POLITICAL PPRACTICES COMMISSION

RELATED CITY PROCEDURES

RELATED FORMS, DOCUMENTS, OR LINKS

FAIR POLITICAL PPRACTICES COMMISSION

FREQUENTLY ASKED QUESTIONS

UPDATE HISTORY

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SUBJECT: INVESTMENT NUMBER: TITLE 5, CHAPTER 5.03
ADOPTED DATE: RESOLUTION NUMBER:

LAST AMENDED: RESOLUTION NUMBER:

COUNCIL POLICY CONTACT:

City Manager
CITY DEPARTMENT CONTACT:

CFO, Administrative Services
Department, City Treasurer
POLICY
The City of Stockton will invest funds in a manner that provides foremost for the safety of principal while meeting the short and long term cash flow demands of the City and conforming to all statutes governing the investment of City funds.

The City Council authorizes the City Manager to delegate the authority to the Chief Financial Officer (CFO) to be responsible for the implementation and management of the City of Stockton’s financial investments related to all cash, operating, and surplus funds included within the City’s audited financial statements and held directly by the City.

Investments shall be made with judgment and care, under the circumstances then prevailing, which persons of prudence, discretion, and intelligence exercise in the management of their own affairs; not for speculation, but for investment, considering the probable safety of their capital as well as the probable income to be derived.

Investments shall be made in accordance with the “Prudent Investor” standard, as described in California Government Code Section 53600.3, which states: “Except as provided in subdivision (a) of Section 27000.3, all governing bodies of local agencies or persons authorized to make investment decisions on behalf of those local agencies investing public funds pursuant to this chapter are trustees and therefore fiduciaries subject to the prudent investor standard. When investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public funds, a trustee shall act with care, skill, prudence, and diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated needs of the agency, that a prudent person acting in a like capacity and familiarity with those matters INVESTMENT CHAPTER 5.03
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would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the agency. Within the limitations of this section and considering individual investments as part of an overall strategy, investments may be acquired as authorized by law.”
Within the overriding requirement of compliance with all Federal, State and local laws governing the investment of monies under the control of the Treasurer, and as specified in the California Government Code section 53600.5, when investing, reinvesting, purchasing, acquiring, exchanging, selling and managing public funds, the primary objectives, in priority order, of the investment activities shall be:

1. Safety. Safety of principal is the foremost objective of the investment program. Investments shall be undertaken in a manner that seeks to ensure the preservation of capital in the portfolio. To attain this objective,

2. Liquidity. The investment portfolio will remain sufficiently liquid to enable the City to meet all operating requirements which might be reasonably anticipated.

3. Return on Investment. The City’s investment portfolio shall be designed with the objective of attaining a market rate of return throughout budgetary and economic cycles, taking into account the City’s investment risk constraints and cash flow requirements.

DELEGATION OF AUTHORITY
California Government Code section 53607 allows for the delegation of investment activities to the Treasurer of the City for periods of one year. The Treasurer shall be responsible for all transactions undertaken and shall establish a system of controls to regulate the activities of subordinate officials, and their procedures in the absence of the Treasurer. The delegation, subject to review, is renewable on an annual basis and is to be included as part of the adoption of the annual budget to have the authority in place at July 1 of each year.

The Treasurer may delegate the day-to-day execution of investments to a SEC- registered investment advisor, via written agreement approved by City Council. The Advisor, in coordination with the Treasurer, will manage the City’s investment portfolio in accordance with this Investment Policy, the stated investment objectives of the City, and any such other written instructions provided by the Treasurer. The Advisor will also assist in security settlement.

I. Ethics and Conflicts of Interest
The Treasurer and any designated employees are prohibited from personal business activity that could conflict with the proper execution of the investment program, or which could impair their ability to make impartial investment 177

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decisions, or which could give the appearance thereof. Employees and investment officials shall disclose any material interests in financial institutions with which they conduct business to the Treasurer. They shall further disclose any personal financial/investment positions that could be related to the performance of the investment portfolio. Furthermore, these same individuals are prohibited from undertaking personal investment transactions with any individual with whom business is conducted on behalf of the City. The State of California Fair Political Practices Commission Statement of Economic Interests, Form 700, shall be completed on an annual basis by the Treasurer and any designee of the Treasurer.

II. Internal Controls
The Treasurer is responsible for establishing and maintaining a control structure designed to ensure that the assets of the City are protected from loss, theft or misuse. The internal control structure shall be designed to provide reasonable assurance that these objectives are met. Internal controls shall separate transaction authority from accounting and record keeping, safekeeping assets, and maintain written records for all investments and wire transfers.

A. Objectives of Internal Control
Internal control is the plan of organization and all the related systems established by management’s objective of ensuring, as far as practicable:
 Orderly and efficient conduct of its business, including adherence to management policies.
 Safeguarding of assets.
 Prevention and detection of errors and fraud.
 Accuracy and completeness of the accounting records; and  Timely preparation of reliable financial information.

An internal control system, however elaborate, can provide only reasonable assurance that the objectives are met. Internal controls are reviewed periodically to ensure effectiveness.

III. Reporting
A. Monthly: As described in California Government Code section 53607, a report of investment transactions will be made to the City Council monthly.

B. A report shall be rendered to the City Manager, City Council, and City Auditor at least four times per fiscal year and shall include:
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 A complete description of the portfolio, the type of investments, the issuers, maturity dates, par and dollar amounts invested in all securities, the current market values of each component of the portfolio, the source of the portfolio valuation, investments and monies held by the City.
 A description of any of the City’s funds, investments, or programs that are under the management of contracted parties, including lending programs.
 The following certifications:
 All investment actions executed since the last report have been made in full compliance with the Investment Policy.
 The City of Stockton will meet its expenditure obligations for the next six months as described in California Government Code section 53646(b)(3).

RESPONSIBILITIES
The Chief Financial Officer is responsible for implementation of financial policies related to the subject matter of City Council Policy Title – 5 Financial Management.

RELEVANT AUTHORITY
California Government Code section 53607 allows for the delegation of investment activities to the Treasurer of the City for periods of one year. That delegation, subject to review, is renewable on an annual basis and is to be included as part of the adoption of the annual budget to have the authority in place at July 1 of each year.

Chapter 2.20.050 of the City of Stockton Municipal Code (SMC) defines “Treasurer” as the Director of Administrative Services. Chapter 2.20.060 of the SMC provides that management responsibility for the investment program is delegated to the Administrative Services Director.

Under the provision of California Government Code section 53600.3, the Treasurer is a trustee and therefore a fiduciary subject to the prudent investor standard outlined in the section below.

The City may engage the services of an external investment manager to assist in the management of the City’s investment portfolio in a manner consistent with the City’s objectives.

Such an external manager may be granted discretion to purchase and sell investment securities in accordance with this Investment Policy. Such managers must be registered under the Investment Advisers Act of 1940.
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RELATED ADMINISTRATIVE DIRECTIVE, CITY POLICY, CITY PROCEDURE Chapter 17.01 – Citywide Directive – Financial Management Chapter 17.01 – Citywide Policy 17.01.030

RELATED FORMS, DOCUMENTS, OR LINKS
Not applicable

FREQUENTLY ASKED QUESTIONS
Not applicable

UPDATE HISTORY
Not applicable
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1 POLICY
It is the policy of the City of Stockton to invest funds in a manner which will provide foremost for the safety of principal while meeting the short and long termshort- and long-term cash flow demands of the City and conforming to all statutes governing the investment of City funds.

I. Scope
This Investment Policy applies to all cash, operating, and surplus funds included within the City’s audited financial statements and held directly by the City.

Bond proceeds shall be invested in accordance with the governing bond documents (e.g. official statement and trust indenture). Proceeds of City bonds or other debt issues in possession of a trustee or fiscal agent are not considered to be part of the financial assets covered by these Investment Policy guidelines.

Also excluded from this Policy are any deferred compensation, retirement, Section 115 Trust, and Other Post Employment Benefit Plans. Investments related to these plans are not subject to this policy since third-party administrators or trustees manage the funds, and, either the individual plan participants or outside investment managers or trusteestrustees’ direct investment selections under the guidelines established by the plan documents.

II. Prudence
Investments shall be made with judgment and care, under circumstances then prevailing, which persons of prudence, discretion and intelligence exercise in the management of their own affairs; not for speculation, but for investment, considering the probable safety of their capital as well as the probable income to be derived.

Investments shall be made in accordance with the “Prudent Investor” standard, as described in California Government Code Section 53600.3, which states: “Except as provided in subdivision (a) of Section 27000.3, all governing bodies of local agencies or persons authorized to make investment decisions on behalf of those local agencies investing public funds pursuant to this chapter are trustees and therefore fiduciaries subject to the prudent investor standard. When investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public funds, a trustee shall act SUBJECT: INVESTMENT POLICY NUMBER: 17.01.030
RESPONSIBLE OFFICER:

City Manager
EFFECTIVE DATE:
6/20/2023
POLICY OWNER:

Administrative Services Department
LAST UPDATED:
06/20/2023
POLICY CONTACT:

CFO, Administrative Department, City Treasurer
APPROVED:

INVESTMENT Chapter 17.01.030
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2 with care, skill, prudence, and diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated needs of the agency, that a prudent person acting in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the agency. Within the limitations of this section and considering individual investments as part of an overall strategy, investments may be acquired as authorized by law.” III. Objectives
Within the overriding requirement of compliance with all Federal, State and local laws governing the investment of moneys under the control of the Treasurer, and as specified in the California Government Code Section 53600.5, when investing, reinvesting, purchasing, acquiring, exchanging, selling and managing public funds, the primary objectives, in priority order, of the investment activities shall be:

1. Safety. Safety of principal is the foremost objective of the investment program.

Investments shall be undertaken in a manner that seeks to ensure the preservation of capital in the portfolio.

2. Liquidity. The investment portfolio will remain sufficiently liquid to enable the City to meet all operating requirements which might be reasonably anticipated.

3. Return on Investment. The City’s investment portfolio shall be designed with the objective of attaining a market rate of return throughout budgetary and economic cycles, taking into account the City’s investment risk constraints and cash flow requirements.

IV. Delegation of Authority
California Government Code Section 53607 allows for the delegation of investment activities to the Treasurer of the City for periods of one year. The Treasurer shall be responsible for all transactions undertaken and shall establish a system of controls to regulate the activities of subordinate officials, and their procedures in the absence of the Treasurer. The delegation, subject to review, is renewable on an annual basis and is to be included as part of the adoption of the annual budget to have the authority in place at July 1 of each year.

The Treasurer may delegate the day-to-day execution of investments to a Securities and Exchange Commission (SEC)-registered investment advisor, via written agreement approved by City Council.

The Advisor, in coordination with the Treasurer, will manage the City’s investment portfolio in accordance with this Investment Policy, the stated investment objectives of the City, and any such other written instructions provided by the Treasurer. The Advisor will also assist in security settlement.

V. Ethics and Conflicts of Interest
The Treasurer and any designated employees are prohibited from personal business activity that could conflict with the proper execution of the investment program, or which could impair their ability to make impartial investment decisions, or which could give the appearance thereof. Employees and investment officials shall disclose any material interests in financial institutions with which they conduct business to the Treasurer. They shall further disclose any personal financial/investment positions that could be related to the performance of the investment portfolio. Furthermore, these same individuals are prohibited from undertaking personal investment transactions with any 182

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3 individual with whom business is conducted on behalf of the City. The State of California Fair Political Practices Commission Statement of Economic Interests, Form 700, shall be completed on an annual basis by the Treasurer and any designee of the Treasurer.

VI. Internal Controls
The Treasurer is responsible for establishing and maintaining a control structure designed to ensure that the assets of the City are protected from loss, theft or misuse. The internal control structure shall be designed to provide reasonable assurance that these objectives are met. Internal controls shall separate transaction authority from accounting and record keeping, safekeep assets, and maintain written records for all investments and wire transfers.

A. Objectives of Internal Control
Internal control is the plan of the organization and all the related systems established by management’s objective of ensuring, as far as practicable:
 Orderly and efficiently conduct of its business, including adherence to management policies.
 Safeguarding of assets.
 Prevention and detection of errors and fraud.
 Accuracy and completeness of the accounting records; and  Timely preparation of reliable financial information.

An internal control system, however elaborate, can provide only reasonable assurance that the objectives are met. Internal controls are reviewed periodically to ensure effectiveness.

VII. Reporting
A. Monthly: As described in California Government Code Section 53607, a report of investment transactions will be made to the City Council every month.

B. A report shall be rendered to the City Manager, City Council, and City Auditor at least four times per fiscal year and shall include:
 A complete description of the portfolio, the type of investments, the issuers, maturity dates, par and dollar amounts invested on all securities, the current market values of each component of the portfolio, the source of the portfolio valuation, investments, and monies held by the City.
 A description of any of the City’s funds, investments, or programs under the management of contracted parties, including lending programs.
 The following certifications:
 All investment actions executed since the last report have been made in full compliance with the Investment Policy.
 The City of Stockton will meet its expenditure obligations for the next six months as described in California Government Code Section 53646(b)(3).

C. Both monthly and quarterly reports shall be made publicly available in the City Clerk’s Office, on the City Website, or other appropriate means.
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4 VIII. Authorized and Suitable Investments
The City’s investments are governed by California Government Code, Sections 53600, et seq.

Within the assets permitted by the Code; the City seeks to further restrict eligible investments to the guidelines listed below. In the event a discrepancy is found between this policy and the Code, the more restrictive parameters will take precedence. All percentage holding limits and rating requirements listed in this section apply at the time the security is purchased. A security purchased in accordance with this section shall not have a forward settlement date exceeding 45 days from the time of investment.

Any investment currently held at the time the policy is adopted which does not meet the new policy guidelines can be held until maturity, andmaturity and shall be exempt from the current policy. At the time of the investment’s maturity or liquidation, such funds shall be reinvested only as provided in the current policy.

An appropriate risk level shall be maintained by primarily purchasing securities that are of high quality, liquid, and marketable. The portfolio shall be diversified by security type and institution to avoid incurring unreasonable and avoidable risks regarding specific security types or individual issuers.

Securities with term to maturity greater than 5 years shall not exceed 30% of total portfolio value.

A. Municipal Securities including Registered state warrants or treasury notes or bonds of this state, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by the state or by a department, board, agency, or authority of the state.

Bonds, notes, warrants, or other evidences of indebtedness of a local agency within this state, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by the local agency, or by a department, board, agency, or authority of the local agency.

Registered treasury notes or bonds of any of the other 49 states in addition to California, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any of the other 49 states, in addition to California.
 The securities are rated in a rating category of “A” or the equivalent or higher by at least one nationally recognized statistical rating organization (“NRSRO”).  No more than 5% of the portfolio may be invested in any single issuer.  No more than 30% of the portfolio may be in Municipal Securities.  The maximum maturity does not exceed ten (10) years.

B. United States Treasury notes, bonds, bills, or certificates of indebtedness, or those for which the full faith and credit of the United States are pledged for the payment of principal and interest.  There are no limits on the maturity, dollar amount or percentage that the City may invest in U.S. Treasuries

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5 C. Federal Agencies or United States Government-Sponsored Enterprise (GSE) obligations, participations, or other instruments, including those issued by or fully guaranteed as to principal and interest by federal agencies or United States government-sponsored enterprises.  Includes agency-backed mortgage-backed securities, mortgage pass-through securities, and collateralized mortgage obligations.
 There are no limits on the maturity, dollar amount, or percentage that the City may invest in Federal Agency or Government-Sponsored Enterprises (GSEs), provided that:
 No more than 20% of the portfolio may be invested in a federal agency or GSE issued mortgage-backed securities, mortgage pass-through securities, and collateralized mortgage obligations.

D. Banker’s Acceptances otherwise known as bills of exchange or time drafts that are drawn on and accepted by a commercial bank.
 Issued by institutions which have short-term debt obligations rated “A-1” or higher by at least one NRSRO; or long-term debt obligations which are rated in a rating category of “A” or the equivalent or higher by at least one NRSRO, provided that:
 No more than 40% of the portfolio may be invested in Banker’s Acceptances.  No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed 180 days.

E. Commercial Paper of “prime” quality of the highest ranking or of the highest letter and number rating as provided for by a nationally recognized statistical rating organization (NRSRO). The entity that issues the commercial paper shall meet all of the following conditions in either paragraph (1) or (2):
(1) The entity meets the following criteria:
(A) Is organized and operating in the United States as a general corporation. (B) Has total assets in excess of five hundred million dollars ($500,000,000). (C) Has debt other than commercial paper, if any, that is rated in a rating category of “A” or its equivalent or higher by an NRSRO.
(2) The entity meets the following criteria:
(A) Is organized within the United States as a special purpose corporation, trust, or limited liability company.
(B) Has program wide credit enhancements including, but not limited to, overcollateralization, letters of credit, or a surety bond. (C) Has commercial paper that is rated “A-1” or higher, or the equivalent, by an NRSRO.

Commercial paper that meets the above requirements is permitted, provided that:
 The securities are rated “A-1” or higher by at least one NRSRO.  No more than 40% of the portfolio may be invested in commercial paper.A maximum portfolio concentration of 40% for agencies with $100,000,000 or more in assets under management, through January 1, 2031.
 No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed 270 days397 days in accordance with California Government Code Section 53601(h).

F. Negotiable Certificates of Deposit (NCDs), issued by a nationally or state-chartered bank, a savings association or a federal association, a state or federal credit union, or by a federally licensed or state-licensed branch of a foreign bank, provided that:
 The amount of the NCD insured up to the FDIC limit does not require any credit ratings. 185

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6  Any amount above the FDIC insured limit must be issued by institutions which have short- term debt obligations rated “A-1” or higher by at least one NRSRO; or long-term obligations rated in a rating category of “A” or the equivalent or higher by at least one NRSRO.  No more than 30% of the total portfolio may be invested in NCDs.  No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed five (5) years.

G. Federally Insured Time Deposits (Non-Negotiable Certificates of Deposit) in state or federally chartered banks, savings and loans, or credit unions, provided that:
 The amount per institution is limited to the maximum covered under federal insurance.  No more than 20% of the portfolio will be invested in a combination of federally insured time deposits, collateralized time deposits and Certificate of Deposit Account Registry Service (CDARS).
 The maximum maturity does not exceed five (5) years.
 Securities backed by the United States government that could result in a zero -or-negative interest accrual if held to maturity are permitted, in the event of, and for the period of negative interest rates. This provision will sunset on January 1, 2031.

H. Collateralized Time Deposits (Non-Negotiable Certificates of Deposit) in state or federally chartered banks, savings and loans, or credit unions in excess of insured amounts which are fully collateralized with securities in accordance with California law, provided that:
 No more than 20% of the portfolio will be invested in a combination of federally insured time deposits, collateralized time deposits, and CDARS.  The maximum maturity does not exceed five (5) years.

I. Certificate of Deposit Placement Service (CDARS), provided that:
 No more than 20% of the total portfolio may be invested in a combination of federally insured time deposits, collateralized time deposits, and CDARS.  The maximum maturity does not exceed five (5) years.

J. Collateralized Bank Deposits. City’s deposits with financial institutions will be collateralized with pledged securities per California Government Code, Section 53651.

K. Repurchase Agreements collateralized with securities authorized under California Government Code, maintained at a level of at least 102% of the market value of the Repurchase Agreement.

There are no limits on the dollar amount or percentage that the City may invest, provided that:
 Securities used as collateral for Repurchase Agreements will be delivered to an acceptable third partythird-party custodian.
 Repurchase Agreements are subject to a Master Repurchase Agreement between the City and the provider of the repurchase agreement. The Master Repurchase Agreement will be substantially in the form developed by the Securities Industry and Financial Markets Association.
 The maximum maturity does not exceed one (1) year.

L. State of California Local Agency Investment Fund (LAIF).  The City may invest up to the maximum amount permitted by LAIF. 186

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7  LAIF’s investments in instruments prohibited by or not specified in the City’s policy do not exclude the investment in LAIF itself from the City’s list of allowable investments, provided LAIF’s reports allow the Treasurer to adequately judge the risk inherent in LAIF’s portfolio.

M. California Asset Management Program
N. Medium Term Notes (MTNs) defined as all corporate and depository institution debt securities with a maximum remaining maturity of five years or less, issued by corporations organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States, provided that:
 The securities are rated in a rating category of “A” or the equivalent or higher by at least one NRSRO.
 No more than 30% of the total portfolio may be invested in MTNs.  No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed five (5) years.

O. A pay-through bond, equipment lease-backed certificate, consumer receivable pass-through certificate, or consumer receivable-backed bond of a maximum remaining maturity of five years’ or less, provided that:
 The securities are rated in a rating category of “AA” or the equivalent or higher by a NRSRO.
 No more than 20% of the total portfolio may be invested in these securities.  No more than 5% of the portfolio may be invested in any single Asset-Backed security issuer.
 The maximum legal final maturity does not exceed five (5) years.

P. Shares of beneficial interest issued by diversified management companies that are money market funds registered with the Securities and Exchange Commission under the Investment Company Act of 1940 (15 U.S.C. Sec. 80a-1 et seq.). Money market funds eligible under this paragraph are restricted to those which invest solely in US Government and Agency securities, provided that:
 Such Funds meet either of the following criteria:

A. Have attained the highest ranking or the highest letter and numerical rating provided by not less than two (2) NRSROs; or
B. Have retained an investment adviser registered or exempt from registration with the Securities and Exchange Commission with not less than five years’ experience investing in the securities and obligations authorized by California Government Code, Section 53601 and with assets under management in excess of $500 million.  No more than 20% of the total portfolio may be invested in Money Market Funds.

Q. Supranational, provided that:
 Issues are US dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development, International Finance Corporation, or Inter-American Development Bank.  The securities are rated in a rating category of “AA” or the equivalent or higher by a NRSRO.
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8  No more than 30% of the total portfolio may be invested in these securities.  No more than 10% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed five (5) years.

IX. Review of Investment Portfolio
All securities purchased by the City must be in compliance with Section VIII Authorized and Suitable Investments at the time of purchase. Because some securities may not comply with Section VIII Authorized and Suitable Investments subsequent to the date of purchase, the Treasurer shall at least annually review the portfolio to identify those securities that do not comply.

Any investment currently held that becomes non-compliant due to a change of the policy after its acquisition will not have to be sold immediately. As long as investments are compliant at the time of purchase, they are acceptable to hold to maturity if that is the Treasurer’s decision. It is not, however, acceptable to reinvest the proceeds of those maturities in any investment that does not meet the most current Investment Policy guidelines. The Treasurer shall establish procedures to report to the City Council and to its oversight committee, should one exist, any incidences of noncompliance identified through the review of the portfolio.

X. Investment Pools/Mutual Funds
A thorough investigation of any permitted pool/fund is required prior to investing, along with periodic due diligence reviews at least annually. The prospectus, program guide or offering statement shall be reviewed to ensure compliance with the following criteria:

1. A description of eligible investment securities, and a written statement of investment policy and objectives.

2. A description of interest calculations and how it is distributed, and how gains and losses are treated.

3. A description of how the securities are safeguarded (including the settlement processes), and how often the securities are priced and the program audited.

4. A description of who may invest in the program, how often, what, and what size deposit and withdrawal are allowed.

5. A schedule for receiving statements and portfolio listings.

6. Are reserves, retained earnings, etc. utilized by the pool/fund?

7. A fee schedule, and when and how is it assessed.

8. Is the pool/fund eligible for bond proceeds and/or will it accept such proceeds?

XI. Collateral Requirements
California Government Code Sections 53652 and 53667 require depositories to post certain types and levels of collateral for public funds on deposit above the FDIC insurance amounts. The collateral requirements apply to bank deposits, both active (checking and savings accounts) and inactive (non- negotiable time certificates of deposit), and to repurchase agreements.

The City chooses to limit collateral to the following: U.S. Treasuries and Federal Agency Obligations.

Collateral will always be held by an independent third party with whom the City has a current custodial agreement. A clearly marked evidence of ownership (safekeeping receipt) must be supplied to the City and retained. The right of collateral substitution may be granted. 188

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9 XII. Authorized Financial Institutions and Dealers
A. For brokers/dealers of government securities and other investments, the Treasurer shall select only brokers/dealers who are licensed and in good standing with the California Department of Securities, the Securities and Exchange Commission, and/or Financial Industry Regulatory Authority, Inc. (FINRA). Before engaging in investment transactions with a broker/dealer, the Treasurer shall obtain a signed verification form that attests the individual reviewed the City’s Investment Policy, andPolicy and intends to present only those investment recommendations and transactions to the City that is appropriate under the terms and conditions of the Investment Policy.

B. The City may engage the services of one or more external managers to assist in the management of the City’s investment portfolio. Such external managers may be granted discretion to purchase and sell investment securities in accordance with this Investment Policy.

External managers may use their own list of approved broker-dealers. Such managers must be registered under the Investment Advisers Act of 1940.

C. Public deposits shall be made only in qualified public depositories within the State of California as established by State law. Deposits shall be insured by the Federal Deposit Insurance Corporation (FDIC), or, to the extent the amount exceeds the insured maximum, shall be collateralized with securities in accordance with State law.

D. The Administrative Services Department shall verify investment trades against the bank transactions and broker confirmation tickets to ensure accuracy. On a monthly basis, the custodial asset statement shall be reconciled with the month end portfolio holdings.

XIII. Maximum Allowable Maturity of Investments
The investment program may include investments with maturities beyond five years, if in the judgment of the Treasurer, such investments should result in a more favorable rate of return for the City. Per California Government Code Section 37354, donated securities are not subject to maturity limits. Investments maturing beyond a five-year horizon should not exceed 30% of the total portfolio value at any given time. Investments of greater than five years shall be permitted for US Treasury, US Agency or GSE obligations, and municipal securities, as described in Section VIII Authorized and Suitable Investments, paragraphs A, B and C. Additionally, investments in City Variable Rate obligations, with maturities greater than five years, may be made when IRS and SEC guidelines permit. For purposes of compliance with this Policy, an investment’s term or remaining maturity shall be measured from the settlement date to final maturity.

XIV. Mitigating Risk in the Portfolio
A. Credit Risk
 The City will diversify its investments to diminish the credit risk resulting from concentrations in any one non-governmental issuer.
 If a security owned by the City is downgraded to a level below the quality required for purchase by this Policy, the Treasurer shall review the credit situation and make a determination as to whether to sell or retain such securities in the portfolio.

B. Market Risk. While the City recognizes that longer term portfolios achieve higher returns, longer term portfolios also have higher volatility of market values and total return. The City will limit market risk by limiting the concentrations, volume and duration of its longer longer-term 189

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10 investments, as well as limiting them to funds which are not needed for current year cash flow purposes.
 Maturities selected shall provide for stability of income and liquidity.  Portfolio maturities shall be managed to avoid undue concentration in any specific maturity.
 The City may sell a security prior to its maturity (recording a gain or loss) to diminish the portfolio’s exposure to market risk.

C. Diversification is required that potential losses on individual securities do not exceed the income generated from the remainder of the portfolio.

D. The City may sell a security prior to its maturity (recording a gain or loss) to adjust the portfolio duration or improve the risk structure, liquidity or yield of the portfolio in response to market conditionconditions or City needs.

XV. Safekeeping and Delivery
A. To protect against fraud, embezzlement, or losses caused by collapse of individual securities dealers, all securities owned by the City shall be held in safekeeping by the City’s custodial bank, a third-party bank trust department, acting as agent for the City under the terms of a custody agreement.

B. All security transactions entered into by the City shall be conducted on a standard delivery- versus-payment basis, which ensures that securities are deposited with the third-party custodian prior to the release of funds. All securities purchased or acquired shall be delivered to the City by book entry, physical delivery or by third-party custodial agreement as required by California Government Code Section 53601. Investments in the State Pool, California Asset Management Program, or money market mutual funds are undeliverable and are not subject to third-party safekeeping requirements.

XVI. Diversification
The City’s investments shall be diversified by:
 Limiting investments to avoid over concentration in securities from a specific issuer or business sector (excluding U.S. Treasury securities).
 Limiting investment in securities that have higher credit risks.  Investing in securities with varying maturities.
 Continuously investing a portion of the portfolio in readily available funds such as money market funds to ensure that appropriate liquidity is maintained to meet ongoing obligations.

XVII. Performance Evaluation and Operations Audit
Investment of City funds is governed by the California Government Code Section 53600, et seq.

Within the context of those limitations, the analysis and selection of investments includes prudent investment principals, review of investment performance, current and expected interest rate yields (economic and interest rate trends), diversification, and structured maturity composition to meet necessary cash flow requirements.

The investment performance objective for the portfolio shall be to earn a total rate of return over a market cycle which is approximately equal to the return on a market benchmark which reflects the City’s investment objectives and risk preferences.
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ATTACHMENT C

11 The Treasurer shall ensure that the City’s annual process of independent review by an external auditor will include a review to assure full compliance with this investment policy and a review of acceptable internal controls.

XVII. Investment Policy Adoption

As stated in California Government Code Section 53646(2)(b), the Treasurer may annually render to the City Council a statement of Investment Policy, and any changes thereto, for consideration at a public meeting.

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ATTACHMENT C

12 Glossary
AGENCIES: Federal agency securities and/or government-sponsored enterprises (GSEs).

ASK PRICE: The price at which securities are offered.

BANKERS’ ACCEPTANCE (BA): A draft or bill or exchange accepted by a bank or trust company. The accepting institution guarantees payment of the bill, as well as the issuer.

BENCHMARK: A `market index used as a comparative base for measuring the relative performance of the investment portfolio. A benchmark should represent a close correlation to the level of risk and the average duration of the portfolio’s investments.

BID: The price offered by a buyer of securities. (When you are selling securities, you ask for a bid.) See Offer.

BROKER/DEALER: A person or firm in the business of buying and selling securities from/to customers.

CERTIFICATE OF DEPOSIT (CD): A time deposit with a specific maturity evidenced by a Certificate.

Large-denomination CD’s are typically negotiable.

COLLATERAL: Securities, evidence of deposit or other property, which a borrower pledges to secure repayment of a loan. Also refers to securities pledged by a bank to secure deposits of public monies.

COMPREHENSIVE ANNUAL FINANCIAL REPORT (CAFR): The official annual report of a public body. It includes five combined statements for each individual fund and account group prepared in conformity with GAAP. It also includes supporting schedules necessary to demonstrate compliance with finance-related legal and contractual provisions, extensive introductory material, and a detailed Statistical Section.

COUPON: The annual rate of interest that a bond’s issuer promises to pay the bondholder on the bond’s face value.

DEBENTURE: A bond secured only by the general credit of the issuer.

DELIVERY VERSUS PAYMENT: Delivery of securities with a simultaneous exchange of money for the securities.

DERIVATIVES: (1) Financial instruments whose return profile is linked to, or derived from, the movement of one or more underlying index or security, and may include a leveraging factor, or (2) financial contracts based upon notional amounts whose value is derived from an underlying index or security (interest rates, foreign exchange rates, equities or commodities).

DISCOUNT: The difference between the cost price of a security and its maturity value when quoted at lower than face value.

DISCOUNT SECURITIES: Non-interest bearing money market instruments that are issued a discount and redeemed at maturity for full face value (e.g., U.S. Treasury Bills.) The difference between the discounted purchase price and the maturity value represents the interest earnings on the investment.

DIVERSIFICATION: Dividing investment funds among a variety of sectors, securities, or maturities that offer independent returns.
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ATTACHMENT C

13 DURATION: A measure of the sensitivity of the price (the value of principal) of a fixed-income investment to a change in interest rates. Duration is expressed as a number of years. Rising interest rates mean falling bond prices, while declining interest rates mean rising bond prices.

FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC): A federal agency that insures bank deposits, currently up to $250,000 per entity.

FEDERAL FUNDS RATE: The interest rate at which depository institutions lend reserve balances to other depository institutions overnight. This rate is pegged by the Federal Reserve.

FEDERAL HOME LOAN BANK (FHLB) SYSTEM: A system of 11 regional banks from which local lending institutions across the U.S. borrow funds to finance housing, economic development, infrastructure and jobs. There are approximately 7,100 FHLB System members, including commercial banks, thrifts, credit unions, and insurance companies. Each member is a shareholder in one of the regional FHLBs; each regional Bank is an individual corporate entity, which must meet strict management and capitalization criteria befitting its status as a government-sponsored enterprise.

FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA or Fannie Mae): Fannie Mae is a government-sponsored enterprise (“GSE”) chartered by Congress. It serves as a stable source of liquidity for purchases of homes and financing of multifamily rental housing, as well as for refinancing existing mortgages. It also supports the liquidity and stability of the U.S. mortgage market primarily by securitizing mortgage loans originated by lenders into Fannie Mae mortgage-backed securities that it guarantees, which are referred to as Fannie Mae MBS.

FEDERAL OPEN MARKET COMMITTEE (FOMC): A committee within the Federal Reserve System (the Fed), that is charged under U.S. law with overseeing the nation's open market operations (i.e., the Fed's buying and selling of United States Treasury securities. It consists of seven members of the Federal Reserve Board and five of the twelve Federal Reserve Bank Presidents, who serve on a rotating basis.

The Committee meets about 8 times per year to set Federal Reserve monetary policy, including establishing the target for the fed funds rate.

FEDERAL RESERVE SYSTEM: The central bank of the United States. It was created by Congress and consists of a seven member Board of Governors in Washington, D.C., 12 regional banks and about 7,000 commercial banks that are members of the system. Its role is to conduct the nation's monetary policy, maintain the stability of the financial system, supervise and regulate financial institutions, foster payment and settlement system safety and efficiency, and promote consumer protection and community development.

GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (GNMA or Ginnie Mae): Securities influencing the volume of bank credit guaranteed by GNMA and issued by mortgage bankers, commercial banks, savings and loan associations, and other institutions. Security holder is protected by full faith and credit of the U.S. Government. Ginnie Mae securities are backed by the FHA, VA or FHA mortgages. The term “pass-throughs” is often used to describe Ginnie Maes.

In the money market, a security is said to be liquid if the spread between bid and asked prices is narrow and reasonable size can be done at those quotes. LOCAL GOVERNMENT INVESTMENT POOL (LGIP):

The aggregate of all funds from political subdivisions that are placed in the custody of the State Treasurer for investment and reinvestment.

MARKET VALUE: The price at which a security is trading and could presumably be purchased or sold.

MASTER REPURCHASE AGREEMENT: A written contract covering all transactions between the parties to a repurchase or reverse repurchase agreement. It establishes each party’s rights in the transactions, 193

ATTACHMENT C

14 among other things, the right of the buyer-lender to liquidate the underlying securities in the event of default by the seller-borrower.

MATURITY: The date upon which the principal value of an investment becomes due and payable.

MONEY MARKET: The market in which short-term debt instruments (bills, commercial paper, bankers’ acceptances, etc.) are issued and traded.

OFFER: The price asked by a seller of securities. (When you are buying securities, you ask for an offer.) See Asked and Bid
PORTFOLIO: Collection of securities held by an investor.

PRIMARY DEALERS: Banks and securities broker-dealers designated by the Federal Reserve Bank of New York that permit them to trade in U.S. Government securities directly with the Fed in its implementation of monetary policy. They are also expected to make markets for the New York Fed on behalf of its official accountholders as needed, and to bid on a pro-rata basis in all Treasury auctions at reasonably competitive prices.

PRUDENT PERSON RULE: An investment standard. In some states the law requires that a fiduciary, such as a trustee, may invest money only in a list of securities selected by the custody state—the so-called legal list. In other states the trustee may invest in a security if it is one which would be bought by a prudent person of discretion and intelligence who is seeking a reasonable income and preservation of capital.

RATE OF RETURN: The actual realized return on an investment or portfolio of investments over a specified period of time.

REPURCHASE AGREEMENT (REPO): A transaction in which an investor purchases securities from a counterparty with a simultaneous agreement to sell them back at a fixed price on a fixed date in the future.

The security “buyer” in effect lends the “seller” money for the period of the agreement, and the terms of the agreement are structured to compensate for this by paying an implied rate of interest for the term of the repo.

REVERSE REPURCHASE AGREEMENT (REVERSE REPO): The opposite transaction to a repo. A reverse-repurchase agreement (reverse repo) involves a counterparty borrowing cash from a financial institution in exchange for a temporary sale of securities used as collateral. The borrower agrees to repurchase the securities at a specified date for an agreed upon price, which includes interest. While a repo is a straightforward investment of funds, the reverse repo is a borrowing which can be used to fund a temporary cash shortage, or to create leverage.

SAFEKEEPING: A fee-based service provided by banks to hold and safeguard customer assets and investments.

SECONDARY MARKET: A market made for the purchase and sale of outstanding issues following the initial distribution.

SECURITIES & EXCHANGE COMMISSION: An independent, federal government agency responsible for protecting investors, maintaining fair and orderly functioning of securities markets, and facilitating capital formation. It is also the responsibility of the Commission to interpret and enforce federal securities laws, issue new rules and amend existing rules, oversee the inspection of securities firms, brokers, investment advisers, and ratings agencies, oversee private regulatory organizations in the securities, accounting, and auditing fields, and coordinate U.S. securities regulation with federal, state, and foreign authorities. 194

ATTACHMENT C

15 SEC RULE 15(C)3-1: See Uniform Net Capital Rule.

STRUCTURED NOTES: Complex notes typically issued by Government Sponsored Enterprises (FHLB, FNMA, etc.) and corporations, which have imbedded options or other complications (e.g., variable coupons, derivative-based returns) that can significantly affect their performance.

TREASURY BILLS: A non-interest bearing short-term discount security issued by the U.S. Treasury to finance the national debt. Most T-bills are issued to mature in three months, six months, or one year.

TREASURY BONDS: Long-term coupon-bearing U.S. Treasury securities issued as direct obligations of the U.S. Government and having initial maturities of more than 10 years.

TREASURY NOTES: Medium-term coupon-bearing U.S. Treasury securities issued as direct obligations of the U.S. Government and having initial maturities from two to 10 years.

UNIFORM NET CAPITAL RULE: Securities and Exchange Commission requirement that member firms as well as nonmember broker-dealers in securities maintain a maximum ratio of indebtedness to liquid capital of 15 to 1; also called net capital rule and net capital ratio. Indebtedness covers all money owed to a firm, including margin loans and commitments to purchase securities, one reason new public issues are spread among members of underwriting syndicates. Liquid capital includes cash and assets easily converted into cash.

YIELD: The rate of annual income return on an investment, expressed as a percentage. (a) INCOME YIELD is obtained by dividing the current dollar income by the current market price for the security. (b) NET YIELD or YIELD TO MATURITY is the current income yield minus any premium above par or plus any discount from par in purchase price, with the adjustment spread over the period from the date of purchase to the date of maturity of the bond.

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16 RESPONSIBILITIES
City Treasurer for implementation of this policy.

RELEVANT AUTHORITY
California Government Code Section 53607 allows for the delegation of investment activities to the Treasurer of the City for periods of one year. That delegation, subject to review, is renewable on an annual basis and is to be included as part of the adoption of the annual budget to have the authority in place at July 1 of each year.

Chapter 2.20.050 of the City of Stockton Municipal Code (SMC) defines “Treasurer” as the Director of Administrative Services. Chapter 2.20.060 of the SMC provides that management responsibility for the investment program is delegated to the Administrative Services Director. Under the provision of California Government Code Section 53600.3, the Treasurer is a trustee and therefore a fiduciary subject to the prudent investor standard outlined in the section below.

The City may engage the services of an external investment manager to assist in the management of the City’s investment portfolio in a manner consistent with the City’s objectives. Such an external manager may be granted discretion to purchase and sell investment securities in accordance with this Investment Policy. Such managers must be registered under the Investment Advisers Act of 1940.

RELATED CITY POLICIES

FAIR POLITICAL PPRACTICES COMMISSION

RELATED CITY PROCEDURES

RELATED FORMS, DOCUMENTS, OR LINKS

FAIR POLITICAL PPRACTICES COMMISSION

FREQUENTLY ASKED QUESTIONS

UPDATE HISTORY

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City of Stockton
Legislation Text
File #: 26-0778, Version: 1

ADOPTION OF A RESOLUTION WAIVING ANY PRIVILEGES APPLICABLE TO AN EMAIL FROM THE CITY ATTORNEY’S OFFICE TO THE CITY COUNCIL ON JULY 30, 2025, AT APPROXIMATELY 3:39 PM PACIFIC TIME/6:39 PM EASTERN TIME

RECOMMENDATION
Consider adopting a resolution to waive any privileges applicable to an email and the contents thereof from the City Attorney’s Office to the City Council on July 30, 2025, at approximately 3:39 pm Pacific Time (PT)/6:39 pm Eastern Time (ET).

Summary
Consistent with Council Policy Chapter 4.02, on July 7, 2026, the Vice Mayor, with a second from Councilmember Enriquez, directed staff to agendize an item for Council to consider waiving any privileges applicable to an email and the contents thereof from the City Attorney’s Office to the City Council on July 30, 2025, at approximately 3:39 pm PT/6:39 pm ET. In accordance with that direction, this item has been placed on the agenda for the Council to consider adopting a resolution to waive any privileges applicable to that email and the contents thereof.

DISCUSSION
Background
Consistent with Council Policy Chapter 4.02, on July 7, 2026, the Vice Mayor, with a second from Councilmember Enriquez, directed staff to agendize an item for Council to consider waiving any privileges applicable to an email and the contents thereof from the City Attorney’s Office to the City Council on July 30, 2025, at approximately 3:39 pm PT/6:39 pm ET.

Present Situation
In accordance with the direction provided on July 7, 2026, this item has been placed on the agenda for the Council to consider adopting a resolution to waive any privileges applicable to an email and the contents thereof from the City Attorney’s Office to the City Council on July 30, 2025, at approximately 3:39 pm PT/6:39 pm ET.

Attorney-Client Privilege
Attorney-Client Privilege is codified under state law at Evidence Code section 954. This privilege ensures that clients receive accurate and competent legal advice by encouraging full disclosure to their attorney without fear that information will be revealed to others. For public entities, the holder of the privilege is the organization acting through its highest authorized officer, employee, or body in any given situation. As the holder of the privilege, the Council has the authority to waive the privilege.

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Closed Session
The League of California Cities provides a comprehensive guide which pares down the key components of the Brown Act. At its essence, the Brown Act takes a strong stance in favor of open meetings but carves out important exceptions expressly authorized under the Brown Act. Closed Sessions are allowed only for specified statutory topics. Generally, closed session conversations amongst the Council ensure full and frank discussion on often sensitive topics. The Brown Act allows waiver by the City Council under Government Code section 54963(a).

FINANCIAL SUMMARY
There is no financial impact for waiving privilege of the email.

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Resolution No.

STOCKTON CITY COUNCIL

RESOLUTION WAIVING ANY PRIVILEGES APPLICABLE TO ANY EMAILS FROM THE CITY ATTORNEY’S OFFICE TO THE CITY COUNCIL ON JULY 30, 2025, AT APPROXIMATELY 3:39 PM PACIFIC TIME/6:39 PM EASTERN TIME

Attorney-Client Privilege is codified under state law at Evidence Code section 954; and

This privilege ensures that clients receive accurate and competent legal advice by encouraging full disclosure to their attorney without fear that information will be revealed to others; and

The City Council, as the holder of the privilege, has the authority to waive the privilege; and

The Brown Act takes a strong stance in favor of open meetings but carves o ut important exceptions expressly authorized under the Brown Act; and

Closed session conversations amongst the Council ensure full and frank discussion on often sensitive topics; and

The Brown Act allows the City Council to waive the privilege under Government Code section 54963(a); and

Staff was directed to agendize the waiver of any privileges applicable to an email and the contents thereof from the City Attorney’s Office to the City Council on July 30, 2025, at approximately 3:39 pm Pacific Time/6:39 pm Eastern Time; now, therefore,

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BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:

The City Council waives all applicable privileges for the email and the contents thereof from t he City Attorney’s Office to the City Council on July 30, 2025, at approximately 3:39 pm Pacific Time (PT)/6:39 pm Eastern Time (ET).

PASSED, APPROVED, and ADOPTED July 21, 2026 .

CHRISTINA FUGAZI
Mayor of the City of Stockton
ATTEST:

____

KATHERINE ROLAND, CMC, CPMC
City Clerk of the City of Stockton
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City of Stockton
Legislation Text
File #: 26-0805, Version: 1

ADOPTION OF A RESOLUTION WAIVING ANY PRIVILEGES APPLICABLE TO THE

OPTIC/BUDGET INVESTIGATION REPORT

RECOMMENDATION
Consider adopting a resolution to waive any privileges applicable to the Audit Committee-directed investigation regarding the budget authorization for the Office of Performance Data Analytics and the restructuring and utilization of authorized funding for the Office of Public Transparency Information Communications, subject to applicable redactions to protect personnel and personal privacy rights.

Summary
On August 4, 2025, the Audit Committee directed the City Attorney’s Office to retain outside counsel to investigate the budget authorization for the Office of Performance Data Analytics and the restructuring and utilization of authorized funding for the Office of Public Transparency Information Communications. On July 7, 2026, the City Council directed staff to agendize an item for the City Council to consider waiving any privileges applicable to the full investigation report. In accordance with Council direction, this item has been placed on the agenda for the City Council to consider adopting a resolution to waive any privileges applicable to the report and the contents thereof, subject to applicable redactions to protect personnel and personal privacy rights.

DISCUSSION
Background
On August 4, 2025, the Audit Committee passed Motion 2025-08-04-040 directing the investigation of the FY 2025-2026 budget submission relating to the budget authorization for the Office of Performance Data Analytics to and the restructuring and utilization of authorized funding to the Office of Public Transparency Information Communications and Motion 2025-08-04-040-01 directing the City Attorney’s Office to retain outside counsel and authorizing use of necessary financial experts in conducting that investigation.

Following the completion of the investigation, on April 20, 2026, the investigators presented the investigation findings to the Committee as reflected in the Executive Summary of the Confidential Investigation Report (Attachment A). The Committee unanimously approved Motion 2026-04-20-0302 to forward the report to the City Council for a presentation to the full body and for a potential waiver of any privileges applicable to the full confidential report.

On July 7, 2026, the City Council determined that it did not want a presentation from the outside investigators but directed staff to agendize an item for the City Council to consider waiving any privileges applicable to the full investigation report, subject to applicable redactions to protect City of Stockton Printed on 7/16/2026Page 1 of 2
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File #: 26-0805, Version: 1
personnel and personal privacy rights.

Present Situation
In accordance with City Council direction, this item has been placed on the agenda for the Council to consider adopting a resolution to waive any privileges applicable to the full investigation report regarding and the contents thereof, subject to applicable redactions to protect personnel and personal privacy rights.

Attorney-Client Privilege
Attorney-Client Privilege is codified under state law at Evidence Code section 954. This privilege ensures that clients receive accurate and competent legal advice by encouraging full disclosure to their attorney without fear that information will be revealed to others. For public entities, the holder of the privilege is the organization acting through its highest authorized officer, employee, or body in any given situation. As the holder of the privilege, the Council has the authority to waive the privilege.

Closed Session
The League of California Cities provides a comprehensive guide which pares down the key components of the Brown Act. At its essence, the Brown Act takes a strong stance in favor of open meetings but carves out important exceptions expressly authorized under the Brown Act. Closed Sessions are allowed only for specified statutory topics. Generally, closed session conversations amongst the Council ensure full and frank discussion on often sensitive topics. The Brown Act allows waiver by the City Council under Government Code section 54963(a).

FINANCIAL SUMMARY
The total cost for the Audit Committee-authorized investigation was $75,437.22.

The City Council has also directed staff to agendize an item for the City Council to consider waiving any privileges applicable the invoices for Council-authorized investigations. Accordingly, that item and the details of the invoices for the Audit Committee-authorized investigation will be brought to a future meeting as appropriate.

Attachment A - Executive Summary of the Confidential Investigation Report City of Stockton Printed on 7/16/2026Page 2 of 2
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Executive Summary of Confidential
Investigation Report

Client: City of Stockton

Complainant: Audit Committee

Subject: City Manager’s Office

Investigators: Karen C. Carrera, Esq., AWI-CH
Taylor Evans, Esq.

RENNE PUBLIC LAW GROUP

Date: April 15, 2026

350 Sansome Street | Suite 300
San Francisco, CA 94104

ATTACHMENT A
203
I. INTRODUCTION
This executive summary presents the results of a confidential investigation requested by the City of Stockton into decisions made within the City Manager’s Office during early 2025 regarding the dissolution of the Office of Performance & Data Analytics (OPDA), the formation of the Office of Public Transparency, Information, and Communication (OPTIC), and the hiring and compensation decisions associated with OPTIC.

II. S

COPE AND STANDARD OF REVIEW
The investigation examined whether City personnel engaged in misconduct, violated City policy, or violated state law when: (1) funding OPTIC by reallocating or repurposing budgeted full-time equivalent (FTE) positions and related savings from OPDA, and (2) hiring OPTIC personnel, including the appointment of a Public Information Officer (PIO), without a competitive recruitment process. The applicable standard was the preponderance of the evidence, meaning the facts supporting a conclusion must be more likely than not.

III. M

ETHODOLOGY
Investigators conducted nine interviews. Interviews included Vice Mayor Jason Lee; Deputy City Manager Courtney Christy; Human Resources Director and former Deputy City Manager Rosemary Rivas; Executive Assistant to the City Manager Patty Vasquez; Senior Budget Analyst and Interim Budget Officer Brandon Sepulveda; City Clerk Katherine Roland; Senior Budget Analyst Vanessa Martinez; Deputy City Manager William (Will) Crew; Senior Management Assistant Nicole Mamorno; and Chief Financial Officer Gilbert Garcia. Former Interim City Manager Steve Colangelo did not respond to investigators’ requests for an interview.

T
he documentary record reviewed in this investigation included the City Charter and Municipal Code; the City Council Policy Manual; human resources directives governing executive employment, discrimination and harassment, and progressive discipline (including HR-08, HR-15, and HR-66); the full suite of 2025–2026 budget materials such as the May 15 proposed budget book, the adoption resolution, and the minutes, presentations, memos, and video from the June 4–5 budget study sessions; internal finance policies addressing accounting, financial reporting, internal audits, and financial misconduct; organizational charts and spreadsheets reflecting the restructuring of the City Manager’s Office; personnel actions relating to OPDA staff, including transfers, demotions, and terminations; class specifications for the Public Information Officer and the other OPTIC positions; applicant materials; and email

ATTACHMENT A
204
correspondence concerning OPTIC hiring, advanced salary step requests, and the use of vacancy savings.

IV. FACTUAL BACKGROUND

Following the January 2025 resignation of the former City Manager, the Council appointed an Interim City Manager in February. During a compressed budget season marked by turnover in key fiscal roles, the Interim City Manager pursued a restructuring of the City Manager’s Office.

That restructuring eliminated OPDA through a combination of reassignments, demotions, and terminations, and created OPTIC with four at‑will positions, including the PIO.

While OPTIC did not appear as a discrete line item in the proposed budget book, the funding associated with the OPTIC positions was included within the City Manager’s appropriation and was discussed at public budget study sessions in early June 2025. Multiple witnesses described the process as rushed and at times confusing; however, they also acknowledged that the City Charter grants the City Manager broad authority to organize the office, implement the adopted budget, and appoint at-will personnel.

V. EVIDENCE

Budget Reallocation and OPTIC Formation
Witness accounts and contemporaneous records describe an April 2025 plan to wind down OPDA and to utilize existing Full-Time Equivalents (FTEs) and vacancy savings within the City Manager’s Office to fund four OPTIC positions. Personnel records corroborate that OPDA staff were reassigned or separated in early June 2025, coinciding with approvals to proceed with OPTIC hires.

Email communications between leadership and budget staff reflect a deliberate decision to rely on vacancy savings generated by delaying other recruitments, with the Interim Budget Officer noting the absence of a formal written policy governing the use of vacancy savings and agreeing to proceed subject to closer scrutiny going forward.

The May 15, 2025, proposed budget book presented the City Manager’s overall appropriation and organizational description without delineating OPTIC as its own line, while the June 4, 2025, budget study session materials and discussion included OPTIC’s purpose and placement within the City Manager’s Office (see Figure 1 below). The totality of this evidence supports that the funding mechanism for OPTIC remained within the City Manager’s adopted budget and

ATTACHMENT A
205
that the subject was publicly addressed prior to adoption, albeit briefly and without the level of narrative clarity that would ordinarily accompany a structural change of this kind.

Figure 1- A screenshot from a recording of the June 4, 2025, Budget Study Session shows OPTIC in the City Manager’s Office Budget Presentation
General Fund
After the initial submission of the report and executive summary, Assistant City Attorney Taryn Jones requested to expand the scope of the investigation to include the issue of the potentially improper use of the General Fund by the City Manager’s office, as raised by the City Council.

Investigators interviewed Chief Financial Officer Gilbert Garcia to better understand the General Fund and its role in the budget process.

The interview clarified the City Council’s concerns regarding the General Fund and the policies governing its use. Within the General Fund, the City Manager’s budgetary control is limited to transferring money within a department, but the City Manager may not transfer funds between departments. Based on previous interviews, a review of documents, and Garcia’s testimony, it does not appear that any funds were transferred between departments, because funding for OPTIC and OPDA were both within the City Manager’s office, and were not separate departments for budget purposes. Additionally, no new positions were added to the City Manager’s office; the new OPTIC positions were reallocated from within the authorized FTEs

ATTACHMENT A
206
and available appropriations. Thus, there was no evidence that the General Fund was used improperly.

Hiring Practices and the PIO Appointment
The hiring of OPTIC personnel departed from customary competitive practices, as noted by witnesses. Three OPTIC positions were filled without public postings or panel interviews, and entry salaries were set at advanced steps, which are not typically used in the absence of documented market justification. Human Resources and Budget nevertheless reviewed and approved the advanced-step requests.

For the PIO role, the class specification in effect included a substitution pattern that permitted additional years of qualifying experience to substitute for a degree; under that pattern, the appointee satisfied minimum qualifications. Because the OPTIC roles were at‑will and within the City Manager’s Office, they were not subject to Civil Service examination requirements.

Witnesses expressed understandable concern that process norms were bypassed, yet none identified a codified City policy prohibiting the City Manager from making at‑will appointments under these circumstances or requiring competitive recruitment for these positions.

Legal Considerations
Under the City Charter, the City Manager serves as the City’s chief administrative officer, is responsible for implementing the adopted budget, and possesses broad authority to appoint and manage officers and employees serving at pleasure. The Charter also establishes the Public Information Office and provides that the Public Information Officer is appointed by, and serves at the pleasure of, the City Manager.

With respect to Penal Code section 424 (misappropriation of public funds), the evidence does not show an unauthorized appropriation, falsification of accounts, or other conduct indicative of criminal misuse; OPTIC funding was derived from existing appropriations and was discussed in open session before budget adoption, and compensation decisions underwent internal review and approval.

VI. FINDINGS
Applying the preponderance of the evidence standard, the investigation does not substantiate that the City Manager’s Office violated City policy or law in funding and forming OPTIC or in appointing OPTIC personnel, including the PIO. The creation of OPTIC relied on repurposed

ATTACHMENT A
207
FTEs and vacancy savings within the City Manager’s appropriation and was addressed at public study sessions preceding budget adoption.

The hiri
ng process departed from best practice—particularly in foregoing competitive posting and awarding advanced salary steps—but remained within the City Manager’s discretionary authority for at‑will positions and complied with the applicable class specification for the PIO.

No facts support a criminal misuse of public funds.

Governan
ce Observations for the Audit Committee and Council
While the
record does not support findings of policy or legal violations, the process exposed governance vulnerabilities. The absence of a clear, explanatory narrative in the budget book concerning OPDA’s dissolution and OPTIC’s creation fueled perceptions of concealment and complicated oversight. The timing of the restructuring, during a leadership transition and amid fiscal staff vacancies, reduced process discipline. On the hiring side, reliance on at‑will discretion without contemporaneous documentation of market conditions, justification for advanced steps, or consideration of competitive posting undermined confidence in the fairness and sustainability of the approach.

Process Im
provements
To strengt
hen transparency and controls without constraining lawful executive discretion, the City should issue a short administrative directive within the City Manager’s Office that describes when competitive posting will be used, what documentation is required for advanced salary placement, and how minimum qualifications and substitution patterns are verified. Future reorganizations that materially affect programs or public‑facing functions should be accompanied by a plain‑language explanation in the budget book and a simple crosswalk showing how positions are reclassified or repurposed so that elected officials and the public can readily understand the change.

The Cit
y should adopt a concise written policy governing vacancy‑savings use, including approval pathways, documentation standards, and periodic reporting to the Council. Finally, reinstating one‑on‑one budget briefings and refresher sessions for newly elected members will improve shared understanding of the budget’s structure and reduce the risk of confusion when organizational changes are proposed late in the cycle.

ATTACHMENT A
208
R
espectfully submitted,
_____________________
T
aylor Evans, Esq.
_____________________
K
aren C. Carrera, Esq.

ATTACHMENT A
209

Resolution No.

STOCKTON CITY COUNCIL

RESOLUTION WAIVING ANY PRIVILEGES APPLICABLE TO THE OPTIC/BUDGET

INVESTIGATION REPORT

Attorney-Client Privilege is codified under state law at Evidence Code section 954; and

This privilege ensures that clients receive accurate and competent legal advice by encouraging full disclosure to their attorney without fear that information will be revealed to others; and

The City Council, as the holder of the privilege, has the authority to waive the privilege; and

The Brown Act takes a strong stance in favor of open meetings but carves out important exceptions expressly authorized under the Brown Act; and

Closed session conversations amongst the Council ensure full and frank discussion on often sensitive topics; and

The Brown Act allows the City Council to waive the privilege (Gov. Code § 54963(a)); and

Staff was directed to agendize the waiver of any privileges applicable to the Audit Committee-directed investigat ion regarding the budget authorization for the Office of Performance Data Analytics and the restructuring and utilization of authorized funding for the Office of Public Transparency Information Communications , subject to applicable redactions to protect personnel and personal privacy rights; now, therefore,

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BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:

The City Council waives all applicable privileges associated with the Audit Committee-directed investigat ion regarding the budget authorization for the Office of Performance Data Analytics and the restructuring and utilization of authorized funding for the Office of Public Transparency Information Communications , subject to applicable redactions.

PASSED, APPROVED, and ADOPTED July 21, 2026 .

CHRISTINA FUGAZI
Mayor of the City of Stockton
ATTEST:

KATHERINE ROLAND, CMC, CPMC
City Clerk of the City of Stockton
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City of Stockton
Legislation Text
File #: 26-0791, Version: 1

APPROVAL OF MINUTES

RECOMMENDATION
Approve the minutes from the City Council meeting of June 23, 2026 Attachment A - 2026-06-23
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City of Stockton
Legislation Text
File #: 26-0754, Version: 1
APPROVE THE CONTINUATION OF FISCAL YEAR 2025-26 APPROPRIATIONS TO SECURE

PROFESSIONAL SERVICE AGREEMENTS FOR THE COMMUNITY INTEREST ASSESSMENT

AND STRATEGIC INVESTMENT PLAN

RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Authorize the City Manager, or designee, to execute a Professional Services Agreement with PROS Consulting for project management, recreation and facility assessment, and strategic planning services for the Community Interest Assessment and Strategic Investment Plan, for a term ending June 30, 2027, in an amount not to exceed $99,965 included as Exhibit 1 to the resolution;

2. Authorize the City Manager, or designee, to execute a Professional Services Agreement with Co/Lab Capacity for library planning, equity, and community-centered planning services for the Community Interest Assessment and Strategic Investment Plan, for a term ending June 30, 2027, in an amount not to exceed $53,000 included as Exhibit 2 to the resolution;

3. Authorize the City Manager, or designee, to execute a Professional Services Agreement with Paulina Velasco for community engagement, bilingual outreach, translation, and culturally responsive engagement services for the Community Interest Assessment and Strategic Investment Plan, for a term ending June 30, 2027, in an amount not to exceed $39,250 included as Exhibit 3 to the resolution;

4. Authorize the continuation of up to $252,500 in Fiscal Year (FY) 2025-26 appropriations into FY 2026-27 for completion of the Community Interest Assessment and Strategic Investment Plan; and

5. Approve findings pursuant to Stockton Municipal Code section 3.68.070 in support of an exception to the competitive bid process.

6. Authorize the City Manager, or designee, to take all necessary and appropriate actions to carry out the purpose and intent of this resolution.

Summary
The Community Services Department (CSD) is requesting authorization to execute three Professional Services Agreements to complete a Community Interest Assessment and Strategic Investment Plan that will guide future Measure M investments through 2033. The project will evaluate the City's library and recreation programs, facilities, and services while engaging residents to identify community priorities and develop a long-term investment strategy.

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File #: 26-0754, Version: 1
Following an informal Request for Proposals (RFP) process, staff identified three consultants whose combined expertise best aligns with the project's objectives. The proposed consultant team provides specialized experience in strategic planning, recreation and library assessments, equity-focused planning, and culturally responsive community engagement.

Staff is also requesting authorization to continue the remaining FY 2025-26 appropriations into FY 2026-27 to complete the project.

DISCUSSION
Background
In April 2017, Stockton voters approved the Strong Communities Initiative (Measure M), establishing a dedicated one-quarter cent sales tax to restore and enhance library and recreation services, programs, and facilities through 2033. Since its implementation, Measure M has expanded services, increased programming opportunities, reopened facilities, and funded significant capital improvements throughout the community.

As Measure M approaches the final years of its current authorization, the City seeks to develop a comprehensive understanding of community priorities and future investment opportunities. The Community Interest Assessment and Strategic Investment Plan will provide a data-driven framework to guide future operational and capital investments while ensuring Measure M resources continue to reflect community needs and priorities.

To accomplish this work, CSD issued an informal Request for Proposals seeking qualified firms with expertise in community engagement, technical assessment, recreation and library planning, strategic planning, and public investment planning (Attachment A). The RFP specifically reserved the City's right to award contracts to multiple consultants recognizing that the project required specialized expertise across multiple disciplines.

Present Situation
Following evaluation of the submitted proposals, staff recommends entering into agreements with three consultants whose combined qualifications provide the strongest overall project team.

PROS Consulting will serve as the lead consultant and will provide overall project management, community survey development, recreation and facility assessments, technical analysis, preparation of the Strategic Investment Plan, and presentation of project findings to the Strong Communities Advisory Committee and City Council.

Co/Lab Capacity will provide specialized expertise in library planning, equity-centered planning, community asset mapping, library assessments, and development of strategic recommendations specific to library services and facilities.

Paulina Velasco will lead culturally responsive community engagement efforts with an emphasis on bilingual outreach, Spanish-language translation and interpretation, trusted messenger strategies, and engagement of historically underrepresented communities to ensure broad participation throughout the planning process.

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File #: 26-0754, Version: 1
Together, the consultant team will work collaboratively with City staff to complete a comprehensive Community Interest Assessment and Strategic Investment Plan that includes:
· Community engagement and stakeholder outreach;
· Recreation, library, and facility assessments;
· Community asset mapping;
· Community surveys and data analysis;
· Strategic investment priorities;
· Implementation strategies and performance measures; and · Final recommendations to guide future Measure M investments through 2033.

The project is anticipated to begin in August 2026 and conclude by June 30, 2027.

Because the project was not initiated prior to the close of FY 2025-26, the appropriations previously approved for the Community Interest Assessment were not fully expended. Pursuant to the City Charter, these appropriations will lapse unless Council authorizes their continuation into FY 2026-27.

Approval of the recommended continuation will allow staff to execute the agreements and complete the project without requiring additional appropriations.

Findings
Pursuant to Stockton Municipal Code (SMC) section 3.68.060, professional services agreements with an expenditure of up to $100,000 may be executed without advertising or previous specific action by the City Council, subject to the availability of funds and established City procedures.

The Community Services Department conducted an informal Request for Proposals to identify qualified consultants for the Community Interest Assessment and Strategic Investment Plan. The solicitation specifically contemplated the use of multiple consultants to provide specialized expertise in strategic planning, technical assessment, library planning, and community engagement.

Staff evaluated the proposals received and determined that PROS Consulting, Co/Lab Capacity, and Paulina Velasco collectively provide the most qualified consultant team to complete the project.

Although each individual agreement is below the threshold established in SMC section 3.68.060, staff is requesting City Council approval of all three agreements and the continuation of FY 2025-26 appropriations as a single action to provide transparency and authorization for the implementation of this significant Measure M initiative.

FINANCIAL SUMMARY
Funding for the Community Interest Assessment and Strategic Investment Plan was previously approved within the Strong Communities (Measure M) Fund during the FY 2024-25 budget process.

Staff is requesting authorization to continue the remaining appropriations into FY 2026-27 to complete the project.

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File #: 26-0754, Version: 1
The total amount requested for continuation is $252,500, funded from the following accounts:

Account Number Amount
5000-000-630006-210-000-50-50-000-000 $145,000
5000-000-630006-210-000-40-50-000-000 $107,500
The total amount of the three proposed Professional Services Agreements is $192,215, consisting of:
· PROS Consulting: $99,965
· Co/Lab Capacity: $53,000
· Paulina Velasco: $39,250
The remaining appropriated funds will be available to support project-related expenses, including community outreach, survey implementation, translation services, meeting materials, and other project costs necessary to complete the Community Interest Assessment and Strategic Investment Plan.

Attachment A - Community Interest Assessment RFP 2026
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REQUEST FOR PROPOSALS

COMMUNITY INTEREST ASSESSMENT & STRATEGIC

INVESTMENT PLAN CONSULTANT SERVICES

CITY OF STOCKTON

ATTACHMENT A
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In April 2017, City of Stockton citizens voted to approve the Strong Communities Initiative (“Measure M”) to be used by the City to restore and enhance library and recreation services, and facilities. In May 2016, Staff demonstrated that the City of Stockton had fewer library and recreation programs and facilities per capita when compared to other cities in California of a similar[KF1] size. As a result, Council approved a ballot measure proposing a dedicated one-quarter (1/4) cent special sales and use transaction tax, which was approved by citizens by a two-thirds majority vote. The resulting ordinance allows for the special sales tax to sunset in 2033, unless renewed again by voters.

The City of Stockton is requesting proposals from qualified firms (“Consultant”) to support the Department in the development of (1) a Community Interest Assessment that will evaluate Stockton’s libraries and recreation programs, facilities, and other services provided to Stockton residents through the Community Services Department (“CSD” or “Department”), and (2) a Strategic Investment Plan through 2033 that will support decision-making for future programs, services and capital investments using revenue generated from the Measure M sales tax initiative. This work will be centered on a robust and authentic community engagement process.

The City reserves the right to award contracts to multiple consultants or consultant teams across one or more components of the Scope of Services. Proposers may submit as a single firm, joint venture, or team of specialized subconsultants.

The City recognizes that the core components of this project— community engagement, technical assessment, and strategic planning—require distinct areas of expertise. As such, the City may elect to contract with multiple qualified vendors to ensure each component is delivered with a high level of proficiency.

This Request for Proposal (“RFP”) describes the project, required scope of services, consultant selection process, the minimum information that must be included in the proposal, and submission processes. By responding to this RFP, the consultant agrees to read and understand all information contained within this entire Proposal package.

INTRODUCTION

ATTACHMENT A
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The implementation of Measure M created a dedicated one-quarter (1/4) cent sales tax funding source beginning April 2017. Originally, Measure M was projected to generate an estimated $9.4 million to $11.8 million per year to support the Community Services Department. However, Measure M revenues have surpassed original estimates and are averaging around $12 million per year. The sales tax will be in effect until April 1, 2033. Strong Communities funds are restricted and kept in a separate fund. The Strong Communities Advisory Committee serves as a Citizen’s Advisory Board whose purpose is to annually review revenues and expenditures from the Strong Communities Fund.

Measure M provides funding to be used to enhance library and recreation services, including safe spaces, after-school programs for children and teens, and expanded days and hours that community centers and libraries can be open. During open service hours, library and recreation facilities provide homework help centers; Science, Technology, Engineering, Math and Arts (STEAM) education; story times; access to literacy services; cultural and sports programs; and a variety of classes.

Measure M funding has been used to preserve and expand library and recreation programs, re-open and upgrade facilities, enhance services and collections, and extend services to under-served areas of the City.

Measure M funds are also being used for capital improvement projects to expand or improve library and recreation facilities. As of December 31, 2023, City Council has approved capital appropriations totaling $39,414,500.

PROJECT BACKGROUND

ATTACHMENT A
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Qualified organizations will have demonstrated experience and expertise in:

Effective community engagement, specifically with groups diverse across race and ethnicity, language, socio-economic status, sexual orientation, gender presentation, age, etc.

Managing, facilitating, and collaborating with diverse groups of stakeholders (i.e., government, parents, community-based organizations, youth, etc.).

Working in and with diverse communities and with non-English speaking communities.

Knowledge of the Stockton community and local services.

Conducting neighborhood-level and city-wide Community Interest Assessments and asset mapping and leading input processes such as listening sessions, focus groups, key informant interviews, community forums, questionnaire, and survey sampling, and/or other community engagement methods.

Familiarity with investment planning for public resources (including identification of policy opportunities and constraints in funding) and familiarity with other key City departments, initiatives, and partnerships.

Developing strategic plans, accessing, and analyzing existing data sources, and conducting and incorporating research and analysis.

Experience working with youth in strategic planning processes.

Applicants are allowed to include subcontractors as appropriate for specific activities associated with the four elements described in the Scope of Services (i.e., community engagement, Community Interest Assessment, Strategic Plan, and/or project management).

Proposers should clearly identify the specific components of the Scope of Services for which they are best qualified. If proposing as a team, applicants must clearly define roles and responsibilities for each firm and demonstrate how the team collectively provides comprehensive expertise across community engagement, technical analysis, and strategic planning.

QUALIFICATIONS OF APPLICANTS

ATTACHMENT A
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SCOPE OF SERVICES
In addition to the Community Interest Assessment and Strategic Investment Plan, the consultant will be responsible for community engagement and ongoing project management. These services shall begin once the contract is initiated.

These four elements are described in depth, below.

The City anticipates that successful delivery of this project may require specialized expertise across multiple disciplines.

Proposers may respond to all components of the Scope of Services or identify specific components for which they are best qualified. The City reserves the right to assign different components of the work to different consultants or teams.

All deliverables must meet a professional standard suitable for presentation to City leadership, advisory bodies, and the public. Deliverables should be clear, data-in formed, visually accessible, and structured to support decision-making. The City reserves the right to require revisions to ensure deliverables meet quality and usability expectations.

Community Engagement
Community engagement is essential to the development of the Community Interest Assessment and Strategic Investment Plan. The community engagement facilitators associated with the consultant should have the qualifications and competency to successfully engage diverse populations throughout the planning process and the consultant should use the information and learnings collected from the community to directly inform reports and recommendations. Community engagement should include a variety of voices and stakeholders, be accessible to all community members, and emphasize the participation of Stockton’s most structurally marginalized residents. The consultant should incorporate non-traditional methods of both information gathering and communicating results back out to the community and stakeholders. All community engagement and outreach will be done in collaboration with the Department, the Strong Communities Advisory Committee, and other key stakeholders.

Potential Activities:

Collaborate with City staff and existing entities, which may include: Friends of the Library, Parks and Recreation Commission, Senior Center Advisory Board, and the Strong Communities Advisory Committee to develop and implement a plan for community engagement.

Lead community engagement opportunities to solicit feedback from the public, including, but not limited to:

Facilitating focus groups, conducting informational and key stakeholder interviews and surveys using various multilingual collection methods, and leading community forums.

Create, distribute, collect, and analyze questionnaires; develop sampling methods and protocols; and prepare analyses and reports.

Communicate to the public and prepare and disseminate findings after community engagement activities.

Adjust outreach methods according to community feedback whenever possible and appropriate; encourage community participation through incentives (within the constraints of the use of public funds) and partnerships with community-based organizations that may host outreach and engagement events.

Ensure that all community engagement outreach, activities, and follow-up materials are accessible and inclusive, which includes but is not limited to:

Full participation is accessible and encouraged.

Materials are available in languages that represent the population including English, Spanish, and Tagalog; and are accessible to a wide array of literacy abilities; and Events address participants’ needs such as childcare, transportation barriers, and physical and ADA accommodations.

Suggested Deliverables:

Develop and implement targeted outreach strategies designed to achieve representative participation across key demographic groups and geographic areas of the City.

A written community engagement plan.

Facilitating engagement sessions creating/providing all necessary materials for key stakeholders, community residents (including youth and their families), and policymaker participants.

Questionnaires and analyses.

Summaries, analyses, syntheses, and/or visual reports of the lessons learned (quantitative and qualitative) through community engagement activities to share with staff and community residents and participants.

Materials for conducting outreach, disseminating learnings, and following up with the community through social media and/or other relevant community information channels.

ATTACHMENT A
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SCOPE OF SERVICES
Community Interest Assessment & Report
The Department understands a Community Interest Assessment to be a systematic process for determining and addressing needs, or “gaps,” between current conditions and the desired conditions, including a synthesis of local context that shapes community health and well-being. The Department is seeking a consultant to support this process in determining the needs of recreation and library facilities, programs, and services of Stockton, through an evaluation of existing infrastructure and services to determine how the needs of the community are being met. The consultant should also identify the barriers that prevent residents from accessing the services they need and understand any gaps in services. The needs assessment should identify areas and priorities for improvement. The Department will share preliminary data collected to date, so that the consultant can support, refine, and advance the Community Interest Assessment.

Information should be analyzed and synthesized into relevant sub-groups, such as common characteristics by age and/or geographic area.

The assessment and report should be presented in a narrative and visually appealing format that is accessible and digestible by a variety of stakeholders and community members.

The consultant must demonstrate the ability to produce analytically rigorous, data-driven findings that translate into clear, actionable insights for decision-making.

Potential Activities:

Identify a framework(s) for the Community Interest Assessment in consultation with Department staff.

Identify an asset-based community mapping framework(s) in consultation with Department staff and relevant stakeholders.

Utilize existing information, data, community feedback, and other efforts to date to hone in and tailor additional efforts.

Ensure all Community Interest Assessment activities, protocols, and processes are aligned with the community engagement plans and inclusivity requirements.

Present findings and reports to City staff, Commissions, and City Council as needed.

Suggested Deliverables:

A report and presentation that includes a summary of findings relevant to service needs, priority populations, and effective strategies for achieving outcomes.

Visual representations of community needs, gaps in services, barriers, strengths, values, and assets (such as a geographic map, relationship matrix, etc.).

Strategic Investment Plan
The consultant will apply data and findings from the community interest assessment to prepare a strategic investment plan for unallocated Measure M revenue. The Strategic Investment Plan will provide a framework for the selection of facilities, facility improvements, programs, and activities through the remaining life of Measure M. The Strategic Investment Plan should make both broad recommendations for use-of-funds and recommendations for specific program initiatives that address the needs and gaps relative to each identified strategy, including priority population(s), and how each initiative is aligned to long-term positive outcomes.

The Strategic Investment Plan should be explicit in its intended impact and alignment with leading initiatives underway in Stockton and San Joaquin County, and in alignment with he intended purpose, goals, and outcomes defined in the Measure M ordinance.

The Strategic Investment Plan will be made available for public comment before finalization. The lead consultant may present the development of the plan and final product to the Strong Communities Advisory Committee and community members and may present the plan to Stockton City Council for adoption.

The approved Strategic Investment Plan will be used by the department to update the Strong Communities Expenditure Plan which will then be integrated into the council-approved annual budget process. (CONTINUED)

ATTACHMENT A
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Potential Activities:

Identify and incorporate decision-making and strategy development framework(s), such as Results-Based Accountability (RBA).

Develop prioritized funding strategies/themes and impact/outcomes aligned to the Community Interest Assessment.

Develop a draft Strategic Investment Plan through 2033, conduct a technical review of the draft, and facilitate public input and feedback on the draft to make revisions.

Ensure synergy between the Strategic Investment Plan and City of Stockton’s policy frameworks: Envision Stockton 2040 General Plan, Strong Communities Advisory Committee Annual Report – FY 2022-2023. Present Strategic Investment Plan to the Strong Communities Advisory Committee for approval.

Present the final Strategic Investment Plan to the City Council for adoption.

Suggested Deliverables:

Written Strategic Investment Plan that defines goals, expected outcomes, performance objectives, performance measures, and funding allocations.

Presentation materials relevant to the Committee and the City Council when presenting Strategic Investment Plan for approval and adoption, such as PowerPoint, executive summaries, and agenda reports.

Ongoing Project Management
To support the ongoing work associated with the Community Interest Assessment and Strategic Investment Plan, the consultant will lead project management and communications with Department staff, including providing regular progress reports. Additionally, the consultant will work closely with Department staff throughout the term of the project, as well as key stakeholders.

Potential Activities:

Present periodic updates to the Department, Strong Communities Advisory Committee, community, and the City Council.

Plan and facilitate internal (e.g., Department and Strong Communities Advisory Committee) and external (e.g., community) meetings.

Suggested Deliverables:

Attend in-person meetings at least monthly, with periodic check-ins via email and/or phone to report progress and discuss upcoming activities.

Develop handouts, outreach materials, agendas, and presentation materials, ensuring accessibility considerations (language, literacy, etc.).

SCOPE OF SERVICES (CONTINUED)

ATTACHMENT A
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PROPOSAL REQUIREMENTS
Proposals must be clear, complete, and responsive to the requirements outlined in this Request for Proposal (RFP). The City reserves the right to deem proposals non-responsive if they fail to follow the required format or omit requested information.

Proposals should be organized using the following structure:

Cover Letter
Provide a cover letter signed by an authorized representative of the firm. The letter should include:

A brief summary of the firm’s understanding of the project Identification of the primary contact person
A statement confirming the firm’s ability to perform the work within the proposed timeline
Firm Qualifications and Experience
Provide an overview of the firm’s qualifications, including:

Relevant experience performing similar work
Experience working with public sector agencies and
diverse communities
Description of projects of similar scope and complexity Key staff qualifications and roles
If proposing as a team or with subcontractors, clearly identify:

Each firm’s role and responsibilities
How the team structure ensures comprehensive expertise
across all components
Project Approach and Methodology
Describe the proposed approach to completing the Scope of Services, including:

Methodology for community engagement
Approach to conducting the Community Interest
Assessment
Approach to developing the Strategic Investment Plan
Strategies for ensuring data quality, analysis, and
actionable recommendations
Approach to project management and coordination with
City staff
Proposers may respond to all components of the Scope of Services or identify specific components for which they are best qualified.

Community Engagement Strategy
Provide a detailed plan for outreach and engagement,
including:

Specific outreach strategies to reach diverse and
underrepresented populations
Methods for achieving meaningful and representative
participation
Proposed engagement activities and tools
Approach to evaluating outreach effectiveness and
participation
Proposals should demonstrate a proven ability to execute outreach strategies that result in measurable participation and actionable input.

Project Team and Staffing Plan
Provide a detailed staffing plan, including:

Roles and responsibilities of key personnel
Identification of the project manager and primary point of contact
Resumes or qualifications of key staff
Description of how the team will coordinate across
different components of the work
Cost Proposal
Proposers must provide a detailed, itemized cost proposal that clearly separates pricing by each major component of the Scope of Services.

At a minimum, cost proposals shall include:

Community Engagement (Section 1)
Community Interest Assessment & Report (Section 2)
Strategic Investment Plan (Section 3)
Ongoing Project Management (Section 4), if applicable
Each component must be priced independently, with a clear breakdown of:

Total cost per component
Key tasks or subtasks (as applicable)
Associated labor, hours, and rates (or equivalent level of detail)
Proposers submitting for multiple components must provide:

Individual pricing for each component; and
A total combined project cost
Proposals that bundle costs without clear delineation between components may be deemed non-responsive.

The City reserves the right to:

Award contracts for individual components of the Scope of Services;
Negotiate scope and pricing by component; and
Select different consultants for different components
based on qualifications and cost.

Project Timeline
Provide a proposed project schedule, including:

Key milestones
Major deliverables
Estimated timeline for completion of each component
References
Provide at least three (3) references from similar projects, including:

Organization name
Contact person and title
Description of services provided
Additional Information (Optional)
Include any additional information the proposer believes would be relevant to the City’s evaluation of the proposal.

ATTACHMENT A
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SUBMISSION INSTRUCTIONS
Proposal Submission
Proposals must be submitted electronically via email.

Submission Email: [email protected]
Subject Line: “RFP – Community Interest Assessment and Strategic Investment Plan – [Firm Name]”
Submission Deadline: Friday, May 8, 2026 by 3 pm PST
Proposals received after the deadline may be deemed non-responsive and may not be considered.

Proposals shall be submitted as a single PDF document. The City is not responsible for technical issues related to email delivery. It is the responsibility of the proposer to confirm receipt of their submission.

QUESTIONS AND COMMUNICATIONS
RFP Questions
All questions or requests for clarification regarding this RFP must be submitted in writing via email.

Contact Person: Thomas Freeman, Program Manager III
Email: [email protected]
Phone: (209) 937-7779
Questions must be received by Friday, May 1, 2026. Responses to questions may be shared with all prospective proposers to ensure consistency and fairness in the procurement process.

ATTACHMENT A
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Resolution No.

STOCKTON CITY COUNCIL

RESOLUTION AUTHORIZING PROFESSIONAL SERVICES AGREEMENTS FOR THE

COMMUNITY INTEREST ASSESSMENT AND STRATEGIC INVESTMENT PLAN AND AUTHORIZING THE CONTINUATION OF FISCAL YEAR 2025-26 APPROPRIATIONS

In April 2017, Stockton voters approved the Strong Communities Initiative (Measure M), establishing a dedicated one-quarter cent sales tax to enhance library and recreation services, programs, and facilities through 2033; and

The Community Services Department issued an informal Request for Proposals to solicit qualified consultants to assist the City in developing a Community Interest Assessment and Strategic Investment Plan to guide future Measure M investments; and

Staff evaluated the proposals received and determined that PROS Consulting, Co/Lab Capacity, and Paulina Velasco collectively provide the specialized expertise necessary to complete the project through strategic planning, technical assessment , library planning, equity-focused planning, and community engagement; and

Appropriations for the Community Interest Assessment were included in the Fiscal Year 2025-26 Budget but were not fully expended prior to the close of the fiscal year and must be continued into Fiscal Year 2026-27 to complete the project; and

By the staff report accompanying this Resolution, incorporated into this Resolution by this reference (Staff Report), the Council has been provided with additional information upon which the actions set forth in this Resolution are based; now, therefore,

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:

1. The City Manager, or designee, is authorized to execute a Professional Services Agreement with PROS Consulting for the Community Interest Assessment and Strategic Investment Plan, in an amount not to exceed $99,965 (attached as Exhibit 1 and incorporated by this reference).

2. The City Manager, or designee, is authorized to execute a Professional Services Agreement with Co/Lab Capacity for the Community Interest Assessment and Strategic Investment Plan, in an amount not to exceed $53,000 (attached as Exhibit 2 and incorporated by this reference).

3. The City Manager, or designee, is authorized to execute a Professional Services Agreement with Paulina Velasco for the Community Interest Assessment and Strategic Investment Plan, in an amount not to exceed $39,250 (attached as Exhibit 3 and incorporated by this reference).

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4. The City Council authorizes the continuation of up t o $252,500 in Fiscal Year 2025 -26 budget appropriations into Fiscal Year 2026 -27 for completion of the Community Interest Assessment and Strategic Investment Plan.

5. The City Council approves findings pursuant to Stockton Municipal Code Section 3.68.070 in support of an exception to the competitive bidding process. These findings include:

a. The Community Services Department conducted an informal Request for Proposals to solicit qualified consultants for the Community Interest Assessment and Strategic Investment Plan in accordance with established City procedures for professional services agreements under $100,000.

b. The Request for Proposals specifically contemplated the award of multiple agreements to consultants with specialized expertise in community engagement, recreation and library planning, technical assessment, and strategic planning to ensure the City received the highest level of expertise for each project component.

c. Following evaluation of the proposals received, staff determined that PROS Consulting, Co/Lab Capacity, and Paulina Velasco collectively provide the most qualified consultant team to complete the Community Interest Assessment and Strategic Investment Plan and develop recommendations to guide future Measure M investments through 2033.

6. The City Manager, or designee, is authorized to take all necessary and appropriate actions to carry out the purpose and intent of this Resolution.

PASSED, APPROVED, and ADOPTED July 21, 2026 .

CHRISTINA FUGAZI
Mayor of the City of Stockton
ATTEST:

KATHERINE ROLAND, CMC, CPMC
City Clerk of the City of Stockton
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1 (..)
CITY OF STOCKTONSTANDARD AGREEMENT1. This Agreement is entered into between the City of Stockton andContractorto provideas set forth in Exhibit A to this Agreement._____________________________________________________________________________2. The term of this Agreement is as follows, unless amended as described in Exhibit A andExhibit C section 8:Commences on: Terminates on:_____________________________________________________________________________3. The maximum not to exceed amount to be paid to Contractor for the term of this Agreement,including if authorized, reimbursement of expenses, is: $4. The complete Agreement consists of all the following Agreement documents which byreference are incorporated and made a part of this Agreement. The parties agree to comply withthe terms and conditions of this Agreement.____________________________________________________________________________IN WITNESS WHEREOF, the authorized parties have executed this Agreement.CONTRACTOR______________________________________________________________________________________________Name (if other than an individual, state whether a corporation, partnership, etc.):______________________________________________________________________________________________Authorized Signature Date______________________________________________________________________________________________Printed Name and Title of Person Signing______________________________________________________________________________________________AddressCITY OF STOCKTON_________________________________________________________________________City Manager DateATTEST:____________________________________________________________________________,City ClerkAPPROVED AS TO FORM: , City AttorneyBY:

Agreement Number:(a) Exhibit AStatement of Work(b) Exhibit BInsurance(c) Exhibit CGeneral TermsConditions(d) Exhibit DExhibit ECompensation Schedule(f) Exhibit FTimeline EXHIBIT 1PROS ConsultingCommunity Interest Assessment ConsultingJuly 1, 2026June 30, 202799,965Professional Services Special Terms & Conditions 246
1 (Rev. 10.30.18)
EXHIBIT A STATEMENT OF WORK 1. Project Objectives1.1. Provide overall project leadership, coordination, technical analysis, recreation and facility assessment, survey design, and strategic planning services to support the City of Stockton in developing a Community Interest Assessment and Strategic Investment Plan for Measure M investments through 2033. The Consultant shall coordinate with the City and other project consultants to produce a unified, data-driven, and community-informed final product. 2. Project Scope2.1. PROS Consulting shall serve as the Lead Consultant and shall perform the following services: Provide overall project management and coordination.Develop and maintain the project schedule and facilitate consultantcoordination.Design and oversee implementation of community surveys.Conduct recreation program and facility assessments.Analyze quantitative and qualitative data collected throughout theproject.Develop gap analyses and investment priorities.Lead preparation of the Strategic Investment Plan.Develop implementation frameworks and performance measures.Coordinate integration of work products from Co/Lab Capacity andPaulina Velasco into unified deliverables.Prepare presentation materials and present findings to the StrongCommunities Advisory Committee and City Council.Participate in regular coordination meetings with City staff and projectconsultants.3. Specifications3.1. All work shall be professionally prepared and suitable for presentation to City leadership, advisory bodies, and the public. Deliverables shall incorporate findings from collaborating consultants and align with Measure M objectives. 4. Major DeliverablesProject Management Plan EXHIBIT 1
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2 (Rev. 10.30.18)
Project Schedule Community Survey Instrument Recreation and Facility Assessment Data Analysis and Gap Analysis Draft Strategic Investment Plan Final Strategic Investment Plan Funding Prioritization Framework Performance Measures Executive Summary Council Presentation Materials 5. Tasks That Support the Deliverables Coordinate project activities and communication. Conduct technical analyses and recreation assessments. Compile and synthesize consultant findings. Develop strategic recommendations. Prepare draft and final reports. Lead public and City presentations. Collaborate with City staff and project consultants to ensure integrated deliverables. 6. Internal and External Standards and Guidelines 6.1. Work shall be consistent with applicable Measure M requirements, City policies, ADA accessibility expectations, and best practices for strategic planning and public engagement. 7. Criteria of Acceptance for Deliverables 7.1. Deliverables shall be accepted upon written approval by the City's Project Manager after determining they are complete, accurate, professionally prepared, and consistent with the project objectives. 8. Notices Pursuant to Exhibit C General Terms and Conditions, Paragraph 15 Notices, the mailing address for all required notices is as follows: Contractor: Leon Younger City: City of Stockton PROS Consulting Attn: City Manager 35 Whittington Dr. Ste. 300 501 W Weber Avenue Brownsburg, Indiana 46112 Building 1 Stockton, CA 95202 EXHIBIT 1
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EXHIBIT C GENERAL TERMS AND CONDITIONS 1. Goods, Equipment, and Services. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in Exhibit A of the Agreement. Contractor shall provide said services at the time, place, and in the manner specified in Exhibit A of the Agreement. 2. City Assistance, Facilities, Equipment, and Clerical Support. Except as set forth in Exhibit A, Contractor shall, at its sole cost and expense, furnish and maintain all facilities and equipment that may be required for furnishing services pursuant to this Agreement. If applicable, City shall furnish to Contractor only the facilities and equipment listed in Exhibit A to the Agreement. 3. Compensation. City shall pay Contractor for services rendered pursuant to this Agreement as described more particularly in Exhibit A and Exhibit E to the Agreement. 3.1 Invoices submitted by Contractor to City must contain a brief description of work performed, time spent, and City reference number. Within thirty (30) days of receipt of the invoice, and if acceptable, make payment on the approved invoice. 3.2 Upon completion of work and acceptance by the City, Contractor shall have sixty (60) days in which to submit final invoice(s) for payment. An extension may be granted by the City upon receiving a written request thirty (30) days in advance of said time limitation. The City shall have no obligation or liability to pay any invoice for work performed which the Contractor fails or neglects to submit within sixty (60) days, or any extension thereof granted by the City, after the work is accepted by the City. 4. . All Contractor services, work, and deliverables shall be performed in a good and workmanlike manner with due diligence in accordance with the degree of skill normally exercised by similar contractors supplying services and work of a similar nature, and in conformance with applicable laws, codes, and professional standards. 5. Ownership of Work. All reports, work product, all other documents completed or partially completed by Contractor or its approved subcontractors, in performance of this Agreement, and if applicable, drawings, designs, and plan review comments shall become the property of the City. Any and all copyrightable subject matter in all materials is hereby assigned to the City and the Contractor and its approved subcontractors agree to execute any additional documents that may be necessary to evidence such assignment. All materials shall be delivered to the City upon completion or termination of the work under this Agreement. If any materials are lost, damaged, or destroyed before final delivery to the City, the Contractor shall replace them at its own expense. The Contractor and its approved subcontractors shall keep materials confidential. Materials shall not be used for purposes other than the performance of services under this Agreement and shall not be disclosed to anyone not connected with these services, unless the City provides prior written consent. 6. Timeliness. Time is of the essence in this Agreement. Further, Contractor acknowledges that the failure of Contractor to comply with the time limits described in Exhibit A and Exhibit F may result in economic or other losses to the City.

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7. Changes. Both parties to this Agreement understand that it may become desirable or necessary during the term of this Agreement for City to modify the scope of services provided for under this Agreement. Any material extension or change in the scope of work shall be discussed with the City and the change and cost shall be memorialized in a written amendment to the original contract prior to the performance of the additional work. Until the amendment is so executed, the City will not be responsible for paying any charges Contractor may incur in performing such additional services, and Contractor shall not be required to perform any such additional services. 8. Amendment. No variation of the terms of this Agreement shall be valid unless an amendment is made in writing and signed by both parties. 9. Status. 9.1 In performing the obligations set forth in this Agreement, Contractor shall have the status of an independent contractor and Contractor shall not be considered to be an employee of the City for any purpose. All persons working for or under the direction of Contractor are its agents and employees and are not agents or employees of the City. Contractor, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of the City. Except as expressly provided in Exhibit A, Contractor has no authority or responsibility to exercise any rights or power vested in the City. No agent, officer, or employee of the City is to be considered an employee of the Contractor. It is understood by both Contractor and City that this Agreement shall not be construed or considered under any circumstances to create an employer-employee relationship or a joint venture. 9.2 Contractor shall determine the method, details, and means of performing the work and services to be provided by Contractor under this Agreement. Contractor shall be responsible to the City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to the City's control with respect to the physical action or activities of Contractor in fulfillment of this Agreement. Contractor has control over the manner and means of performing the services under this Agreement. If necessary, Contractor has the responsibility for employing other persons or firms to assist Contractor in fulfilling the terms and obligations under this Agreement. 9.3 If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision, and control of Contractor. All terms of employment, including hours, wages, working conditions, discipline, hiring and discharging, or any other term of employment or requirements of law, shall be determined by the Contractor. 9.4 It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor's assigned personnel under the terms and conditions of this Agreement. 10. Subcontractor. 10.1 Subcontractors shall not be recognized as having any direct or contractual relationship with the City. Contractor shall be responsible for the work of subcontractors, which shall be subject to the provisions of this Agreement. Subcontractors will be provided with a copy of the Agreement and will be bound by its terms. Contractor is responsible to the City for the acts and omissions of its subcontractors and persons directly or indirectly employed by them. 10.2 If in the performance of this Agreement any third persons are employed by EXHIBIT 1
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Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor. All terms of employment, including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law, shall be determined by Contractor. 10.3 It is further understood and agreed that all Subcontractors must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of the Subcontractors personnel. 11. Termination. 11.1 Termination for Convenience of City. The City may terminate this Agreement at any time by mailing a notice in writing to Contractor. The Agreement shall then be deemed terminated, and no further work shall be performed by Contractor. If the Agreement is so terminated, the Contractor shall be paid for the work actually completed at the time the notice of termination is received. 11.2 Should either party default in the performance of this Agreement or materially breach by giving written notification to the other party. 11.3 Funding- Non-Appropriation. It is mutually understood between the Parties that payment to the Contractor for performance shall be dependent upon the availability of appropriations by the City Council for the purposes of this Agreement. No legal liability on the part of the City for any payment may arise under this Agreement until funds are made available and until the Contractor has received funding availability, which will be confirmed in writing. If funding for any fiscal year is reduced or deleted, or if the City loses funding for any reason, the City, in its sole discretion, shall have the option to either (a) cause this Agreement to be canceled or terminated pursuant to applicable provisions of the Agreement; or (b) offer to amend the Agreement to reflect the reduced funding for this Agreement. 12. Non-Assignability. The Contractor shall not assign, sublet, or transfer this Agreement or any interest or obligation in the Agreement without the prior written consent of the City, and then only upon such terms and conditions as City may set forth in writing. Contractor shall be solely responsible for reimbursing subcontractors. 13. Indemnity and Hold Harmless. To the fullest extent permitted by law, Contractor shall hold harmless, defend and indemnify City of Stockton and its officers, officials, employees and volunteers from and against any and all liability, loss, damage, expense, costs (including without limitation costs, attorney fees, and fees of litigation) of every nature arising out of or in connection performance of work hereunder or its failure to comply with any of its obligations contained in this agreement, except such loss or damage which was caused by the sole negligence or willful misconduct of the City of Stockton. This obligation is independent of, and shall not in any way be limited by, the minimum insurance obligations contained in this agreement. These obligations shall survive the completion or termination of this agreement. 14. Insurance. During the term of this Agreement, Contractor shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit B to this Agreement and shall otherwise comply with the other provisions of Exhibit B to this Agreement. 15. Notices. All notices required herein shall be in writing and shall be sent by certified or EXHIBIT 1
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registered mail, postage prepaid, addressed in Exhibit A to this Agreement. 16. Conformance to Applicable Laws. Contractor shall comply with all applicable Federal, State, and Municipal laws, rules, and ordinances. Contractor shall not discriminate in the employment of persons or in the provision of services under this Agreement on the basis of any legally protected classification, including race, color, national origin, ancestry, sex, or religion of such person. 17. Licenses, Certifications, and PermitsContractor shall obtain a City of Stockton business license, which must be kept in effect during the term of this Agreement. Contractor covenants that it has obtained all certificates, licenses, permits, and the like required to perform the services under this Agreement. Such licenses, certificates, and permits shall be maintained in full force and effect during the term of this Agreement. 18. Records and Audits. Contractor shall maintain all records regarding this Agreement and the services performed for a period of three (3) years from the date that final payment is made. At any time during normal business hours, the records shall be made available to the City to inspect and audit. To the extent Contractor renders services on a time and materials basis, Contractor shall maintain complete and accurate accounting records, in a form prescribed by City or, if not prescribed by City, in accordance with generally accepted accounting principles, such records to include, but not be limited to, payroll records, attendance cards, time sheets, and job summaries. 19. Confidentiality. Contractor shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City reports, information, or conclusions. 20. Conflicts of Interest. Contractor covenants that, other than this Agreement, Contractor has no financial interest with any official, employee, or other representative of the City. Contractor and its principals do not have any financial interest in real property, sources of income, or investments that would be affected in any manner of degree by the performance of immediately notify the City. Pursuant to Government Code 1090, California Assembly Bill 334: Contractor or Consultants duties and services under this agreement shall not include preparing or assisting the public qualifications, or any other solicitation regarding a subsequent or additional contract with the public entity. The public entity entering this agreement shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor or Consultants participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Contractor/consultant shall cooperate with the public entity to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by the contractor pursuant to this agreement. 21. Waiver. In the event either City or Contractor at any time waives any breach of this Agreement by the other, such waiver shall not constitute a waiver of any other or succeeding breach of this Agreement, whether of the same or of any other covenant, condition or obligation. No payment, partial payment, acceptance, or partial acceptance by City shall operate as a waiver on the part of City of any of its rights under this Agreement.

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22. Governing Law. California law shall govern any legal action pursuant to this Agreement, with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch, or where applicable, in the Federal District Court of California, Eastern District, Sacramento Division. 23. No Personal Liability. No official or employee of City shall be personally liable to Contractor in the event of any default or breach by the City or for any amount due Contractor. 24. Severability. If any portion of this Agreement or application thereof to any person or circumstance shall be declared invalid by a court of competent jurisdiction or if it is found in contravention of any federal, state or city statue, ordinance or regulation the remaining provisions of this Agreement or the application thereof shall not be invalidated thereby and shall remain in full force and effect to the extent that the provisions of this Agreement are severable. 25. Non-Discrimination. During the performance of this Agreement, Contractor and its officers, employees, agents, representatives or subcontractors shall not unlawfully discriminate in violation of any federal, state, or local law, rule or regulation against any employee, applicant for employment or person receiving services under this Agreement because of race, religion, color, national origin, ancestry, physical or mental disability, medical condition (including genetic characteristics), marital status, age, political affiliation, gender identity, gender expression, sex or sexual orientation, family and medical care leave, pregnancy leave, or disability leave. Contractor and its officers, employees, agents, representative or subcontractors shall comply with all applicable Federal, State and local laws and regulations related to non-nondiscrimination policy; the Fair Employment and Housing Act (Government Code sections 12990 (et seq.); California Labor Code sections 1101, 1102 and 1102.1; the Federal Civil Rights Act of 1964 (P.L. 88-352), as amended; and all applicable regulations promulgated in the California Code of Regulation or Code of Federal Regulations. Title VI of the Civil Rights the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial (42USCSection2000d). http://www.dol.gov/oasam/regs/statutes/titlevi.htm. The City requires compliance with the requirements of Title VI in all of its programs and activities, regardless of funding source. 26. Force Majeure. Neither party shall be responsible for delays or failures in performance resulting from acts of God, acts of civil or military authority, terrorism, fire, flood, strikes, war, epidemics, pandemics, shortage of power, or other acts or causes reasonably beyond the control of that party. The party experiencing the force majeure event agrees to give the other party notice promptly following the occurrence of a force majeure event, and to use diligent efforts to re-commence performance as promptly as commercially practicable. 27. Taxes and Charges. Contractor shall be responsible for payment of all taxes, fees, contributions, or charges applicable to the conduct of the business. 28. Cumulative Rights. Any specific right or remedy provided in this Agreement will not be exclusive but will be cumulative of all other rights and remedies to which may be legally entitled. 29. Advice of Attorney. Each party warrants and represents that in executing this Agreement, it has received independent legal advice from its attorneys or the opportunity to seek such advice.

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30. Dispute Resolution; Attorney Fees. Any dispute arising out of or relating to the terms and provisions of this Agreement shall be addressed in good faith by the parties. If a dispute cannot be resolved through informal negotiations, either party may pursue all remedies available under applicable law. In the event of any dispute between the parties concerning the terms and provisions of this Agreement, the party prevailing in such dispute shall be entitled to collect from the other party 31. Heading Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement. 32. Entire Agreement, Integration, and Modification. 31.1 This Agreement represents the entire integrated agreement between Contractor and the City; it supersedes all prior negotiations, representations, or agreements, either written or oral, between the parties, and may be amended only by a written Amendment signed by the Contractor and City Manager. 31.2 All Exhibits to this Agreement and this Agreement are intended to be construed as a single document. 33. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement. 34. Authority. The individual(s) executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities.

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EXHIBIT D PROFESSIONAL SERVICES SPECIAL TERMS AND CONDITIONS 1. Definitions. The following words and phrases have the following meanings for purposes of this Agreement: 1.1 "Services" means, collectively, the services, duties, and responsibilities described in Exhibit A of this Agreement and any and all work necessary to complete them or carry them out fully and to the standard of performance required in this Agreement. 1.2 of a project. A deliverable is any tangible material, work, or thing delivered by one party to the other, including associated technical documentation. A deliverable can be a tangible or intangible part of the development process, and often are a specified function or characteristic of the project. 2. General. The following terms and conditions are applicable for the Professional Services only. The special conditions shall be read in conjunction with the Standard Agreement, General Agreement. 2.1 Where any portion of the GTC is in conflict to or at variance with any provisions of the Special Conditions of the Agreement, then unless a different intention stated, the provision(s) of the Special Conditions of the Agreement shall be deemed to override the provision(s) of GTC only to the extent that such conflict or variations in the Special Conditions of the Agreement are not possible of being reconciled with the provisions of the GTC. 2.2 In the case of modification of a part or provision of the GTC, the unaltered part or provision, or both, shall remain in effect. The Special Conditions shall relate to a particular project and be peculiar to that project, but shall not weaken the character or intent of the GTC. 3. Time for Performance. 3.1 Contractor shall perform the services according to the schedule contained in Exhibit F. 3.2 Timeliness of Performance i) Contractor shall provide the Services, and Deliverables within the term and within the time limits required under this Agreement, pursuant to the provisions of Exhibit A and Exhibit F. ii) agents, employees, nor subcontractors are entitled to any damages from the City, nor is any party entitled to be reimbursed by the City, for damages, charges or other losses or expenses incurred by Contractor by reason of delays or hindrances in the performance of the Services, whether or not caused by the City. 4. Standard of Performance In addition to Exhibit C, Section 4 and 17, Contractor agrees as follows:

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4.1 professional practices and principles and in a manner consistent with the level of care and profession currently practicing under similar conditions. The Contractor shall comply with the standard of performance, applicable laws, regulations, and industry standards. By delivery of completed work, Contractor certifies that the work conforms to the requirements of this Agreement and all applicable federal, state, and local laws. If Contractor is retained to perform services requiring a license, certification, registration, or other similar requirement under California law, Contractor shall maintain that license, certification, registration, or other similar requirement throughout the term of this Agreement. 4.2 Contractor acknowledges that it is entrusted with or has access to valuable and confidential information and records of the City and with respect to that information, Contractor agrees to be held to the standard of care of a fiduciary. Contractor shall ensure that all services that require the exercise of professional skills or judgment are accomplished by professionals qualified and competent in the applicable discipline and appropriately licensed, if required by law. Contractor must provide copies of any such licenses. Contractor remains responsible for the professional and technical accuracy of all Services or Deliverables furnished, whether by Contractor or its subcontractors or others on its behalf. All Deliverables must be prepared in a form and content satisfactory to the Using Agency and delivered in a timely manner consistent with the requirements of this Agreement. 4.3 If Contractor fails to comply with the foregoing standards, Contractor must perform again, at its own expense, all Services required to be re-performed as a direct or indirect result of that failure. Any review, approval, acceptance or payment for any of the Services by the City does not relieve Contractor of its responsibility for the professional skill and care and technical accuracy of its Services and Deliverables. This provision in no way limits the rights against Contractor either under this Agreement, at law or in equity. 5. Compensation 5.1 In addition to Section 3 Compensation in Exhibit C GTC, the Contractor shall be compensated for the services provided under this Agreement as follows: Contractor shall be compensated for services rendered and accepted under this Agreement and shall be paid monthly, in arrears on a not to exceed basis, based upon the rates set forth in Exhibit E attached hereto and made a part of this Agreement. Contractor may vary the compensation for each task in Exhibit E, provided that the total project compensation listed in Exhibit E and the Standard Agreement is not exceeded. 6. Personnel 6.1 None of the work or services covered by this Agreement shall be subcontracted without the prior written approval of the City. Any work or services subcontracted hereunder shall be specified by written agreement and shall be subject to each provision of this Agreement. Contractor shall provide the subcontractor a copy of this fully executed Agreement. 6.2 Contractor agrees to assign only competent personnel according to the reasonable and customary standards of training and experience in the relevant field to perform services under this Agreement. Failure to assign such competent personnel shall constitute grounds for termination of this Agreement. The payment made to Contractor pursuant to this Agreement shall be the full and complete compensation to which Contractor and officers, employees, agents, and subcontractors are entitled for performance EXHIBIT 1
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employees are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to employees of the City. The City will not make any federal or state tax withholdings on behalf of the Contractor. The City shall not be required to pay any workers' compensation insurance on behalf of the Contractor. Contractor shall pay, when including estimated taxes, and shall provide City with proof of such payments upon request. 6.3 Key Personnel: Because of the special skills required to satisfy the requirements of this Agreement, Contractor shall not reassign or replace key personnel without the written consent of the City, which consent the City will not unreasonably withhold. "Key Personnel" means those job titles and the persons assigned to those positions in accordance with the provisions of this Agreement. The City may at any time in writing notify Contractor that the City will no longer accept performance of Services under this Agreement by one or more Key Personnel listed. Upon that notice, Contractor shall immediately suspend the services of the key person or persons and must replace him or them in accordance with the terms of this Agreement. A list of key personnel is found in Exhibit A, Scope of Services. 7. Reports and Information Contractor shall at such times and in such forms as the City may require furnish the City such periodic reports as it may request pertaining to the work or services undertaken pursuant to this Agreement, the costs and obligations incurred or to be incurred in connection therewith, and any other matters are covered by this Agreement as specified in Exhibit A and Exhibit E. 8. Findings Confidential All of the reports, information, data, et cetera, prepared or assembled by the Contractor under this Agreement are confidential and the Contractor agrees that they shall not be made available to any individual or organization without the prior written approval of the City. Contractor shall not be required under the provisions of this paragraph to keep confidential any data or information which is or becomes publicly available, is required by applicable law or by proper legal or governmental authority, is alpossession without obligation of confidentiality, is independently developed by Contractor outside the scope of this Agreement or is rightfully obtained from third parties. Contractor shall give City prompt notice of any such legal or governmental demand and reasonably cooperate with City in any effort to seek a protective order or otherwise to contest such required disclosure. 9. Copyright No materials, including but not limited to reports, maps, or documents produced as a result of this Agreement, in whole or in part, shall be available to Contractor for copyright purposes. Any such materials produced as a result of this Agreement that might be subject to copyright shall be the property of the City and all such rights shall belong to the City, and the City shall be the sole and exclusive entity who may exercise such rights. 10. Deliverables Contractor shall prepare or provide to the City various Deliverables. "Deliverables" include work product, such as written reviews, recommendations, reports, and analyses, produced by EXHIBIT 1
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Contractor for the City. The City may reject Deliverables that do not include relevant information or data, or do not include all documents or other materials specified in this Agreement or reasonably necessary for the purpose for which the City made this Agreement or for which the City intends to use the Deliverables. If the City determines that Contractor has failed to comply with the foregoing standards, it has 30 days from the discovery to notify Contractor of its failure. If Contractor does not correct the failure, or if it is possible to do so, within 30 days after receipt of notice from the City specifying the failure, then the City, by written notice, may treat the failure as a default of this Agreement. Partial or incomplete Deliverables may be accepted for review only when required for a specific and well-defined purpose and when consented to in advance by the City. Such Deliverables will not be considered as satisfying the requirements of this Agreement and partial or incomplete Deliverables in no way relieve Contractor of its commitments under this Agreement. 11. Applicable Laws Deliverables must conform with all applicable federal, state, and local laws. Such conformity includes compliance with federal sanctions, and Contractor certifies that it has not and will not engage in prohibited transactions with sanctioned persons or entities. Per Executive Order N-6-22, all contractors and grantees that have agreements valued at $5 directed to report to their contracting or grantor agency or department regarding their compliance Ukraine, as well as sanctions imposed under state law, if any.

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1 (Rev. 10.30.18)
EXHIBIT E COMPENSATION SCHEDULE The Contractor shall be compensated for the services identified in Exhibit A, Exhibit C, and Exhibit D to this Agreement as follows: 1. Project Price 1.1 The maximum the Contractor shall be paid on this Agreement is $99,965 (hereafter ). to be made pursuant to this Agreement, including City approved reimbursable expenses, if any. Nothing in this Agreement requires the City to pay for work that does not meet the Standard of Performance identified in Exhibit D section 4 or other requirements of this Agreement. 1.2 Standard Reimbursable Items: Only the reimbursable items identified in Exhibit A, C, and D (Compensation), shall be compensated to the Contractor. Reimbursable expenses will be reimbursed without markup. Fees plus reimbursable expenses shall not exceed the amount set forth in section 1.1 of this Exhibit and a copy of the original invoice for the items listed in i, ii or iii below shall be attached to the invoice submitted to the City for reimbursement. Payments shall be based upon work documents submitted by the Contractor to the City and accepted by the City as being satisfactory to CityThe City shall not pay a markup on any of the items listed in i, ii or iii. Additionally, items such a telephone, fax, postage or freight are already included in the billable hourly rate. Contractor shall be reimbursed the direct expenses, which are the actual cost of the following items that are reasonable, necessary and actually incurred, by the Contractor in connection with the services: i. Expenses, fees or charges for printing, reproduction or binding of documents at actual costs with no markup added to the actual cost. ii. Any filing fees, permit fees, or other fees paid or advanced by the Contractor at actual costs with no markup added to the actual cost. iii. Travel expenses shall be reimbursed in accordance with the Cittravel policy, which is incorporated herein by reference. Reimbursement shall be made at actual costs with no markup added to the actual cost. 1.3 The Contractor shall be entitled to receive payments for its work performed pursuant to the Agreement. The City will pay Contractor based on invoices for Thereafter, Contractor must complete services based on the Agreement without additional compensation unless there is a material change to the Statement of Work and Scope by a written Amendment.

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1.4 ContractorContractorinvoices previously submitted for acceptable work performed and approved. 2. Task Price. Below is the price for the services and reimbursable expenses as described in Exhibit A of this Agreement. Task 1 Project Kick-Off & Ongoing Project Management Task Price 1 Kick-off Meeting and Project Management $7,360 2 Meeting Planning and Facilitation $7,780 3 Public and Leadership Updates $8,000 TOTAL PRICE $23,140 Task 2 Community Engagement Process Task Price 1 Key Leadership/Focus Group Interviews $7,700 2 Statistically Valid Needs Analysis Survey $16,800 3 Project Website/Online Survey/Interactive Mapping Tool $8,280 TOTAL PRICE $32,760 Task 3 Community Interest Assessment & Report Task Price 1 Existing Conditions and Data Review $2,260 2 Recreation Program Analysis $10,025 3 Prioritized Facility/Amenity and Program Priority Rankings and Needs Analysis $6,560 TOTAL PRICE $18,845 Task 4 Strategic Plan Task Price 1 Program and Facility Investment Recommendations $4,240 2 Alignment with City Policy Frameworks $5,840 3 Draft Plan, Public Review, and Final Adoption Report $15,120 TOTAL PRICE $25,200 3. Invoice to Address. Each invoice submitted shall identify the specific task(s) listed in Exhibit A and this Exhibit, and the completed work product/deliverable for the agreed upon price listed in this Exhibit. Invoices shall be submitted to the below address: City of Stockton Community Services Department Attention: Thomas Freeman 425 N. El Dorado Street Stockton, CA 95202 EXHIBIT 1
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EXHIBIT F TIMELINE Contractor shall complete the requested services identified in Exhibit A asfollows:Phase 1 Discovery and Preparation (July August)oCommunity Engagement Plan, Stakeholder Map,Communication Strategy, Internal Staff Assessment, Measure MCommittee OrientationPhase 2 Listening and Learning (July September)oCommunity Surveys, Focus Groups, Youth Engagement,Community Conversations, Library Listening Sessions,Recreation and Facility AssessmentsPhase 3 Analysis and Visioning (September October)oCommunity Needs Assessment, Asset Mapping Analysis, GapAnalysis, Draft Vision Framework, Preliminary InvestmentPrioritiesPhase 4 Strategic Plan Development (October November)oDraft Strategic Investment Plan, Implementation Framework,Performance Measures, Funding Prioritization Matrix,Community Review SessionsPhase 5 Finalization and Adoption (November December)oFinal Community Needs Assessment, Final Strategic Investment Plan, Executive Summary, Community Summary Report, Measure M Committee Presentation, Council Presentation EXHIBIT 1
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1 (..)
CITY OF STOCKTONSTANDARD AGREEMENT1. This Agreement is entered into between the City of Stockton andContractorto provideas set forth in Exhibit A to this Agreement._____________________________________________________________________________2. The term of this Agreement is as follows, unless amended as described in Exhibit A andExhibit C section 8:Commences on: Terminates on:_____________________________________________________________________________3. The maximum not to exceed amount to be paid to Contractor for the term of this Agreement,including if authorized, reimbursement of expenses, is: $4. The complete Agreement consists of all the following Agreement documents which byreference are incorporated and made a part of this Agreement. The parties agree to comply withthe terms and conditions of this Agreement.____________________________________________________________________________IN WITNESS WHEREOF, the authorized parties have executed this Agreement.CONTRACTOR______________________________________________________________________________________________Name (if other than an individual, state whether a corporation, partnership, etc.):______________________________________________________________________________________________Authorized Signature Date______________________________________________________________________________________________Printed Name and Title of Person Signing______________________________________________________________________________________________AddressCITY OF STOCKTON_________________________________________________________________________City Manager DateATTEST:____________________________________________________________________________,City ClerkAPPROVED AS TO FORM: , City AttorneyBY:

Agreement Number:(a) Exhibit AStatement of Work(b) Exhibit BInsurance(c) Exhibit CGeneral TermsConditions(d) Exhibit DExhibit ECompensation Schedule(f) Exhibit FTimeline EXHIBIT 2Audrey BarbakoffCommunity Interest Assessment ConsultingJuly 1, 2026June 30, 202753,000Professional Services Special Terms & Conditions 266
1 (Rev. 10.30.18)
EXHIBIT A STATEMENT OF WORK 1. Project Objectives 1.1. Provide specialized library planning, equity, asset mapping, and community-centered strategy services in support of the City's Community Interest Assessment and Strategic Investment Plan while coordinating with the City and the lead consultant. 2. Project Scope 2.1. Co/Lab Capacity shall perform the following services: Conduct library-focused assessments and analyses. Develop equity-centered planning frameworks. Perform community asset mapping. Facilitate library stakeholder engagement and listening activities. Develop library strategic recommendations and investment priorities. Support community-centered planning approaches. Assist with integration of library findings into the overall Community Interest Assessment and Strategic Investment Plan. Coordinate regularly with PROS Consulting, Paulina Velasco, and City staff. 3. Specifications 3.1. Deliverables shall reflect best practices in library planning, equity, and community-centered engagement and shall integrate seamlessly with project-wide deliverables. 4. Major Deliverables Library Assessment Community Asset Mapping Equity Framework Library Needs Analysis Library Strategic Recommendations Library Investment Priorities Supporting materials for integrated project reports and presentations 5. Tasks That Support the Deliverables Review existing library conditions and services. Conduct library-specific engagement activities.

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Analyze community input and existing data. Develop recommendations for facilities, programs, and services. Coordinate findings with the lead consultant and City staff. Participate in project meetings and collaborative planning efforts. 6. Internal and External Standards and Guidelines 6.1. Work shall be consistent with applicable Measure M requirements, City policies, ADA accessibility expectations, and best practices for strategic planning and public engagement. 7. Criteria of Acceptance for Deliverables 7.1. Deliverables shall be accepted upon written approval by the City's Project Manager after determining they are complete, accurate, professionally prepared, and consistent with the project objectives. 8. Notices Pursuant to Exhibit C General Terms and Conditions, Paragraph 15 Notices, the mailing address for all required notices is as follows: Contractor: Dr. Audrey Barbakoff City: City of Stockton CO/LAB Capacity Attn: City Manager 5454 Rose Ave. NE 501 W Weber Avenue Bainbridge Island, WA 98110 Building 1 Stockton, CA 95202 EXHIBIT 2
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EXHIBIT C GENERAL TERMS AND CONDITIONS 1. Goods, Equipment, and Services. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in Exhibit A of the Agreement. Contractor shall provide said services at the time, place, and in the manner specified in Exhibit A of the Agreement. 2. City Assistance, Facilities, Equipment, and Clerical Support. Except as set forth in Exhibit A, Contractor shall, at its sole cost and expense, furnish and maintain all facilities and equipment that may be required for furnishing services pursuant to this Agreement. If applicable, City shall furnish to Contractor only the facilities and equipment listed in Exhibit A to the Agreement. 3. Compensation. City shall pay Contractor for services rendered pursuant to this Agreement as described more particularly in Exhibit A and Exhibit E to the Agreement. 3.1 Invoices submitted by Contractor to City must contain a brief description of work performed, time spent, and City reference number. Within thirty (30) days of receipt of the invoice, and if acceptable, make payment on the approved invoice. 3.2 Upon completion of work and acceptance by the City, Contractor shall have sixty (60) days in which to submit final invoice(s) for payment. An extension may be granted by the City upon receiving a written request thirty (30) days in advance of said time limitation. The City shall have no obligation or liability to pay any invoice for work performed which the Contractor fails or neglects to submit within sixty (60) days, or any extension thereof granted by the City, after the work is accepted by the City. 4. . All Contractor services, work, and deliverables shall be performed in a good and workmanlike manner with due diligence in accordance with the degree of skill normally exercised by similar contractors supplying services and work of a similar nature, and in conformance with applicable laws, codes, and professional standards. 5. Ownership of Work. All reports, work product, all other documents completed or partially completed by Contractor or its approved subcontractors, in performance of this Agreement, and if applicable, drawings, designs, and plan review comments shall become the property of the City. Any and all copyrightable subject matter in all materials is hereby assigned to the City and the Contractor and its approved subcontractors agree to execute any additional documents that may be necessary to evidence such assignment. All materials shall be delivered to the City upon completion or termination of the work under this Agreement. If any materials are lost, damaged, or destroyed before final delivery to the City, the Contractor shall replace them at its own expense. The Contractor and its approved subcontractors shall keep materials confidential. Materials shall not be used for purposes other than the performance of services under this Agreement and shall not be disclosed to anyone not connected with these services, unless the City provides prior written consent. 6. Timeliness. Time is of the essence in this Agreement. Further, Contractor acknowledges that the failure of Contractor to comply with the time limits described in Exhibit A and Exhibit F may result in economic or other losses to the City.

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7. Changes. Both parties to this Agreement understand that it may become desirable or necessary during the term of this Agreement for City to modify the scope of services provided for under this Agreement. Any material extension or change in the scope of work shall be discussed with the City and the change and cost shall be memorialized in a written amendment to the original contract prior to the performance of the additional work. Until the amendment is so executed, the City will not be responsible for paying any charges Contractor may incur in performing such additional services, and Contractor shall not be required to perform any such additional services. 8. Amendment. No variation of the terms of this Agreement shall be valid unless an amendment is made in writing and signed by both parties. 9. Status. 9.1 In performing the obligations set forth in this Agreement, Contractor shall have the status of an independent contractor and Contractor shall not be considered to be an employee of the City for any purpose. All persons working for or under the direction of Contractor are its agents and employees and are not agents or employees of the City. Contractor, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of the City. Except as expressly provided in Exhibit A, Contractor has no authority or responsibility to exercise any rights or power vested in the City. No agent, officer, or employee of the City is to be considered an employee of the Contractor. It is understood by both Contractor and City that this Agreement shall not be construed or considered under any circumstances to create an employer-employee relationship or a joint venture. 9.2 Contractor shall determine the method, details, and means of performing the work and services to be provided by Contractor under this Agreement. Contractor shall be responsible to the City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to the City's control with respect to the physical action or activities of Contractor in fulfillment of this Agreement. Contractor has control over the manner and means of performing the services under this Agreement. If necessary, Contractor has the responsibility for employing other persons or firms to assist Contractor in fulfilling the terms and obligations under this Agreement. 9.3 If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision, and control of Contractor. All terms of employment, including hours, wages, working conditions, discipline, hiring and discharging, or any other term of employment or requirements of law, shall be determined by the Contractor. 9.4 It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor's assigned personnel under the terms and conditions of this Agreement. 10. Subcontractor. 10.1 Subcontractors shall not be recognized as having any direct or contractual relationship with the City. Contractor shall be responsible for the work of subcontractors, which shall be subject to the provisions of this Agreement. Subcontractors will be provided with a copy of the Agreement and will be bound by its terms. Contractor is responsible to the City for the acts and omissions of its subcontractors and persons directly or indirectly employed by them. 10.2 If in the performance of this Agreement any third persons are employed by EXHIBIT 2
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Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor. All terms of employment, including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law, shall be determined by Contractor. 10.3 It is further understood and agreed that all Subcontractors must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of the Subcontractors personnel. 11. Termination. 11.1 Termination for Convenience of City. The City may terminate this Agreement at any time by mailing a notice in writing to Contractor. The Agreement shall then be deemed terminated, and no further work shall be performed by Contractor. If the Agreement is so terminated, the Contractor shall be paid for the work actually completed at the time the notice of termination is received. 11.2 Should either party default in the performance of this Agreement or materially breach by giving written notification to the other party. 11.3 Funding- Non-Appropriation. It is mutually understood between the Parties that payment to the Contractor for performance shall be dependent upon the availability of appropriations by the City Council for the purposes of this Agreement. No legal liability on the part of the City for any payment may arise under this Agreement until funds are made available and until the Contractor has received funding availability, which will be confirmed in writing. If funding for any fiscal year is reduced or deleted, or if the City loses funding for any reason, the City, in its sole discretion, shall have the option to either (a) cause this Agreement to be canceled or terminated pursuant to applicable provisions of the Agreement; or (b) offer to amend the Agreement to reflect the reduced funding for this Agreement. 12. Non-Assignability. The Contractor shall not assign, sublet, or transfer this Agreement or any interest or obligation in the Agreement without the prior written consent of the City, and then only upon such terms and conditions as City may set forth in writing. Contractor shall be solely responsible for reimbursing subcontractors. 13. Indemnity and Hold Harmless. To the fullest extent permitted by law, Contractor shall hold harmless, defend and indemnify City of Stockton and its officers, officials, employees and volunteers from and against any and all liability, loss, damage, expense, costs (including without limitation costs, attorney fees, and fees of litigation) of every nature arising out of or in connection performance of work hereunder or its failure to comply with any of its obligations contained in this agreement, except such loss or damage which was caused by the sole negligence or willful misconduct of the City of Stockton. This obligation is independent of, and shall not in any way be limited by, the minimum insurance obligations contained in this agreement. These obligations shall survive the completion or termination of this agreement. 14. Insurance. During the term of this Agreement, Contractor shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit B to this Agreement and shall otherwise comply with the other provisions of Exhibit B to this Agreement. 15. Notices. All notices required herein shall be in writing and shall be sent by certified or EXHIBIT 2
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registered mail, postage prepaid, addressed in Exhibit A to this Agreement. 16. Conformance to Applicable Laws. Contractor shall comply with all applicable Federal, State, and Municipal laws, rules, and ordinances. Contractor shall not discriminate in the employment of persons or in the provision of services under this Agreement on the basis of any legally protected classification, including race, color, national origin, ancestry, sex, or religion of such person. 17. Licenses, Certifications, and PermitsContractor shall obtain a City of Stockton business license, which must be kept in effect during the term of this Agreement. Contractor covenants that it has obtained all certificates, licenses, permits, and the like required to perform the services under this Agreement. Such licenses, certificates, and permits shall be maintained in full force and effect during the term of this Agreement. 18. Records and Audits. Contractor shall maintain all records regarding this Agreement and the services performed for a period of three (3) years from the date that final payment is made. At any time during normal business hours, the records shall be made available to the City to inspect and audit. To the extent Contractor renders services on a time and materials basis, Contractor shall maintain complete and accurate accounting records, in a form prescribed by City or, if not prescribed by City, in accordance with generally accepted accounting principles, such records to include, but not be limited to, payroll records, attendance cards, time sheets, and job summaries. 19. Confidentiality. Contractor shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City reports, information, or conclusions. 20. Conflicts of Interest. Contractor covenants that, other than this Agreement, Contractor has no financial interest with any official, employee, or other representative of the City. Contractor and its principals do not have any financial interest in real property, sources of income, or investments that would be affected in any manner of degree by the performance of immediately notify the City. Pursuant to Government Code 1090, California Assembly Bill 334: Contractor or Consultants duties and services under this agreement shall not include preparing or assisting the public qualifications, or any other solicitation regarding a subsequent or additional contract with the public entity. The public entity entering this agreement shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor or Consultants participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Contractor/consultant shall cooperate with the public entity to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by the contractor pursuant to this agreement. 21. Waiver. In the event either City or Contractor at any time waives any breach of this Agreement by the other, such waiver shall not constitute a waiver of any other or succeeding breach of this Agreement, whether of the same or of any other covenant, condition or obligation. No payment, partial payment, acceptance, or partial acceptance by City shall operate as a waiver on the part of City of any of its rights under this Agreement.

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22. Governing Law. California law shall govern any legal action pursuant to this Agreement, with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch, or where applicable, in the Federal District Court of California, Eastern District, Sacramento Division. 23. No Personal Liability. No official or employee of City shall be personally liable to Contractor in the event of any default or breach by the City or for any amount due Contractor. 24. Severability. If any portion of this Agreement or application thereof to any person or circumstance shall be declared invalid by a court of competent jurisdiction or if it is found in contravention of any federal, state or city statue, ordinance or regulation the remaining provisions of this Agreement or the application thereof shall not be invalidated thereby and shall remain in full force and effect to the extent that the provisions of this Agreement are severable. 25. Non-Discrimination. During the performance of this Agreement, Contractor and its officers, employees, agents, representatives or subcontractors shall not unlawfully discriminate in violation of any federal, state, or local law, rule or regulation against any employee, applicant for employment or person receiving services under this Agreement because of race, religion, color, national origin, ancestry, physical or mental disability, medical condition (including genetic characteristics), marital status, age, political affiliation, gender identity, gender expression, sex or sexual orientation, family and medical care leave, pregnancy leave, or disability leave. Contractor and its officers, employees, agents, representative or subcontractors shall comply with all applicable Federal, State and local laws and regulations related to non-nondiscrimination policy; the Fair Employment and Housing Act (Government Code sections 12990 (et seq.); California Labor Code sections 1101, 1102 and 1102.1; the Federal Civil Rights Act of 1964 (P.L. 88-352), as amended; and all applicable regulations promulgated in the California Code of Regulation or Code of Federal Regulations. Title VI of the Civil Rights the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial (42USCSection2000d). http://www.dol.gov/oasam/regs/statutes/titlevi.htm. The City requires compliance with the requirements of Title VI in all of its programs and activities, regardless of funding source. 26. Force Majeure. Neither party shall be responsible for delays or failures in performance resulting from acts of God, acts of civil or military authority, terrorism, fire, flood, strikes, war, epidemics, pandemics, shortage of power, or other acts or causes reasonably beyond the control of that party. The party experiencing the force majeure event agrees to give the other party notice promptly following the occurrence of a force majeure event, and to use diligent efforts to re-commence performance as promptly as commercially practicable. 27. Taxes and Charges. Contractor shall be responsible for payment of all taxes, fees, contributions, or charges applicable to the conduct of the business. 28. Cumulative Rights. Any specific right or remedy provided in this Agreement will not be exclusive but will be cumulative of all other rights and remedies to which may be legally entitled. 29. Advice of Attorney. Each party warrants and represents that in executing this Agreement, it has received independent legal advice from its attorneys or the opportunity to seek such advice.

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30. Dispute Resolution; Attorney Fees. Any dispute arising out of or relating to the terms and provisions of this Agreement shall be addressed in good faith by the parties. If a dispute cannot be resolved through informal negotiations, either party may pursue all remedies available under applicable law. In the event of any dispute between the parties concerning the terms and provisions of this Agreement, the party prevailing in such dispute shall be entitled to collect from the other party 31. Heading Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement. 32. Entire Agreement, Integration, and Modification. 31.1 This Agreement represents the entire integrated agreement between Contractor and the City; it supersedes all prior negotiations, representations, or agreements, either written or oral, between the parties, and may be amended only by a written Amendment signed by the Contractor and City Manager. 31.2 All Exhibits to this Agreement and this Agreement are intended to be construed as a single document. 33. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement. 34. Authority. The individual(s) executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities.

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EXHIBIT D PROFESSIONAL SERVICES SPECIAL TERMS AND CONDITIONS 1. Definitions. The following words and phrases have the following meanings for purposes of this Agreement: 1.1 "Services" means, collectively, the services, duties, and responsibilities described in Exhibit A of this Agreement and any and all work necessary to complete them or carry them out fully and to the standard of performance required in this Agreement. 1.2 of a project. A deliverable is any tangible material, work, or thing delivered by one party to the other, including associated technical documentation. A deliverable can be a tangible or intangible part of the development process, and often are a specified function or characteristic of the project. 2. General. The following terms and conditions are applicable for the Professional Services only. The special conditions shall be read in conjunction with the Standard Agreement, General Agreement. 2.1 Where any portion of the GTC is in conflict to or at variance with any provisions of the Special Conditions of the Agreement, then unless a different intention stated, the provision(s) of the Special Conditions of the Agreement shall be deemed to override the provision(s) of GTC only to the extent that such conflict or variations in the Special Conditions of the Agreement are not possible of being reconciled with the provisions of the GTC. 2.2 In the case of modification of a part or provision of the GTC, the unaltered part or provision, or both, shall remain in effect. The Special Conditions shall relate to a particular project and be peculiar to that project, but shall not weaken the character or intent of the GTC. 3. Time for Performance. 3.1 Contractor shall perform the services according to the schedule contained in Exhibit F. 3.2 Timeliness of Performance i) Contractor shall provide the Services, and Deliverables within the term and within the time limits required under this Agreement, pursuant to the provisions of Exhibit A and Exhibit F. ii) agents, employees, nor subcontractors are entitled to any damages from the City, nor is any party entitled to be reimbursed by the City, for damages, charges or other losses or expenses incurred by Contractor by reason of delays or hindrances in the performance of the Services, whether or not caused by the City. 4. Standard of Performance In addition to Exhibit C, Section 4 and 17, Contractor agrees as follows:

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4.1 professional practices and principles and in a manner consistent with the level of care and profession currently practicing under similar conditions. The Contractor shall comply with the standard of performance, applicable laws, regulations, and industry standards. By delivery of completed work, Contractor certifies that the work conforms to the requirements of this Agreement and all applicable federal, state, and local laws. If Contractor is retained to perform services requiring a license, certification, registration, or other similar requirement under California law, Contractor shall maintain that license, certification, registration, or other similar requirement throughout the term of this Agreement. 4.2 Contractor acknowledges that it is entrusted with or has access to valuable and confidential information and records of the City and with respect to that information, Contractor agrees to be held to the standard of care of a fiduciary. Contractor shall ensure that all services that require the exercise of professional skills or judgment are accomplished by professionals qualified and competent in the applicable discipline and appropriately licensed, if required by law. Contractor must provide copies of any such licenses. Contractor remains responsible for the professional and technical accuracy of all Services or Deliverables furnished, whether by Contractor or its subcontractors or others on its behalf. All Deliverables must be prepared in a form and content satisfactory to the Using Agency and delivered in a timely manner consistent with the requirements of this Agreement. 4.3 If Contractor fails to comply with the foregoing standards, Contractor must perform again, at its own expense, all Services required to be re-performed as a direct or indirect result of that failure. Any review, approval, acceptance or payment for any of the Services by the City does not relieve Contractor of its responsibility for the professional skill and care and technical accuracy of its Services and Deliverables. This provision in no way limits the rights against Contractor either under this Agreement, at law or in equity. 5. Compensation 5.1 In addition to Section 3 Compensation in Exhibit C GTC, the Contractor shall be compensated for the services provided under this Agreement as follows: Contractor shall be compensated for services rendered and accepted under this Agreement and shall be paid monthly, in arrears on a not to exceed basis, based upon the rates set forth in Exhibit E attached hereto and made a part of this Agreement. Contractor may vary the compensation for each task in Exhibit E, provided that the total project compensation listed in Exhibit E and the Standard Agreement is not exceeded. 6. Personnel 6.1 None of the work or services covered by this Agreement shall be subcontracted without the prior written approval of the City. Any work or services subcontracted hereunder shall be specified by written agreement and shall be subject to each provision of this Agreement. Contractor shall provide the subcontractor a copy of this fully executed Agreement. 6.2 Contractor agrees to assign only competent personnel according to the reasonable and customary standards of training and experience in the relevant field to perform services under this Agreement. Failure to assign such competent personnel shall constitute grounds for termination of this Agreement. The payment made to Contractor pursuant to this Agreement shall be the full and complete compensation to which Contractor and officers, employees, agents, and subcontractors are entitled for performance EXHIBIT 2
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employees are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to employees of the City. The City will not make any federal or state tax withholdings on behalf of the Contractor. The City shall not be required to pay any workers' compensation insurance on behalf of the Contractor. Contractor shall pay, when including estimated taxes, and shall provide City with proof of such payments upon request. 6.3 Key Personnel: Because of the special skills required to satisfy the requirements of this Agreement, Contractor shall not reassign or replace key personnel without the written consent of the City, which consent the City will not unreasonably withhold. "Key Personnel" means those job titles and the persons assigned to those positions in accordance with the provisions of this Agreement. The City may at any time in writing notify Contractor that the City will no longer accept performance of Services under this Agreement by one or more Key Personnel listed. Upon that notice, Contractor shall immediately suspend the services of the key person or persons and must replace him or them in accordance with the terms of this Agreement. A list of key personnel is found in Exhibit A, Scope of Services. 7. Reports and Information Contractor shall at such times and in such forms as the City may require furnish the City such periodic reports as it may request pertaining to the work or services undertaken pursuant to this Agreement, the costs and obligations incurred or to be incurred in connection therewith, and any other matters are covered by this Agreement as specified in Exhibit A and Exhibit E. 8. Findings Confidential All of the reports, information, data, et cetera, prepared or assembled by the Contractor under this Agreement are confidential and the Contractor agrees that they shall not be made available to any individual or organization without the prior written approval of the City. Contractor shall not be required under the provisions of this paragraph to keep confidential any data or information which is or becomes publicly available, is required by applicable law or by proper legal or governmental authority, is alpossession without obligation of confidentiality, is independently developed by Contractor outside the scope of this Agreement or is rightfully obtained from third parties. Contractor shall give City prompt notice of any such legal or governmental demand and reasonably cooperate with City in any effort to seek a protective order or otherwise to contest such required disclosure. 9. Copyright No materials, including but not limited to reports, maps, or documents produced as a result of this Agreement, in whole or in part, shall be available to Contractor for copyright purposes. Any such materials produced as a result of this Agreement that might be subject to copyright shall be the property of the City and all such rights shall belong to the City, and the City shall be the sole and exclusive entity who may exercise such rights. 10. Deliverables Contractor shall prepare or provide to the City various Deliverables. "Deliverables" include work product, such as written reviews, recommendations, reports, and analyses, produced by EXHIBIT 2
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Contractor for the City. The City may reject Deliverables that do not include relevant information or data, or do not include all documents or other materials specified in this Agreement or reasonably necessary for the purpose for which the City made this Agreement or for which the City intends to use the Deliverables. If the City determines that Contractor has failed to comply with the foregoing standards, it has 30 days from the discovery to notify Contractor of its failure. If Contractor does not correct the failure, or if it is possible to do so, within 30 days after receipt of notice from the City specifying the failure, then the City, by written notice, may treat the failure as a default of this Agreement. Partial or incomplete Deliverables may be accepted for review only when required for a specific and well-defined purpose and when consented to in advance by the City. Such Deliverables will not be considered as satisfying the requirements of this Agreement and partial or incomplete Deliverables in no way relieve Contractor of its commitments under this Agreement. 11. Applicable Laws Deliverables must conform with all applicable federal, state, and local laws. Such conformity includes compliance with federal sanctions, and Contractor certifies that it has not and will not engage in prohibited transactions with sanctioned persons or entities. Per Executive Order N-6-22, all contractors and grantees that have agreements valued at $5 directed to report to their contracting or grantor agency or department regarding their compliance Ukraine, as well as sanctions imposed under state law, if any.

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EXHIBIT E COMPENSATION SCHEDULE The Contractor shall be compensated for the services identified in Exhibit A, Exhibit C, and Exhibit D to this Agreement as follows: 1. Project Price 1.1 The maximum the Contractor shall be paid on this Agreement is $53,000 (hereafter ). to be made pursuant to this Agreement, including City approved reimbursable expenses, if any. Nothing in this Agreement requires the City to pay for work that does not meet the Standard of Performance identified in Exhibit D section 4 or other requirements of this Agreement. 1.2 Standard Reimbursable Items: Only the reimbursable items identified in Exhibit A, C, and D (Compensation), shall be compensated to the Contractor. Reimbursable expenses will be reimbursed without markup. Fees plus reimbursable expenses shall not exceed the amount set forth in section 1.1 of this Exhibit and a copy of the original invoice for the items listed in i, ii or iii below shall be attached to the invoice submitted to the City for reimbursement. Payments shall be based upon work documents submitted by the Contractor to the City and accepted by the City as being satisfactory to CityThe City shall not pay a markup on any of the items listed in i, ii or iii. Additionally, items such a telephone, fax, postage or freight are already included in the billable hourly rate. Contractor shall be reimbursed the direct expenses, which are the actual cost of the following items that are reasonable, necessary and actually incurred, by the Contractor in connection with the services: i. Expenses, fees or charges for printing, reproduction or binding of documents at actual costs with no markup added to the actual cost. ii. Any filing fees, permit fees, or other fees paid or advanced by the Contractor at actual costs with no markup added to the actual cost. iii. Travel expenses shall be reimbursed in accordance with the Cittravel policy, which is incorporated herein by reference. Reimbursement shall be made at actual costs with no markup added to the actual cost. 1.3 The Contractor shall be entitled to receive payments for its work performed pursuant to the Agreement. The City will pay Contractor based on invoices for Thereafter, Contractor must complete services based on the Agreement without additional compensation unless there is a material change to the Statement of Work and Scope by a written Amendment.

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1.4 ContractorContractorinvoices previously submitted for acceptable work performed and approved. 2. Task Price. Below is the price for the services and reimbursable expenses as described in Exhibit A of this Agreement. Task Description Task Price 1 Community Engagement $19,200 2 Community Interest Assessment & Report $10,600 3 Strategic Investment Plan $13,300 4 Project Management $6,900 5 Travel $3,000 TOTAL PRICE $5,300 3. Invoice to Address. Each invoice submitted shall identify the specific task(s) listed in Exhibit A and this Exhibit, and the completed work product/deliverable for the agreed upon price listed in this Exhibit. Invoices shall be submitted to the below address: City of Stockton Community Services Department Attention: Thomas Freeman 425 N. El Dorado Street Stockton, CA 95202 EXHIBIT 2
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EXHIBIT F TIMELINE Contractor shall complete the requested services identified in Exhibit A asfollows:Phase 1 Discovery and Preparation (July August)oCommunity Engagement Plan, Stakeholder Map,Communication Strategy, Internal Staff Assessment, Measure MCommittee OrientationPhase 2 Listening and Learning (July September)oCommunity Surveys, Focus Groups, Youth Engagement,Community Conversations, Library Listening Sessions,Recreation and Facility AssessmentsPhase 3 Analysis and Visioning (September October)oCommunity Needs Assessment, Asset Mapping Analysis, GapAnalysis, Draft Vision Framework, Preliminary InvestmentPrioritiesPhase 4 Strategic Plan Development (October November)oDraft Strategic Investment Plan, Implementation Framework,Performance Measures, Funding Prioritization Matrix,Community Review SessionsPhase 5 Finalization and Adoption (November December)oFinal Community Needs Assessment, Final Strategic Investment Plan, Executive Summary, Community Summary Report, Measure M Committee Presentation, Council Presentation EXHIBIT 2
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CITY OF STOCKTONSTANDARD AGREEMENT1. This Agreement is entered into between the City of Stockton andContractorto provideas set forth in Exhibit A to this Agreement._____________________________________________________________________________2. The term of this Agreement is as follows, unless amended as described in Exhibit A andExhibit C section 8:Commences on: Terminates on:_____________________________________________________________________________3. The maximum not to exceed amount to be paid to Contractor for the term of this Agreement,including if authorized, reimbursement of expenses, is: $4. The complete Agreement consists of all the following Agreement documents which byreference are incorporated and made a part of this Agreement. The parties agree to comply withthe terms and conditions of this Agreement.____________________________________________________________________________IN WITNESS WHEREOF, the authorized parties have executed this Agreement.CONTRACTOR______________________________________________________________________________________________Name (if other than an individual, state whether a corporation, partnership, etc.):______________________________________________________________________________________________Authorized Signature Date______________________________________________________________________________________________Printed Name and Title of Person Signing______________________________________________________________________________________________AddressCITY OF STOCKTON_________________________________________________________________________City Manager DateATTEST:____________________________________________________________________________,City ClerkAPPROVED AS TO FORM: , City AttorneyBY:

Agreement Number:(a) Exhibit AStatement of Work(b) Exhibit BInsurance(c) Exhibit CGeneral TermsConditions(d) Exhibit DExhibit ECompensation Schedule(f) Exhibit FTimeline EXHIBIT 3Paulina VelascoCommunity Interest Assessment ConsultingJuly 1, 2026June 30, 202739,250Professional Services Special Terms & Conditions 286
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EXHIBIT A STATEMENT OF WORK 1. Project Objectives1.1. Provide culturally responsive community engagement services with an emphasis on inclusive participation, Spanish-language outreach, and engagement of Stockton's Latino community to support development of the Community Interest Assessment and Strategic Investment Plan. 2. Project Scope2.1. Paulina Velasco shall perform the following services: Develop stakeholder maps and outreach strategies.Conduct community engagement activities with an emphasis on Latinocommunities.Provide Spanish-language outreach, translation, and interpretationservices.Develop and implement trusted messenger strategies.Support bilingual communications and community storytelling efforts.Assist with community-based events and listening sessions.Coordinate outreach activities with the City, PROS Consulting, andCo/Lab Capacity.Provide summaries of community input to support the CommunityInterest Assessment and Strategic Investment Plan.3. Specifications3.1. Community engagement activities shall be inclusive, culturally appropriate, and designed to increase participation among historically underrepresented populations. Materials shall be provided in English and Spanish as appropriate. 4. Major DeliverablesStakeholder MapCommunity Engagement PlanSpanish-language Outreach MaterialsTranslation and Interpretation ServicesCommunity Outreach ActivitiesCommunity Input SummariesTrusted Messenger Strategy RecommendationsCommunity Storytelling and Engagement Reports5. Tasks That Support the Deliverables EXHIBIT 3
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Identify and engage community stakeholders. Coordinate bilingual outreach efforts. Facilitate or support community meetings and engagement activities. Translate project materials as needed. Summarize qualitative findings from community engagement. Coordinate regularly with the City and other project consultants. 6. Internal and External Standards and Guidelines 6.1. Work shall be consistent with applicable Measure M requirements, City policies, ADA accessibility expectations, and best practices for strategic planning and public engagement. 7. Criteria of Acceptance for Deliverables 7.1. Deliverables shall be accepted upon written approval by the City's Project Manager after determining they are complete, accurate, professionally prepared, and consistent with the project objectives. 8. Notices Pursuant to Exhibit C General Terms and Conditions, Paragraph 15 Notices, the mailing address for all required notices is as follows: Contractor: Paulina Velasco City: City of Stockton Attn: City Manager 501 W Weber Avenue Building 1 Stockton, CA 95202 EXHIBIT 3
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EXHIBIT C GENERAL TERMS AND CONDITIONS 1. Goods, Equipment, and Services. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in Exhibit A of the Agreement. Contractor shall provide said services at the time, place, and in the manner specified in Exhibit A of the Agreement. 2. City Assistance, Facilities, Equipment, and Clerical Support. Except as set forth in Exhibit A, Contractor shall, at its sole cost and expense, furnish and maintain all facilities and equipment that may be required for furnishing services pursuant to this Agreement. If applicable, City shall furnish to Contractor only the facilities and equipment listed in Exhibit A to the Agreement. 3. Compensation. City shall pay Contractor for services rendered pursuant to this Agreement as described more particularly in Exhibit A and Exhibit E to the Agreement. 3.1 Invoices submitted by Contractor to City must contain a brief description of work performed, time spent, and City reference number. Within thirty (30) days of receipt of the invoice, and if acceptable, make payment on the approved invoice. 3.2 Upon completion of work and acceptance by the City, Contractor shall have sixty (60) days in which to submit final invoice(s) for payment. An extension may be granted by the City upon receiving a written request thirty (30) days in advance of said time limitation. The City shall have no obligation or liability to pay any invoice for work performed which the Contractor fails or neglects to submit within sixty (60) days, or any extension thereof granted by the City, after the work is accepted by the City. 4. . All Contractor services, work, and deliverables shall be performed in a good and workmanlike manner with due diligence in accordance with the degree of skill normally exercised by similar contractors supplying services and work of a similar nature, and in conformance with applicable laws, codes, and professional standards. 5. Ownership of Work. All reports, work product, all other documents completed or partially completed by Contractor or its approved subcontractors, in performance of this Agreement, and if applicable, drawings, designs, and plan review comments shall become the property of the City. Any and all copyrightable subject matter in all materials is hereby assigned to the City and the Contractor and its approved subcontractors agree to execute any additional documents that may be necessary to evidence such assignment. All materials shall be delivered to the City upon completion or termination of the work under this Agreement. If any materials are lost, damaged, or destroyed before final delivery to the City, the Contractor shall replace them at its own expense. The Contractor and its approved subcontractors shall keep materials confidential. Materials shall not be used for purposes other than the performance of services under this Agreement and shall not be disclosed to anyone not connected with these services, unless the City provides prior written consent. 6. Timeliness. Time is of the essence in this Agreement. Further, Contractor acknowledges that the failure of Contractor to comply with the time limits described in Exhibit A and Exhibit F may result in economic or other losses to the City.

EXHIBIT 3
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(Rev. 11.7.2025) 2

7. Changes. Both parties to this Agreement understand that it may become desirable or necessary during the term of this Agreement for City to modify the scope of services provided for under this Agreement. Any material extension or change in the scope of work shall be discussed with the City and the change and cost shall be memorialized in a written amendment to the original contract prior to the performance of the additional work. Until the amendment is so executed, the City will not be responsible for paying any charges Contractor may incur in performing such additional services, and Contractor shall not be required to perform any such additional services. 8. Amendment. No variation of the terms of this Agreement shall be valid unless an amendment is made in writing and signed by both parties. 9. Status. 9.1 In performing the obligations set forth in this Agreement, Contractor shall have the status of an independent contractor and Contractor shall not be considered to be an employee of the City for any purpose. All persons working for or under the direction of Contractor are its agents and employees and are not agents or employees of the City. Contractor, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of the City. Except as expressly provided in Exhibit A, Contractor has no authority or responsibility to exercise any rights or power vested in the City. No agent, officer, or employee of the City is to be considered an employee of the Contractor. It is understood by both Contractor and City that this Agreement shall not be construed or considered under any circumstances to create an employer-employee relationship or a joint venture. 9.2 Contractor shall determine the method, details, and means of performing the work and services to be provided by Contractor under this Agreement. Contractor shall be responsible to the City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to the City's control with respect to the physical action or activities of Contractor in fulfillment of this Agreement. Contractor has control over the manner and means of performing the services under this Agreement. If necessary, Contractor has the responsibility for employing other persons or firms to assist Contractor in fulfilling the terms and obligations under this Agreement. 9.3 If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision, and control of Contractor. All terms of employment, including hours, wages, working conditions, discipline, hiring and discharging, or any other term of employment or requirements of law, shall be determined by the Contractor. 9.4 It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor's assigned personnel under the terms and conditions of this Agreement. 10. Subcontractor. 10.1 Subcontractors shall not be recognized as having any direct or contractual relationship with the City. Contractor shall be responsible for the work of subcontractors, which shall be subject to the provisions of this Agreement. Subcontractors will be provided with a copy of the Agreement and will be bound by its terms. Contractor is responsible to the City for the acts and omissions of its subcontractors and persons directly or indirectly employed by them. 10.2 If in the performance of this Agreement any third persons are employed by EXHIBIT 3
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Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor. All terms of employment, including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law, shall be determined by Contractor. 10.3 It is further understood and agreed that all Subcontractors must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of the Subcontractors personnel. 11. Termination. 11.1 Termination for Convenience of City. The City may terminate this Agreement at any time by mailing a notice in writing to Contractor. The Agreement shall then be deemed terminated, and no further work shall be performed by Contractor. If the Agreement is so terminated, the Contractor shall be paid for the work actually completed at the time the notice of termination is received. 11.2 Should either party default in the performance of this Agreement or materially breach by giving written notification to the other party. 11.3 Funding- Non-Appropriation. It is mutually understood between the Parties that payment to the Contractor for performance shall be dependent upon the availability of appropriations by the City Council for the purposes of this Agreement. No legal liability on the part of the City for any payment may arise under this Agreement until funds are made available and until the Contractor has received funding availability, which will be confirmed in writing. If funding for any fiscal year is reduced or deleted, or if the City loses funding for any reason, the City, in its sole discretion, shall have the option to either (a) cause this Agreement to be canceled or terminated pursuant to applicable provisions of the Agreement; or (b) offer to amend the Agreement to reflect the reduced funding for this Agreement. 12. Non-Assignability. The Contractor shall not assign, sublet, or transfer this Agreement or any interest or obligation in the Agreement without the prior written consent of the City, and then only upon such terms and conditions as City may set forth in writing. Contractor shall be solely responsible for reimbursing subcontractors. 13. Indemnity and Hold Harmless. To the fullest extent permitted by law, Contractor shall hold harmless, defend and indemnify City of Stockton and its officers, officials, employees and volunteers from and against any and all liability, loss, damage, expense, costs (including without limitation costs, attorney fees, and fees of litigation) of every nature arising out of or in connection performance of work hereunder or its failure to comply with any of its obligations contained in this agreement, except such loss or damage which was caused by the sole negligence or willful misconduct of the City of Stockton. This obligation is independent of, and shall not in any way be limited by, the minimum insurance obligations contained in this agreement. These obligations shall survive the completion or termination of this agreement. 14. Insurance. During the term of this Agreement, Contractor shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit B to this Agreement and shall otherwise comply with the other provisions of Exhibit B to this Agreement. 15. Notices. All notices required herein shall be in writing and shall be sent by certified or EXHIBIT 3
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registered mail, postage prepaid, addressed in Exhibit A to this Agreement. 16. Conformance to Applicable Laws. Contractor shall comply with all applicable Federal, State, and Municipal laws, rules, and ordinances. Contractor shall not discriminate in the employment of persons or in the provision of services under this Agreement on the basis of any legally protected classification, including race, color, national origin, ancestry, sex, or religion of such person. 17. Licenses, Certifications, and PermitsContractor shall obtain a City of Stockton business license, which must be kept in effect during the term of this Agreement. Contractor covenants that it has obtained all certificates, licenses, permits, and the like required to perform the services under this Agreement. Such licenses, certificates, and permits shall be maintained in full force and effect during the term of this Agreement. 18. Records and Audits. Contractor shall maintain all records regarding this Agreement and the services performed for a period of three (3) years from the date that final payment is made. At any time during normal business hours, the records shall be made available to the City to inspect and audit. To the extent Contractor renders services on a time and materials basis, Contractor shall maintain complete and accurate accounting records, in a form prescribed by City or, if not prescribed by City, in accordance with generally accepted accounting principles, such records to include, but not be limited to, payroll records, attendance cards, time sheets, and job summaries. 19. Confidentiality. Contractor shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City reports, information, or conclusions. 20. Conflicts of Interest. Contractor covenants that, other than this Agreement, Contractor has no financial interest with any official, employee, or other representative of the City. Contractor and its principals do not have any financial interest in real property, sources of income, or investments that would be affected in any manner of degree by the performance of immediately notify the City. Pursuant to Government Code 1090, California Assembly Bill 334: Contractor or Consultants duties and services under this agreement shall not include preparing or assisting the public qualifications, or any other solicitation regarding a subsequent or additional contract with the public entity. The public entity entering this agreement shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor or Consultants participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Contractor/consultant shall cooperate with the public entity to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by the contractor pursuant to this agreement. 21. Waiver. In the event either City or Contractor at any time waives any breach of this Agreement by the other, such waiver shall not constitute a waiver of any other or succeeding breach of this Agreement, whether of the same or of any other covenant, condition or obligation. No payment, partial payment, acceptance, or partial acceptance by City shall operate as a waiver on the part of City of any of its rights under this Agreement.

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(Rev. 11.7.2025) 5

22. Governing Law. California law shall govern any legal action pursuant to this Agreement, with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch, or where applicable, in the Federal District Court of California, Eastern District, Sacramento Division. 23. No Personal Liability. No official or employee of City shall be personally liable to Contractor in the event of any default or breach by the City or for any amount due Contractor. 24. Severability. If any portion of this Agreement or application thereof to any person or circumstance shall be declared invalid by a court of competent jurisdiction or if it is found in contravention of any federal, state or city statue, ordinance or regulation the remaining provisions of this Agreement or the application thereof shall not be invalidated thereby and shall remain in full force and effect to the extent that the provisions of this Agreement are severable. 25. Non-Discrimination. During the performance of this Agreement, Contractor and its officers, employees, agents, representatives or subcontractors shall not unlawfully discriminate in violation of any federal, state, or local law, rule or regulation against any employee, applicant for employment or person receiving services under this Agreement because of race, religion, color, national origin, ancestry, physical or mental disability, medical condition (including genetic characteristics), marital status, age, political affiliation, gender identity, gender expression, sex or sexual orientation, family and medical care leave, pregnancy leave, or disability leave. Contractor and its officers, employees, agents, representative or subcontractors shall comply with all applicable Federal, State and local laws and regulations related to non-nondiscrimination policy; the Fair Employment and Housing Act (Government Code sections 12990 (et seq.); California Labor Code sections 1101, 1102 and 1102.1; the Federal Civil Rights Act of 1964 (P.L. 88-352), as amended; and all applicable regulations promulgated in the California Code of Regulation or Code of Federal Regulations. Title VI of the Civil Rights the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial (42USCSection2000d). http://www.dol.gov/oasam/regs/statutes/titlevi.htm. The City requires compliance with the requirements of Title VI in all of its programs and activities, regardless of funding source. 26. Force Majeure. Neither party shall be responsible for delays or failures in performance resulting from acts of God, acts of civil or military authority, terrorism, fire, flood, strikes, war, epidemics, pandemics, shortage of power, or other acts or causes reasonably beyond the control of that party. The party experiencing the force majeure event agrees to give the other party notice promptly following the occurrence of a force majeure event, and to use diligent efforts to re-commence performance as promptly as commercially practicable. 27. Taxes and Charges. Contractor shall be responsible for payment of all taxes, fees, contributions, or charges applicable to the conduct of the business. 28. Cumulative Rights. Any specific right or remedy provided in this Agreement will not be exclusive but will be cumulative of all other rights and remedies to which may be legally entitled. 29. Advice of Attorney. Each party warrants and represents that in executing this Agreement, it has received independent legal advice from its attorneys or the opportunity to seek such advice.

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30. Dispute Resolution; Attorney Fees. Any dispute arising out of or relating to the terms and provisions of this Agreement shall be addressed in good faith by the parties. If a dispute cannot be resolved through informal negotiations, either party may pursue all remedies available under applicable law. In the event of any dispute between the parties concerning the terms and provisions of this Agreement, the party prevailing in such dispute shall be entitled to collect from the other party 31. Heading Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement. 32. Entire Agreement, Integration, and Modification. 31.1 This Agreement represents the entire integrated agreement between Contractor and the City; it supersedes all prior negotiations, representations, or agreements, either written or oral, between the parties, and may be amended only by a written Amendment signed by the Contractor and City Manager. 31.2 All Exhibits to this Agreement and this Agreement are intended to be construed as a single document. 33. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement. 34. Authority. The individual(s) executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities.

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EXHIBIT D PROFESSIONAL SERVICES SPECIAL TERMS AND CONDITIONS 1. Definitions. The following words and phrases have the following meanings for purposes of this Agreement: 1.1 "Services" means, collectively, the services, duties, and responsibilities described in Exhibit A of this Agreement and any and all work necessary to complete them or carry them out fully and to the standard of performance required in this Agreement. 1.2 of a project. A deliverable is any tangible material, work, or thing delivered by one party to the other, including associated technical documentation. A deliverable can be a tangible or intangible part of the development process, and often are a specified function or characteristic of the project. 2. General. The following terms and conditions are applicable for the Professional Services only. The special conditions shall be read in conjunction with the Standard Agreement, General Agreement. 2.1 Where any portion of the GTC is in conflict to or at variance with any provisions of the Special Conditions of the Agreement, then unless a different intention stated, the provision(s) of the Special Conditions of the Agreement shall be deemed to override the provision(s) of GTC only to the extent that such conflict or variations in the Special Conditions of the Agreement are not possible of being reconciled with the provisions of the GTC. 2.2 In the case of modification of a part or provision of the GTC, the unaltered part or provision, or both, shall remain in effect. The Special Conditions shall relate to a particular project and be peculiar to that project, but shall not weaken the character or intent of the GTC. 3. Time for Performance. 3.1 Contractor shall perform the services according to the schedule contained in Exhibit F. 3.2 Timeliness of Performance i) Contractor shall provide the Services, and Deliverables within the term and within the time limits required under this Agreement, pursuant to the provisions of Exhibit A and Exhibit F. ii) agents, employees, nor subcontractors are entitled to any damages from the City, nor is any party entitled to be reimbursed by the City, for damages, charges or other losses or expenses incurred by Contractor by reason of delays or hindrances in the performance of the Services, whether or not caused by the City. 4. Standard of Performance In addition to Exhibit C, Section 4 and 17, Contractor agrees as follows:

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2 (Rev. 11.7.25)

4.1 professional practices and principles and in a manner consistent with the level of care and profession currently practicing under similar conditions. The Contractor shall comply with the standard of performance, applicable laws, regulations, and industry standards. By delivery of completed work, Contractor certifies that the work conforms to the requirements of this Agreement and all applicable federal, state, and local laws. If Contractor is retained to perform services requiring a license, certification, registration, or other similar requirement under California law, Contractor shall maintain that license, certification, registration, or other similar requirement throughout the term of this Agreement. 4.2 Contractor acknowledges that it is entrusted with or has access to valuable and confidential information and records of the City and with respect to that information, Contractor agrees to be held to the standard of care of a fiduciary. Contractor shall ensure that all services that require the exercise of professional skills or judgment are accomplished by professionals qualified and competent in the applicable discipline and appropriately licensed, if required by law. Contractor must provide copies of any such licenses. Contractor remains responsible for the professional and technical accuracy of all Services or Deliverables furnished, whether by Contractor or its subcontractors or others on its behalf. All Deliverables must be prepared in a form and content satisfactory to the Using Agency and delivered in a timely manner consistent with the requirements of this Agreement. 4.3 If Contractor fails to comply with the foregoing standards, Contractor must perform again, at its own expense, all Services required to be re-performed as a direct or indirect result of that failure. Any review, approval, acceptance or payment for any of the Services by the City does not relieve Contractor of its responsibility for the professional skill and care and technical accuracy of its Services and Deliverables. This provision in no way limits the rights against Contractor either under this Agreement, at law or in equity. 5. Compensation 5.1 In addition to Section 3 Compensation in Exhibit C GTC, the Contractor shall be compensated for the services provided under this Agreement as follows: Contractor shall be compensated for services rendered and accepted under this Agreement and shall be paid monthly, in arrears on a not to exceed basis, based upon the rates set forth in Exhibit E attached hereto and made a part of this Agreement. Contractor may vary the compensation for each task in Exhibit E, provided that the total project compensation listed in Exhibit E and the Standard Agreement is not exceeded. 6. Personnel 6.1 None of the work or services covered by this Agreement shall be subcontracted without the prior written approval of the City. Any work or services subcontracted hereunder shall be specified by written agreement and shall be subject to each provision of this Agreement. Contractor shall provide the subcontractor a copy of this fully executed Agreement. 6.2 Contractor agrees to assign only competent personnel according to the reasonable and customary standards of training and experience in the relevant field to perform services under this Agreement. Failure to assign such competent personnel shall constitute grounds for termination of this Agreement. The payment made to Contractor pursuant to this Agreement shall be the full and complete compensation to which Contractor and officers, employees, agents, and subcontractors are entitled for performance EXHIBIT 3
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employees are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to employees of the City. The City will not make any federal or state tax withholdings on behalf of the Contractor. The City shall not be required to pay any workers' compensation insurance on behalf of the Contractor. Contractor shall pay, when including estimated taxes, and shall provide City with proof of such payments upon request. 6.3 Key Personnel: Because of the special skills required to satisfy the requirements of this Agreement, Contractor shall not reassign or replace key personnel without the written consent of the City, which consent the City will not unreasonably withhold. "Key Personnel" means those job titles and the persons assigned to those positions in accordance with the provisions of this Agreement. The City may at any time in writing notify Contractor that the City will no longer accept performance of Services under this Agreement by one or more Key Personnel listed. Upon that notice, Contractor shall immediately suspend the services of the key person or persons and must replace him or them in accordance with the terms of this Agreement. A list of key personnel is found in Exhibit A, Scope of Services. 7. Reports and Information Contractor shall at such times and in such forms as the City may require furnish the City such periodic reports as it may request pertaining to the work or services undertaken pursuant to this Agreement, the costs and obligations incurred or to be incurred in connection therewith, and any other matters are covered by this Agreement as specified in Exhibit A and Exhibit E. 8. Findings Confidential All of the reports, information, data, et cetera, prepared or assembled by the Contractor under this Agreement are confidential and the Contractor agrees that they shall not be made available to any individual or organization without the prior written approval of the City. Contractor shall not be required under the provisions of this paragraph to keep confidential any data or information which is or becomes publicly available, is required by applicable law or by proper legal or governmental authority, is alpossession without obligation of confidentiality, is independently developed by Contractor outside the scope of this Agreement or is rightfully obtained from third parties. Contractor shall give City prompt notice of any such legal or governmental demand and reasonably cooperate with City in any effort to seek a protective order or otherwise to contest such required disclosure. 9. Copyright No materials, including but not limited to reports, maps, or documents produced as a result of this Agreement, in whole or in part, shall be available to Contractor for copyright purposes. Any such materials produced as a result of this Agreement that might be subject to copyright shall be the property of the City and all such rights shall belong to the City, and the City shall be the sole and exclusive entity who may exercise such rights. 10. Deliverables Contractor shall prepare or provide to the City various Deliverables. "Deliverables" include work product, such as written reviews, recommendations, reports, and analyses, produced by EXHIBIT 3
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Contractor for the City. The City may reject Deliverables that do not include relevant information or data, or do not include all documents or other materials specified in this Agreement or reasonably necessary for the purpose for which the City made this Agreement or for which the City intends to use the Deliverables. If the City determines that Contractor has failed to comply with the foregoing standards, it has 30 days from the discovery to notify Contractor of its failure. If Contractor does not correct the failure, or if it is possible to do so, within 30 days after receipt of notice from the City specifying the failure, then the City, by written notice, may treat the failure as a default of this Agreement. Partial or incomplete Deliverables may be accepted for review only when required for a specific and well-defined purpose and when consented to in advance by the City. Such Deliverables will not be considered as satisfying the requirements of this Agreement and partial or incomplete Deliverables in no way relieve Contractor of its commitments under this Agreement. 11. Applicable Laws Deliverables must conform with all applicable federal, state, and local laws. Such conformity includes compliance with federal sanctions, and Contractor certifies that it has not and will not engage in prohibited transactions with sanctioned persons or entities. Per Executive Order N-6-22, all contractors and grantees that have agreements valued at $5 directed to report to their contracting or grantor agency or department regarding their compliance Ukraine, as well as sanctions imposed under state law, if any.

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EXHIBIT E COMPENSATION SCHEDULE The Contractor shall be compensated for the services identified in Exhibit A, Exhibit C, and Exhibit D to this Agreement as follows: 1. Project Price 1.1 The maximum the Contractor shall be paid on this Agreement is $39,250 (hereafter ). to be made pursuant to this Agreement, including City approved reimbursable expenses, if any. Nothing in this Agreement requires the City to pay for work that does not meet the Standard of Performance identified in Exhibit D section 4 or other requirements of this Agreement. 1.2 Standard Reimbursable Items: Only the reimbursable items identified in Exhibit A, C, and D (Compensation), shall be compensated to the Contractor. Reimbursable expenses will be reimbursed without markup. Fees plus reimbursable expenses shall not exceed the amount set forth in section 1.1 of this Exhibit and a copy of the original invoice for the items listed in i, ii or iii below shall be attached to the invoice submitted to the City for reimbursement. Payments shall be based upon work documents submitted by the Contractor to the City and accepted by the City as being satisfactory to CityThe City shall not pay a markup on any of the items listed in i, ii or iii. Additionally, items such a telephone, fax, postage or freight are already included in the billable hourly rate. Contractor shall be reimbursed the direct expenses, which are the actual cost of the following items that are reasonable, necessary and actually incurred, by the Contractor in connection with the services: i. Expenses, fees or charges for printing, reproduction or binding of documents at actual costs with no markup added to the actual cost. ii. Any filing fees, permit fees, or other fees paid or advanced by the Contractor at actual costs with no markup added to the actual cost. iii. Travel expenses shall be reimbursed in accordance with the Cittravel policy, which is incorporated herein by reference. Reimbursement shall be made at actual costs with no markup added to the actual cost. 1.3 The Contractor shall be entitled to receive payments for its work performed pursuant to the Agreement. The City will pay Contractor based on invoices for Thereafter, Contractor must complete services based on the Agreement without additional compensation unless there is a material change to the Statement of Work and Scope by a written Amendment.

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1.4 ContractorContractorinvoices previously submitted for acceptable work performed and approved. 2. Task Price. Below is the price for the services and reimbursable expenses as described in Exhibit A of this Agreement. Task Description Task Price 1 Stakeholder Map and Engagement Plan $3,750$5,000 2 Community Feedback Rounds (X2) $2,000$2,500 3 Questionnaire Development (3 Versions) $2,500$3,000 4 Outreach Event Co-Facilitation (Up To 5) $3,750$5,000 5 Interviews Conduct and Notes $5,000$6,250 6 Synthesis and Report Drafting $6,250$7,500 7 Review Cycles (X3) $2,500$3,000 8 Final Copy Edit $1,250$2,000 9 Full Report Translation (English to Spanish) $2,500$3,500 10 Adapted Accessible Format $1,250$1,500 TOTAL PRICE $30,750$39,250 3. Invoice to Address. Each invoice submitted shall identify the specific task(s) listed in Exhibit A and this Exhibit, and the completed work product/deliverable for the agreed upon price listed in this Exhibit. Invoices shall be submitted to the below address: City of Stockton Community Services Department Attention: Thomas Freeman 425 N. El Dorado Street Stockton, CA 95202 EXHIBIT 3
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EXHIBIT F TIMELINE Contractor shall complete the requested services identified in Exhibit A asfollows:Phase 1 Discovery and Preparation (July August)oCommunity Engagement Plan, Stakeholder Map,Communication Strategy, Internal Staff Assessment, Measure MCommittee OrientationPhase 2 Listening and Learning (July September)oCommunity Surveys, Focus Groups, Youth Engagement,Community Conversations, Library Listening Sessions,Recreation and Facility AssessmentsPhase 3 Analysis and Visioning (September October)oCommunity Needs Assessment, Asset Mapping Analysis, GapAnalysis, Draft Vision Framework, Preliminary InvestmentPrioritiesPhase 4 Strategic Plan Development (October November)oDraft Strategic Investment Plan, Implementation Framework,Performance Measures, Funding Prioritization Matrix,Community Review SessionsPhase 5 Finalization and Adoption (November December)oFinal Community Needs Assessment, Final Strategic Investment Plan, Executive Summary, Community Summary Report, Measure M Committee Presentation, Council Presentation EXHIBIT 3
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City of Stockton
Legislation Text
File #: 26-0439, Version: 1
ADOPT A RESOLUTION TO AUTHORIZE CONTRACT AMENDMENT NO. 1 TO CONTRACT No 425000353 WITH HAGGERTY CONSTRUCTION INC. AND CONTRACT No 424000062 WITH

PENDULUM STUDIOS, LLC FOR REQUIRED ADDITIONAL SERVICES FOR RENOVATIONS AT

BANNER ISLAND BALLPARK

RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Authorize Amendment No. 1 to Standard Agreement 425000353 with Haggerty Construction Inc. in the amount of $1,322,862.00 for the Banner Island Ballpark Renovation, Project No.

EV23607 (Exhibit 1 to Resolution).

2. Authorize Amendment No. 1 to Standard Agreement 424000062 with Pendulum Studios, LLC. in the amount of $110,254.00 for the Banner Island Ballpark Renovation, Project No. EV23607 (Exhibit 2 to Resolution).

3. Authorize a budget amendment to appropriate $1,433,116.00 from the Venues Fund balance to CIP Project No EV23607 for the Banner Island Ballpark Renovation Project.

4. Authorize the City Manager, or designee, to take necessary and appropriate actions to carry out the purpose and intent of the resolution.

Summary
Council awarded contract No. 425000353 (Attachment A) to Haggerty Construction INC. (Haggerty) on December 3, 2024, to complete the renovations needed at the Banner Island Ballpark. On June 13, 2023, Council awarded contract No. 424000062 (Attachment B) to Pendulum Studios LLC (Pendulum) through Resolution No. 2023-06-13-1204. Both contracts were in response to the City’s requirement to maintain the Banner Island Ballpark within Major League Baseball (MLB) standards.

MLB completed an audit of all affiliate ballpark facilities in 2022 and required the Stockton facility to complete upgrades to come into compliance with the new league standards. The Ballpark has been under construction since fall of 2025, with much of the work completed, however there were unknown variances in past plans as well as unexpected system failures that have caused additional design and construction service needs. The City has an obligation to the Ports baseball organization to deliver a playable field and supporting amenities for each season. With the requirement that the team be able to use the facility by the start of their current season in late March 2026, construction progress had to continue to meet the City’s obligations. The renovated clubhouse is completed and in use, while there are two temporary areas supporting the current season during the remaining construction. The construction areas include a new batting/pitching tunnel, commissary, and support space; expected to be completed in the fall of 2026.

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File #: 26-0439, Version: 1
The attached action approves the required cost increases and allows funding to be moved from the Venues Fund balance to the CIP project No. EV23607 to allow the completion of the project.

DISCUSSION
Background
The City entered a 25-year lease with Seventh Inning Stretch, INC., owner of the Stockton Ports, to provide a baseball facility that meets the standards of MLB. Failure to meet MLB standards could cause the team to lose their accreditation with MLB, potentially jeopardizing the team and subjecting the City to financial repercussions. After being informed of the MLB facility audit and areas of concern, the City has worked diligently with the Ports organization to assess the needs and forge a path to compliance. Pendulum, the architectural firm hired to complete renovation plans, began with a conceptual design of the project that reused existing space where possible to minimize the need for new build. Pendulum was also selected through an RFP procurement process (PUR-23-022) to provide full project architectural design services through construction project completion.

After two failed bid solicitations (PUR-24-028 and PUR-25-004), the City reached out to Haggerty, a local company located in Stockton that had experience completing repairs at the Ballpark after storm damage. The City negotiated a contract with Haggerty for the construction services needed. The cost submittal was scrutinized against the architect’s estimated project cost and adjustments were made to arrive at the current contract amount, within the anticipated project budget.

Present Situation
Haggerty began reviewing construction documents designed by Pendulum and found suggested value engineering opportunities as well as discrepancies in drawings to actual on-site elevations.

After additional surveying, it was learned that the original plans that the City provided to Pendulum were not accurate and thus revisions to the drawings and, subsequently, sub-contractor bids, were necessary. Unforeseen field conditions, code compliance corrections, utility and electrical coordination, upgrades, and project additions have also contributed to the cost increases.

Based on the cost increase, it is necessary to amend the current construction contract amount, adding $1,322,862.00. The original construction contract amount was not to exceed $6.1 million. With approval of the current amendment, the new contract amount will be $7,422,862. Additionally, the architectural contract with Pendulum requires an increase of $110,254 for additional design and edited plans. The original architectural contract amount was $478,090. The amendment will increase the total not-to-exceed amount to $588,344.

Council approval is required as the amendments exceed administrative authority. Upon Council approval of the recommended amendments, the administrative authority will be reset, providing the City Manager with authority to approve future amendments up to the new calculated limits, provided funding is available.

Also of note, the recommended amendment for the Haggerty contract also includes the deletion of contract Exhibits J and K. The Exhibits being deleted required a Faithful Performance Bond and Labor and Material Bonds. As an administrative oversite, neither bond was pulled nor provided by City of Stockton Printed on 7/16/2026Page 2 of 3
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File #: 26-0439, Version: 1
the contractor. Though the contractor brought this oversight to the City’s attention, the provisions of the bonds are currently not easily possible given that the project is well underway at approximately 75% completion. The contractor remains in good standing with the City and thus the recommended action corrects the contract to match actual actions. There are savings to the project of roughly $40,000 (expected cost of the combined bonds), which have been included in the new recommended contract amount.

ENVIRONMENTAL CLEARANCE
The project conforms with the City’s General Plan, pursuant to California Government Code section 65402. The project is categorically exempt from the requirements of the California Environmental Quality Act (CEQA), as specified under California Code of Regulations section 15301, since it involves an existing facility and the modifications to the existing facility will involve negligible expansion of use. The renovation of the Ballpark will continue to support one ballpark as was originally designed.

FINANCIAL SUMMARY
Funding in the amount of $1,433,116.00 to support the recommended amendments to Agreement No. 425000353 with Haggerty and to Agreement No. 424000062 with Pendulum will come from the Venues Fund available balance. The funds will be budgeted in the Banner Island Ballpark Renovation CIP Project #EV23607.

Attachment A - Haggerty Contract 425000353
Attachment B - Pendulum Contract 424000062
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CITY OF STOCKTON

STANDARD AGREEMENT

1. This Agreement is entered into between the City of Stockton ("City") and Agreement Number:
'-1 'V-l o a oo <c 2--
Pendulum Studio, LLC ("Contractor") to provide
as set forth in Exhibit A to this Agreement.

2. The term of this Agreement is as follows, unless amended as described in Exhibit A and Exhibit C section 8:

Commences on: 06/06/2023 Terminates on: 06/06/2028

3. The maximum not to exceed amount to be paid to Contractor for the term of this Agreement, including if authorized, reimbursement of expenses, is: $1478,090.00 I

4. The complete Agreement consists of all the following Agreement documents which by reference are incorporated and made a part of this Agreement. The parties agree to comply with the terms and conditions of this Agreement.
(a) Exhibit A - Statement of Work
(b) Exhibit B - Insurance
(c) Exhibit C - General Terms & Conditions
(d) Exhibit D - Professional Services Special Terms & Conditions (e) Exhibit E - Compensation Schedule
(f) Exhibit F - Timeline
(g) Exhibit G - Special Funding Terms & Conditions ARPA (If applicable check box)YES D IN WITNESS WHEREOF, the authorized parties have executed this Agreement.

CONTRACTOR
Pendulum Studio, LLC
Contract, r' Name (if other than an individual, state whether a corporation, partnership, etc.):

Au
Jo eil Cole- Principal
Print a Name and Title of Person Signing
1512 Holmes Street, Kansas City, MO 64108
Address

CITY OF STOCKTON
fvv'EIiza R. Garza
APPROVED AS TO FORM:

Lori M. Asuncion, City Attorney
BY:
1 (Rev. 10.27.22)
6/15/2023
Date
C
0 0
D
tr"
f'l
construction drawings for upgrades to Banner Island Ballpark

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461

Resolution No.

STOCKTON CITY COUNCIL

AUTHORIZE AMENDMENT No. 1 TO CONTRACT No. 425000353 WITH HAGGERTY CONSTRUCTION, INC AND CONTRACT No. 424000062 WITH PENDULUM STUDIOS,

LLC FOR REQUIRED ADDITIONAL SERVICES FOR THE RENOVATION OF BANNER

ISLAND BALLPARK

The City is in a 25 -year lease with the Stockton Ports Baseball Team (Ports) to provide a professional quality baseball facility which meets Major League Baseball (MLB) standards for the team to play, practice and host home league games at Banner Island Ballpark (Ballpark); and

MLB performed a facility audit of the Ballpark in 2022 and found multiple areas that did not meet their new standards. Most notably, the Ballpark did not meet standards in the following areas: lack of female umpire/staff locker room facilities, independent team commissary spaces, larger pitching/batting tunnel, field lighting, and other team space needs; and

To meet these new standards, the City awarded a contract to Pendulum Studio, LLC to create conceptual and construction plans (Contract No. 424000062 , Resolution No. 2023-06-13-1204); and

On December 3 , 2024, the City awarded a construction contract ( Contract No. 425000353, Resolution No. 2024-12-03-1207) to Haggerty Construction, Inc. (Haggerty) for construction services; and

The Ballpark has been under construction since fall of 2025, with much of the work completed. However, there were unknown variances in past plans as well as unexpected system failures , code compliance issues, and upgrades that have caused additional construction service needs; now, therefore,

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:

1. The City Council authorizes Amendment No. 1 to Construction Contract No. 425000353 with Haggerty Construction Inc. in the amount of $1,322,862.00 for the Banner Island Ballpark Renovation, Project No. EV23607 attached as Exhibit 1 incorporated by reference.

2. The City Council authorizes Amendment No. 1 to Standard Agreement No. 424000062 with Pendulum Studios, LLC. in the amount of $110,254.00 for the Banner 462

Island Ballpark Renovation, Project No. EV23607 attached as Exhibit 2 incorporated by reference.

3. The City Council authorizes a budget amendment to appropriate $1,433,116.00 from the Venues Fund balance to CIP Project No EV23607 for the Banner Island Ballpark Renovation Project.

4. The City Manager , or designee, is authorized to take necessary and appropriate actions to carry out the purpose and intent of this Resolution.

PASSED, APPROVED, and ADOPTED July 21, 2026 .

CHRISTINA FUGAZI
Mayor of the City of Stockton
ATTEST:

KATHERINE ROLAND, CMC, CPMC
City Clerk of the City of Stockton

463
1 (Rev. 08.14.25)

CITY OF STOCKTON

CONSTRUCTION CONTRACT AMENDMENT
This Amendment Number 1 to the above referenced Construction Contract (“Agreement”) is entered into on : between the City of Stockton (“City”) and Haggerty Construction, Inc. “Contractor”.

RECITALS
Paragraph 10, Change Orders, states the City may make alterations, deviations, additions or omissions to the plans and specifications, subject to approval by the City Manager and/or the City Council; and The City needs to increase the Compensation, Not to Exceed amount in Paragraph 2 of the Agreement to compensate the Contractor for additional services and supplies due to unforeseen issues and practical applications identified as the designs and construction began, as specified below:

Change Oder No. Description Amount
1 Clarification of plan set referenced dated S/B 11/18/2024 $0 2 Permit Fees $60,966.55
3 Tie-in Topography $7,295.17
4 Additional Survey $6,806.27
5 Electrical Changes and Repairs $156,255.34.
6 Hollman Lockers $225,639.43
7 Additional HVAC Scope $19,355.70
8 Additional Plumbing Scope $21,297.79
9 Fire Main Repair $42,409.40
10 Purchase of Temporary Batting Tunnel $48,307.76
11 Additional Concrete Scope – Vapor Barrier Failure in new Hospitality Room $73,361.05 12 Additional scope and Labor to Reach Facility Readiness by MLB Season $37,638.46 13 Concrete Footing Removal at Bldg Addition $11,170.00 14 Grading and Paving Additions $86,110.79
15 Electrical changes in Parking lot $69,824.38
16 Storm Drain Changes due to Slab condition in Parking Lot $45,665.90 17 Plumbing Changes on New Build due to Plan Elevation Changes $19,558.01 18 Concrete Slab/ Slurry Removal in Parking Lot $49,519.69 19 Cement Increase due to Elevation & Grading Changes in Parking Lot (ADA) $298,565.47 20 Clubhouse Wall Extension & CMU Color Add $43,114.56
Total $1,322,861.81
; and
Now therefore, the City and the Contractor mutually agree as follows:

1. The maximum not to exceed amount to be paid to the Contractor, including if authorized, reimbursement of expenses, stated in Paragraph 2 of the Agreement will now read as follows:

1.1 Total compensation for services and reimbursement for costs shall not exceed $7,422,861.81 or as otherwise mutually agreed on in a Contract Change Order (hereafter the “not to exceed” amount).

The maximum not to exceed amount in Paragraph 2 of the Agreement, is amended to: $7,422,861.81.

2. Exhibits J and K are deleted in their entirety.

3. Sufficient improvements are anticipated to be completed by the end of August 2026 for purpose of the scheduled MLB inspection, with full completion to occur no later than October 2026.

All other terms and conditions of the Agreement shall remain unchanged and remain in full force and effect unless modified by a written amendment signed by both parties.

Agreement Number: Amendment
Number:
425000353 1
EXHIBIT 1
464
2 (Rev. 08.14.25)

IN WITNESS WHEREOF, the authorized parties have executed this Agreement.

CONTRACTOR
Contractor’s Name (if other than an individual, state whether a corporation, partnership, etc.):

Authorized Signature
Ryan Haggerty, President
Date
Printed Name and Title of Person Signing

2474 Wigwam Drive, Stockton CA 95205

Address

CITY OF STOCKTON
Johnny Ford, City Manager Date
ATTEST:

Katherine Roland, CMC, CPMC, City Clerk
APPROVED AS TO FORM:

Marci Arredondo, City Attorney

BY:

EXHIBIT 1
465
EXHIBIT 1
466
1(Rev.08.14.25)
EXHIBIT 2CITY OF STOCKTONSTANDARD AGREEMENT AMENDMENTThis Amendment Number 1 to the above referenced Agreement is entered into on: between the City of Stockton (“City”) and Pendulum Studios, LLC “Contractor”. RECITALS Exhibit C General Terms and Conditions, Paragraph 7 Changes, states the City may modify the scope of services and any material extension or change in the scope shall be memorialized in a written amendment prior to the performance of additional work; and Exhibit C General Terms and Conditions, Paragraph 8 Amendment, states no variation of the terms of this Agreement shall be valid unless an Amendment is made in writing and signed by both parties; and The City needs to increase the Compensation, Not to Exceed amount in Paragraph 3 of the Standard Agreement and Exhibit E, Section 1.1, by$110,254.00 to compensate the Contractor for additional services and supplies due to unforeseen issues and practical applications identified, predominantly due to existing plans not matching actual elevations, thus causing additional surveying, reassessing and updated plans as the designs and construction began; and Now therefore, the City and the Contractor mutually agree as follows: 1.The maximum not to exceed amount to be paid to the Contractor, including if authorized, reimbursement of expenses, inParagraph 3 of the Standard Agreement and Exhibit E, Section 1.1, will now read as follows:1.1 The maximum the Contractor shall be paid on this Agreement is $588,344.00 (hereafter the “not to exceed” amount). The “not to exceed” amount includes City approved reimbursable expenses, if any, and all payments to be made pursuant to this Agreement’s sum for the initial term and extended term. Nothing in this Agreement requires the City to pay for work that does not meet the Standard of Performance identified in Exhibit D section 4 or other requirements of this Agreement. The maximum not to exceed amount in Paragraph 3 of the Standard Agreement and Exhibit E, Section 1.1, is amended to: $588,344.00. The task price stated in Exhibit E, Paragraph 2 is updated and amended as follows: TaskDescription Task Price1 Programming and Concept $ 20,625.002 Schematic Design $ 83,090.003 Design Development $ 95,250.004 Construction Documents $ 250,554.005 Construction Administration $ 118,200.006 Contingency/Reimbursables $ 20,625.00TOTAL PRICE $588,344.00All other terms and conditions of the Agreement shall remain unchanged and remain in full force and effect unless modified by a written amendment signed by both parties.IN WITNESS WHEREOF, the authorized parties have executed this Agreement.CONTRACTORContractor’s Name (if other than an individual, state whether a corporation, partnership, etc.):

Agreement Number:Amendment Number:424000062 1
467
2 (Rev. 08.14.25)
EXHIBIT 2
Authorized Signature
Jonathan O’Neil Cole, Principal
Date
Printed Name and Title of Person Signing
1512 Holmes Street, Kansas City, MO 64108
Address

CITY OF STOCKTON
Johnny Ford, City Manager Date
ATTEST:

Katherine Roland, CMC, CPMC, City Clerk
APPROVED AS TO FORM:

Marci Arredondo, City Attorney
BY:
7/9/2026
468
City of Stockton
Legislation Text
File #: 26-0757, Version: 1

APPROVE A MOTION TO AUTHORIZE A COOPERATIVE PURCHASE AGREEMENT FOR GOVERNMENTJOBS.COM, INC. AND THE EXPANSION OF THE EXISTING RECRUITMENT

SOFTWARE

RECOMMENDATION
It is recommended that the City Council approve a motion to:

1. Authorize the City Manager, or designee, to adopt a resolution to approve the three (3) year contract between the City of Stockton (City) and GovernmentJobs.com, Inc. (dba NEOGOV) in an amount not to exceed $606,442 (Attachment A); and

2. Authorize the City Manager, or designee, to adopt a resolution to approve the expansion of the existing recruitment software system, Governmentjobs.com, Inc. (dba NEOGOV), to implement additional modules to online testing to include CritiCall and proctoring services.

It is further recommended that the City Manager, or designee, be authorized and directed to make any and all expenditures and appropriations on behalf of the City as appropriate and necessary to carry out the purpose and intent of this motion.

Summary
The Information Technology (IT) and Human Resources (HR) Departments are requesting approval to renew the City's agreement with NEOGOV and expand the functionality of the existing recruitment software through the addition of the following modules:
· TestGenius Criticll: A featured software that tests 911 and public-safety dispatcher, calltaker, and telecommunicator applicants through online POST certified examination. · TestGenius Proctoring: Online examination proctoring services to help prevent unauthorized testing practices, verify candidate identity, and provide departments with confidence that examination results accurately reflect candidate qualifications. This enhancement supports a fair, consistent, and defensible examination process.

HR will work with the Information Technology (IT) department to implement these modules and provided training to staff.

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File #: 26-0757, Version: 1

DISCUSSION
Background
The City’s has utilized Governmentjobs.com software for online employment applications for over 20 years. The software manages applications for recruitment, selection, and tracking for the Human Resources department. The City has added additional services to include Onboard, Learn, Attract, Position Import, Biddle Online Test Genius, and Candidate Text Messaging which has increased the efficiency of the City’s full cycle recruitment process.

As part of the renewal of these services, HR has identified the need to add CritiCall Testing to support compliance with Peace Officer Standards and Training (POST) requirements for entry-level dispatcher examinations. The addition of this online testing platform will streamline the examination process, reduce staff time currently dedicated to administering in-person examinations, and improve candidate participation rates for hard-to-fill Telecommunicator positions within the Police and Fire Departments.

In addition, HR is adding online proctoring services to enhance the integrity and security of online examinations. As the City transitioned to online written examinations in January 2025, we identified the need for online proctoring to help prevent unauthorized testing practices, verify candidate identity, and provide departments with confidence that examination results accurately reflect candidate qualifications. This enhancement supports a fair, consistent, and defensible examination process.

The proposed agreement has a total amount of $606,441.85 and will extend services through July 17, 2029.

FINANCIAL SUMMARY
Funds will be allocated to the individual departmental operating budgets for FY 2026-27.

Human Resources total cost for FY 2026-27 is $163,680.10 · $81,840.05 General Liability 2530-000-630006-520-000-00-25-000-000- · $81,840.05 General Fund 2510-000-630006-100-000-10-25-000-000- Information Technology total cost for FY 2026-27 is $27,520.12 · $27,520.12
The FY 2026-27 Annual Budget includes an appropriation to cover the first year of the contract.

Costs for the subsequent years will be budgeted in the same account and subject to Council approval during the annual budget development process.

Attachment A - COOP with Governmentjobs.com
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470
1 (Rev. ..202)

COOPERATIVE/PIGGYBACK PURCHASE AGREEMENT
AGREEMENT SUMMARY:

1. Cooperative/Piggyback
Name:

2. Contractor:

3. Cooperative Agency
Agreement Name and
Agreement Number:

4. Cooperative Agency Initial
Agreement Term:

5. Cooperative Agency’s
Agreement-Options to
extend:

6. Cooperative Agency
Amended Term:

7. Cooperative Agency
Remaining Options to
Renew:

8. City of Stockton
Cooperative Purchase
Agreement Term:

9. City of Stockton
Cooperative/ Piggyback
Purchase Agreement
Amount:

Sourcewell
governmentjobs.com
Start Date: July 18, 2025
End Date: July 17, 2029
Three (3) one-year extensions, however the Agreement
including any extensions shall not go beyond seven (7) years as a total term.

Not Applicable
Start Date: Upon Contract Execution
End Date: July 17, 2029
Not to Exceed $____606,442.00___ for the term of the
Agreement. (This amount may include a contingency amount; however, the amount shall be the aggregate amount of spend that is anticipated for the entire initial term of the Agreement.) NEOGOV, NEOED, and PowerDMS
Workforce management software for government
Master Agreement#030425-PDMS
Three (3) one-year renewal option remaining.

ATTACHMENT A
471
2 (Rev. ..202)

AGREEMENT
The City of Stockton, a California municipal corporation on behalf of itself and its associated entities ("City"), and the above-named Contractor (“Contractor”), do hereby agree that City shall be granted the pricing, terms, and conditions under the above referenced
(“COOP”) as such may be amende d from time to time. The COOP and associated documents referenced in the agreement are incorporated herein as Exhibit A to this City Cooperative/Piggyba ck Purchase Agreement (“Agreement”).

Contractor shall grant such pricing, terms, and conditions to City for all procurements of goods and services, whether taking place on a City purchase order, purchasing card (credit card), or other purchasing modality, whether via telephone, via the Contractor website, or via direct purchase at a Contractor retail location.  Agreement Term: The Term of this Agreement shall remain in effect from date of the signing of this Agreement through
unless terminated earlier by the City.
 Insurance and Hold Harmless: In addition to the pricing, terms and conditions stated in the COOP and the associated documents incorporated herein as Exhibit A, Contractor shall, at Contractor’s sole cost and expense and for the full term of the Agreement or any extension thereof, obtain and maintain at least all the insurance requirements listed in attached Exhibit B.

To the fullest extent permitted by law, Contractor shall hold harmless, defend and indemnify City of Stockton and its officers, officials, employees and volunteers from and against any and all liability, loss, damage, ex pense, costs (including without limitation costs and fees of litigation) of every nature arising out of or in connection with Contractor’s performance of work hereunder or its failure to comply with any of its obligations contained in the agreement, except such loss or damage which was caused by the sole negligence or willful misconduct of the City of Stockton. This obligation is independent of, and shall not in any way be limited by, the minimum Insurance obligations contained in this Agreement. These obligations shall survive the completion or termination of this Agreement
.

3. Compensation: City and Contractor do hereby enter into this Agreement for available in the above-named COOP and associated documents incorporated herein as Exhibit A and referenced in the attached quote Exhibit C. In no way, shall payment to the Contractor during the term of this Agreement exceed for the purchase  of
Any person signing this Agreement on behalf of City or Contractor does warrants that he or she has full authority to do so.

Master Agreement#030425-PDMS
July 17, 2029
If the Cooperative/Piggyback Agency extends the COOP with Contractor by a written amendment, the City has the option to extend the term of this Agreement by written amendment not to go beyond the term stated in the COOP fully executed amendment.
an applicant tracking system for full recruitment process to fill vacancies for the City. (Agreement Summary box #9)
applicant tracking system for full recruitment process to fill vacancies for the City

ATTACHMENT A
472
3 4. Governing Law. California law shall govern any legal action pursuant to this Agreement with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch or, where applicable, in the Federal District Court of California, Eastern District, Sacramento Division.

5. Applicable Law. Deliverables must conform with all applicable federal, state, and local laws. Such conformity includes compliance with federal sanctions, and Contractor certifies that it has not and will not engage in prohibited transactions with sanctioned persons or entities.

6. Special Funding. If Special Funding is applicable, Exhibit D – Special Funding Terms & Conditions are incorporated herein.

This Agreement may be amended only by a written amendment, consistent with the COOP, signed by Contractor and City.

CITY OF STOCKTON *29(510(17-2%6&20
By: __________________________
Signature
____________________________
Print name
Title: ________________________
[If Contractor is a corporation, signatures must
comply with Corporations Code §313]
By: __________________________
Signature
-RKQQ\)RUG, City Manager
Date:____________________
ATTEST:
____________________________
Katherine Roland, CMC, CPMC, City Clerk
APPROVED AS TO FORM:
___________________________
0DUFL$$UUHGRQGR,City Attorney
__________________________
Print name
(Rev. ..202)
Title: _______________________

ATTACHMENT A
473
030425-PDMS
v052824 1
MASTER AGREEMENT #030425
CATEGORY: WƵďůŝĐ^ĂĨĞƚLJ^ŽŌǁĂƌĞ
SUPPLIER: 'ŽǀĞƌŶŵĞŶƚũŽďƐ͘ĐŽŵ/ŶĐ͘
This Master Agreement (Agreement) is between Sourcewell, ĂDŝŶŶĞƐŽƚĂƐĞƌǀŝĐĞĐŽŽƉĞƌĂƟǀĞlocated at 202 12th Street Northeast, P .O. Box 219, Staples, MN 56479 (Sourcewell) and Government jobs.com Inc., 2120 Park Place, Suite 100, El Segunda, CA 90245 (Supplier).

Sourcewell is a ůŽĐĂůŐŽǀĞƌŶŵĞŶƚĂŶĚƐĞƌǀŝĐĞĐŽŽƉĞƌĂƟǀĞĐƌĞĂƚĞĚƵŶĚĞƌƚŚĞůĂǁƐŽĨƚŚĞ^ƚĂƚĞŽĨ DŝŶŶĞƐŽƚĂ;DŝŶŶĞƐŽƚĂ^ƚĂƚƵƚĞƐ^ĞĐƟŽŶϭϮϯ͘ϮϭͿŽīĞƌŝŶŐ a CŽŽƉĞƌĂƟǀĞPurchasing Program to eligible ƉĂƌƟĐŝƉĂƟŶŐŐŽǀĞƌŶŵĞŶƚĞŶƟƟĞƐ.

Under this Master Agreement entered with Sourcewell, Supplier will provide /ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐ to WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐƚŚƌŽƵŐŚ^ŽƵƌĐĞǁĞůů͛ƐCŽŽƉĞƌĂƟǀĞPurchasing Program. ƌƟĐůĞϭ͗
'ĞŶĞƌĂůdĞƌŵƐ
dŚĞ'ĞŶĞƌĂůdĞƌŵƐŝŶƚŚŝƐƌƟĐůĞϭĐŽŶƚƌŽůƚŚĞŽƉĞƌĂƟŽŶŽĨƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚďĞƚǁĞĞŶ^ŽƵƌĐĞǁĞůů and Supplier and apply to all ƚƌĂŶƐĂĐƟŽŶƐĞŶƚĞƌĞĚďLJ^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ͘^ƵďƐĞƋƵĞŶƚ
ƌƟĐůĞƐƚŽƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚĐŽŶƚƌŽůƚŚĞƌŝŐŚƚƐĂŶĚŽďůŝŐĂƟŽŶƐĚŝƌĞĐƚůLJďĞƚǁĞĞŶ^ŽƵƌĐĞǁĞůůĂŶĚ ^ƵƉƉůŝĞƌ;ƌƟĐůĞϮͿ͕ĂŶĚďĞƚǁĞĞŶ^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJ;ƌƟĐůĞϯͿ͕ƌĞƐƉĞĐƟǀĞůLJ͘dŚĞƐĞƌƟĐůĞϭ
'ĞŶĞƌĂůdĞƌŵƐĐŽŶƚƌŽůŽǀĞƌĂŶLJĐŽŶŇŝĐƟŶŐƚĞƌŵƐ͘tŚĞƌĞƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚŝƐƐŝůĞŶƚŽŶĂŶLJƐƵďũĞĐƚ͕ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂŶĚ^ƵƉƉůŝĞƌƌĞƚĂŝŶƚŚĞĂďŝůŝƚLJƚŽŶĞŐŽƟĂƚĞŵƵƚƵĂůůLJĂĐĐĞƉƚĂďůĞƚĞƌŵƐ. 1) WƵƌƉŽƐĞ͘ Pursuant to Minnesota law, tŚĞ^ŽƵƌĐĞǁĞůůŽĂƌĚŽĨŝƌĞĐƚŽƌƐŚĂƐĂƵƚŚŽƌŝnjĞĚ ĂŽŽƉĞƌĂƟǀĞ Purchasing Program designed to provide PĂƌƟĐŝƉĂƟŶŐEŶƟƟĞƐǁŝƚŚĂĐĐĞƐƐƚŽĐŽŵƉĞƟƟǀĞůLJĂǁĂƌĚĞĚ ĐŽŽƉĞƌĂƟǀĞƉƵƌĐŚĂƐŝŶŐagreements͘dŽĨĂĐŝůŝƚĂƚĞƚŚĞWƌŽŐƌĂŵ͕^ŽƵƌĐĞǁĞůůhas awarded Supplier this ĐŽŽƉĞƌĂƟǀĞƉƵƌĐŚĂƐŝŶŐDĂƐƚĞƌŐƌĞĞŵĞŶƚĨŽůůŽǁŝŶŐĂĐŽŵƉĞƟƟǀĞƉƌŽĐƵƌĞŵĞŶƚƉƌŽĐĞƐƐŝŶƚĞŶĚĞĚƚŽ ŵĞĞƚĐŽŵƉůŝĂŶĐĞƐƚĂŶĚĂƌĚƐŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚDŝŶŶĞƐŽƚĂůĂǁĂŶĚƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐĐŽŶƚĂŝŶĞĚ herein.
2) /ŶƚĞŶƚ͘ dŚĞŝŶƚĞŶƚŽĨƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚŝƐƚŽĚĞĮŶĞƚŚĞƌŽůĞƐŽĨ^ŽƵƌĐĞǁĞůů͕^ƵƉƉůŝĞƌ͕ĂŶĚ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂƐŝƚƌĞůĂƚĞƐƚŽ^ŽƵƌĐĞǁĞůů͛ƐŽŽƉĞƌĂƟǀĞWƵƌĐŚĂƐŝŶŐWƌŽŐƌĂŵ͘ ϯͿ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĐĐĞƐƐ͘ ^ŽƵƌĐĞǁĞůů͛ƐCŽŽƉĞƌĂƟǀĞPurchasing Program Master Agreements are ĂǀĂŝůĂďůĞƚŽĞůŝŐŝďůĞƉƵďůŝĐĂŐĞŶĐŝĞƐ;WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐͿ. WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͛ƐĂƵƚŚŽƌŝƚLJƚŽĂĐĐĞƐƐ
^ŽƵƌĐĞǁĞůů͛ƐCŽŽƉĞƌĂƟǀĞPurchasing PƌŽŐƌĂŵŝƐĚĞƚĞƌŵŝŶĞĚƚŚƌŽƵŐŚƚŚĞůĂǁƐŽĨŝƚƐƌĞƐƉĞĐƟǀĞ ũƵƌŝƐĚŝĐƟŽŶ͘
4) ^ƵƉƉůŝĞƌĐĐĞƐƐ͘ dŚĞ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐŽīĞƌĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŵĂLJďĞŵĂĚĞĂǀĂŝůĂďůĞƚŽĂŶLJ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͘^ƵƉƉůŝĞƌƵŶĚĞƌƐƚĂŶĚƐƚŚĂƚĂWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͛ƐƵƐĞŽĨƚŚŝƐŐƌĞĞŵĞŶƚŝƐĂƚƚŚĞ
WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͛ƐƐŽůĞĐŽŶǀĞŶŝĞŶĐĞ͘^ƵƉƉůŝĞƌǁŝůůĞĚƵĐĂƚĞŝƚƐƐĂůĞƐĂŶĚƐĞƌǀŝĐĞĨŽƌĐĞƐĂďŽƵƚ "!


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(;+,%,7$

ATTACHMENT A
474
030425-PDMS

v052824 2

^ŽƵƌĐĞǁĞůůĞůŝŐŝďŝůŝƚLJƌĞƋƵŝƌĞŵĞŶƚƐĂŶĚƌĞƋƵŝƌĞĚĚŽĐƵŵĞŶƚĂƟŽŶ͘^ƵƉƉůŝĞƌǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌ ĞŶƐƵƌŝŶŐƐĂůĞƐĂƌĞǁŝƚŚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ.
5) dĞƌŵ͘ dŚŝƐŐƌĞĞŵĞŶƚŝƐĞīĞĐƟǀĞƵƉŽŶƚŚĞĚĂƚĞŽĨƚŚĞĮŶĂůƐŝŐŶĂƚƵƌĞďĞůŽǁ͘dŚĞƚĞƌŵŽĨƚŚŝƐ ŐƌĞĞŵĞŶƚŝƐĨŽƵƌ;ϰͿLJĞĂƌƐĨƌŽŵƚŚĞĞīĞĐƟǀĞĚĂƚĞ͘dŚĞŐƌĞĞŵĞŶƚĞdžƉŝƌĞƐĂƚϭϭ͗ϱϵW ͘D͘ĞŶƚƌĂů Time on July 17, 2029͕ƵŶůĞƐƐŝƚŝƐĐĂŶĐĞůůĞĚŽƌĞdžƚĞŶĚĞĚĂƐĚĞĮŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚ͘

a)
džƚĞŶƐŝŽŶƐ͘ Sourcewell and Supplier may agree to up to three ;ϯͿ ĂĚĚŝƟŽŶĂůŽŶĞ-year extensions ďĞLJŽŶĚƚŚĞŽƌŝŐŝŶĂůĨŽƵƌ-LJĞĂƌƚĞƌŵ͘dŚĞƚŽƚĂůƉŽƐƐŝďůĞůĞŶŐƚŚŽĨƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞƐĞǀĞŶ(7) LJĞĂƌƐĨƌŽŵƚŚĞĞīĞĐƟǀĞĚĂƚĞ͘

b)
džĐĞƉƟŽŶĂůŝƌĐƵŵƐƚĂŶĐĞƐ͘ ^ŽƵƌĐĞǁĞůůƌĞƚĂŝŶƐƚŚĞƌŝŐŚƚƚŽĐŽŶƐŝĚĞƌĂĚĚŝƟŽŶĂůĞdžƚĞŶƐŝŽŶƐĂƐ ƌĞƋƵŝƌĞĚƵŶĚĞƌĞdžĐĞƉƟŽŶĂůĐŝƌĐƵŵƐƚĂŶĐĞƐ͘

6) ^ƵƌǀŝǀĂůŽĨdĞƌŵƐ͘ EŽƚǁŝƚŚƐƚĂŶĚŝŶŐƚŚĞƚĞƌŵŝŶĂƟŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕ƚŚĞŽďůŝŐĂƟŽŶƐŽĨƚŚŝƐ ŐƌĞĞŵĞŶƚǁŝůůĐŽŶƟŶƵĞƚŚƌŽƵŐŚƚŚĞƉĞƌĨŽƌŵĂŶĐĞƉĞƌŝŽĚŽĨĂŶLJƚƌĂŶƐĂĐƟŽŶĞŶƚĞƌĞĚbetween ^ƵƉƉůŝĞƌĂŶĚĂŶLJWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJďĞĨŽƌĞƚŚĞƚĞƌŵŝŶĂƟŽŶĚĂƚĞ͘

7) ^ĐŽƉĞ͘^ƵƉƉůŝĞƌŝƐĂǁĂƌĚĞĚĂDĂƐƚĞƌŐƌĞĞŵĞŶƚƚŽƉƌŽǀŝĚĞƚŚĞƐŽůƵƟŽŶƐŝĚĞŶƟĮĞĚŝŶ^ŽůŝĐŝƚĂƟŽŶ #ϬϯϬϰϮϱ͕ĂƚĞŐŽƌLJϯ͘ŽŵƉƌĞŚĞŶƐŝǀĞ^ŽůƵƟŽŶƐ͕ ƚŽWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ͘/Ŷ-sĐŽƉĞƐŽůƵƟŽŶƐŝŶĐůƵĚĞ͗

a) Category 1. WƵďůŝĐ^ĂĨĞƚLJZĞƐƉŽŶƐĞ– AŐĞŶĐLJ^ŝƚƵĂƟŽŶĂůǁĂƌĞŶĞƐƐ͕ŝŶĐůƵĚŝŶŐďƵƚŶŽƚůŝŵŝƚĞĚƚŽ͗ i) Incident command and management (ŝŶĐŝĚĞŶƚƚƌĂĐŬŝŶŐƌĞƐƉŽŶƐĞĂŶĚƌĞƉŽƌƟŶŐ͕ ǁĞĂƚŚĞƌͬƚƌĂĸĐͬĐŽŶƐƚƌƵĐƟŽŶĐŽŶƐŝĚĞƌĂƟŽŶƐ͕ ƵŶŝƚĂƐƐŝŐŶŵĞŶƚƐĂŶĚƐƚĂĸŶŐ͕ ƚƌĂŝŶŝŶŐĂĐƟǀŝƟĞƐ͕ etc.);
ii) DĂƉƉŝŶŐ;ǀĞƌƟĐĂůůŽĐĂƟŽŶ͕ŝŶĚŽŽƌ͕ŽƵƚĚŽŽƌͿ͖
iii) ƐƐĞƚƚƌĂĐŬŝŶŐĂŶĚůŽĐĂƟŽŶ;ƉĞƌƐŽŶŶĞů͕ǀĞŚŝĐůĞƐ͕ĐŽŶƚƌŽůůĞĚƐƵďƐƚĂŶĐĞƐ͕ĞƋƵŝƉŵĞŶƚ͕ĞƚĐ͘Ϳ͖ iv) ŽŵŵƵŶŝƚLJŶŽƟĮĐĂƟŽŶƐ;ĞǀĂĐƵĂƟŽŶƐ͕ŵŝŶŽƌĐƌŝŵĞƌĞƉŽƌƟŶŐ͕ƐŚĞůƚĞƌŝŶƉůĂĐĞ͕ĞƚĐ͘Ϳ͖ v) One-to-one and one-to-ŵĂŶLJĐŽůůĂďŽƌĂƟŽŶĂŶĚĐŽŽƌĚŝŶĂƟŽŶ;^D^͕ƉƵƐŚƚŽƚĂůŬ͕ǀŝĚĞŽ͕ voice, etc.); and
vi) WƵďůŝĐƐĂĨĞƚLJĨŽĐƵƐĞĚĚĂƚĂĂŶĚĂŶĂůLJƐŝƐĂƉƉůŝĐĂƟŽŶƐ͕ƚŽŝŶĐůƵĚĞďƵƚŶŽƚůŝŵŝƚĞĚƚŽǀŝĚĞŽ͕ ŝŵĂŐĞ͕ĂŶĚƉĂƩĞƌŶĂŶĂůLJƐŝƐ͕ĂĐŽƵƐƟĐĮƌĞĂƌŵƐĚŝƐĐŚĂƌŐĞŝĚĞŶƟĮĐĂƟŽŶ͕ŝŶĐŝĚĞŶƚƌĞƐƉŽŶƐĞ͕ ŝŶǀĞƐƟŐĂƟǀĞůĞĂĚĚĞǀĞůŽƉŵĞŶƚ͕ƉƌĞĚŝĐƟǀĞĂŶĂůLJƐŝƐ͕ĂŶĚŽƚŚĞƌĚĂƚĂƐŽƵƌĐĞŝŶƚĞŐƌĂƟŽŶ͘

b) Category 2. WƵďůŝĐ^ĂĨĞƚLJZĞƐƉŽŶƐĞ– AŐĞŶĐLJKƉĞƌĂƟŽŶƐ͕ŝŶĐůƵĚŝŶŐďƵƚŶŽƚůŝŵŝƚĞĚƚŽ͗ i) Pre-ŝŶĐŝĚĞŶƚƉůĂŶŶŝŶŐƐŽŌǁĂƌĞ, such as͗
(1) &ŝƌĞƉƌĞǀĞŶƟŽŶƌĞůĂƚĞĚŝŶƐƉĞĐƟŽŶƐĂŶĚĞŶĨŽƌĐĞŵĞŶƚ͖
(2) KƉĞƌĂƟŽŶĂůŵĂŶĂŐĞŵĞŶƚ;ƐĐŚĞĚƵůŝŶŐ͕ƚƌĂŝŶŝŶŐ͕ĐŽŵƉůŝĂŶĐĞ͕ĞƚĐ͘Ϳ͖ĂŶĚ ;ϯͿ ĂƚĂĂŶĂůLJƟĐƐƚŽŝŶĨŽƌŵƐƚĂĸŶŐ, deployment͕ƐƚĂƟŽŶůŽĐĂƟŽŶ͕ďƵĚŐĞƚ͕ĂŶĚŽƚŚĞƌ management decisions.
ii) Incident/post-ŝŶĐŝĚĞŶƚƐŽŌǁĂƌĞ͕such as͗
(1) ͕ZD^ĨŽƌůĂǁĞŶĨŽƌĐĞŵĞŶƚ͕ĮƌĞ͕ĂŶĚ
D^͖
(2)
ůĞĐƚƌŽŶŝĐWĂƟĞŶƚĂƌĞZĞƉŽƌƟŶŐ;ĞWZͿĂŶĚĚĂƚĂƚƌĂŶƐĨĞƌƚŽhospitals; ;ϯͿ ŝŐŝƚĂůĂŶĚƉŚLJƐŝĐĂůĞǀŝĚĞŶĐĞŵĂŶĂŐĞŵĞŶƚ͖
(4) E-ĐŝƚĂƟŽŶƐLJƐƚĞŵƐ͖ĂŶĚ
(5) >ĂǁĞŶĨŽƌĐĞŵĞŶƚĐĂƐĞŵĂŶĂŐĞŵĞŶƚ

c) Ăƚ
ĞŐŽƌLJϯ. ŽŵƉƌĞŚĞŶƐŝǀĞ^ŽůƵƟŽŶƐ
"!


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ATTACHMENT A
475
030425-PDMS

v052824 3

i) ^ŽůƵƟŽŶƐƚŚĂƚŽīĞƌĂƚůĞĂƐƚŽŶĞ;ϭͿŽƌĂĐŽŵďŝŶĂƟŽŶŽĨƐŽůƵƟŽŶƐĨƌŽŵBOTH Category 1 and Category 2 above.

ŽŵƉůŝŵĞŶƚĂƌLJĞƋƵŝƉŵĞŶƚ͕ĂĐĐĞƐƐŽƌŝĞƐ͕ĂŶĚƐĞƌǀŝĐĞƐŵƵƐƚďĞĚŝƌĞĐƚůLJƌĞůĂƚĞĚƚŽƚŚĞŽīĞƌŝŶŐŽĨ ƐLJƐƚĞŵƐŽƌƐŽůƵƟŽŶƐĚĞƐĐƌŝďĞĚŝŶƐĞĐƟŽŶƐ7)a) – c) ĂďŽǀĞ͘^ŽŌǁĂƌĞƉůĂƞŽƌŵƐŽƌƐŽůƵƟŽŶƐƐŚŽƵůĚ ďĞĂďůĞƚŽŝŶƚĞŐƌĂƚĞǁŝƚŚĂďƌŽĂĚƌĂŶŐĞŽĨŽƚŚĞƌƐŽŌǁĂƌĞĂŶĚŚĂƌĚǁĂƌĞƐŽůƵƟŽŶƐƚŽŝŵƉƌŽǀĞ ĂŶĚͬŽƌĞdžƉĂŶĚĂŐĞŶĐLJĐĂƉĂďŝůŝƟĞƐ͘^ŽƵƌĐĞǁĞůů/^EKdůŽŽŬŝŶŐĨŽƌĂƌƟĮĐŝĂůŝŶƚĞůůŝŐĞŶĐĞ;/Ϳ ĐƵƐƚŽŵŝnjĂƟŽŶ͕ďƵƚƉƵďůŝĐƐĂĨĞƚLJƐŽŌǁĂƌĞǁŝƚŚĞdžŝƐƟŶŐ/ĐĂƉĂďŝůŝƟĞƐŝƐĞůŝŐŝďůĞ͘

8) /ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐ͘ ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂůƚŽƚŚĞĂďŽǀĞƌĞĨĞƌĞŶĐĞĚZ&Wis incorporated into this Master ŐƌĞĞŵĞŶƚ͘KŶůLJƚŚŽƐĞ^ŽůƵƟŽŶƐŝŶĐůƵĚĞĚǁŝƚŚŝŶ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂůĂŶĚǁŝƚŚŝŶ^ĐŽƉĞ;/ŶĐůƵĚĞĚ ^ŽůƵƟŽŶƐͿĂƌĞŝŶĐůƵĚĞĚǁŝƚŚŝŶƚŚĞŐƌĞĞŵĞŶƚĂŶĚŵĂLJďĞŽīĞƌĞĚƚŽWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ.

9) /ŶĚĞĮŶŝƚĞYƵĂŶƟƚLJ͘ dŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚĚĞĮŶĞƐĂŶŝŶĚĞĮŶŝƚĞƋƵĂŶƟƚLJŽĨƐĂůĞƐƚŽĞůŝŐŝďůĞ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ.

10) WƌŝĐŝŶŐ͘ WƌŝĐŝŶŐŝŶĨŽƌŵĂƟŽŶ;ŝŶĐůƵĚŝŶŐWƌŝĐŝŶŐĂŶĚĞůŝǀĞƌLJĂŶĚWƌŝĐŝŶŐKīĞƌĞĚtĂďůĞƐͿĨŽƌĂůů/ŶĐůƵĚĞĚ ^ŽůƵƟŽŶƐǁŝƚŚŝŶ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂůŝƐŝŶĐŽƌƉŽƌĂƚĞĚŝŶƚŽƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚ͘

11) EŽƚƚŽ
džĐĞĞĚWƌŝĐŝŶŐ͘ Suppliers may not exceed the prices listed in the current Pricing List ŽŶĮůĞ with Sourcewell ǁŚĞŶŽīĞƌŝŶŐ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐƚŽWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ͘WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐŵĂLJ
ƌĞƋƵĞƐƚĂĚũƵƐƚŵĞŶƚƐƚŽƉƌŝĐŝŶŐĚŝƌĞĐƚůLJĨƌŽŵ^ƵƉƉůŝĞƌĚƵƌŝŶŐƚŚĞŶĞŐŽƟĂƟŽŶĂŶĚĞdžĞĐƵƟŽŶŽĨĂŶLJ ƚƌĂŶƐĂĐƟŽŶ.

12) KƉĞŶDĂƌŬĞƚ͘ ^ƵƉƉůŝĞƌ͛ƐŽƉĞŶŵĂƌŬĞƚƉƌŝĐŝŶŐprocess is included within its Proposal.

ϭϯͿ ^ƵƉƉůŝĞƌZĞƉƌĞƐĞŶƚĂƟŽŶƐ͗

i) ŽŵƉůŝĂŶĐĞ͘ Supplier represents and warrants it will provide all Included ^ŽůƵƟŽŶƐ ƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŝŶĨƵůůĐŽŵƉůŝĂŶĐĞǁŝƚŚĂƉƉůŝĐĂďůĞĨĞĚĞƌĂů͕ƐƚĂƚĞ͕ĂŶĚůŽĐĂůůĂǁƐĂŶĚ ƌĞŐƵůĂƟŽŶƐ͘

ii) >ŝĐĞŶƐĞƐ͘ ƐĂƉƉůŝĐĂďůĞ͕^ƵƉƉůŝĞƌǁŝůůŵĂŝŶƚĂŝŶĂǀĂůŝĚƐƚĂƚƵƐŽŶĂůůƌĞƋƵŝƌĞĚĨĞĚĞƌĂů͕ƐƚĂƚĞ͕ ĂŶĚůŽĐĂůůŝĐĞŶƐĞƐ͕ďŽŶĚƐ͕ĂŶĚƉĞƌŵŝƚƐƌĞƋƵŝƌĞĚĨŽƌƚŚĞŽƉĞƌĂƟŽŶŽĨ^ƵƉƉůŝĞƌ͛ƐďƵƐŝŶĞƐƐǁŝƚŚ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ͘WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐŵĂLJƌĞƋƵĞƐƚĂůůƌĞůĞǀĂŶƚĚŽĐƵŵĞŶƚĂƟŽŶĚŝƌĞĐƚůLJĨƌŽŵ Supplier.
iii) ^ƵƉƉůŝĞƌtĂƌƌĂŶƟeƐ͘ ^ƵƉƉůŝĞƌǁĂƌƌĂŶƟĞƐĂƌĞƐĞƚĨŽƌƚŚŝŶ^ƵƉƉůŝĞƌ͛ƐƚŚĞŶ-current Services ŐƌĞĞŵĞŶƚǁŚŝĐŚǁŝůůďĞŵĂĚĞĂǀĂŝůĂďůĞƚŽWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐĂƚ
ŚƩƉƐ͗ͬͬǁǁǁ͘ŶĞŽŐŽǀ͘ĐŽŵͬƐĞƌǀŝĐĞ-ƐƉĞĐŝĮĐĂƟŽŶƐ.

14) ĂŶŬƌƵƉƚĐLJEŽƟĐĞƐ͘ ^ƵƉƉůŝĞƌĐĞƌƟĮĞƐĂŶĚǁĂƌƌĂŶƚƐŝƚŝƐŶŽƚĐƵƌƌĞŶƚůLJŝŶĂďĂŶŬƌƵƉƚĐLJƉƌŽĐĞĞĚŝŶŐ͘ Supplier has disclosed all current and completed bankruptcy proceedings within the past seven years ǁŝƚŚŝŶŝƚƐWƌŽƉŽƐĂů͘^ƵƉƉůŝĞƌŵƵƐƚƉƌŽǀŝĚĞŶŽƟĐĞŝŶǁƌŝƟŶŐƚŽ^ŽƵƌĐĞǁĞůůŝĨŝƚĞŶƚĞƌƐĂďĂŶŬƌƵƉƚĐLJ ƉƌŽĐĞĞĚŝŶŐĂƚĂŶLJƟŵĞĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘

15) ĞďĂƌŵĞŶƚĂŶĚ^ƵƐƉĞŶƐŝŽŶ͘ ^ƵƉƉůŝĞƌĐĞƌƟĮĞƐĂŶĚǁĂƌƌĂŶƚƐƚŚĂƚŶĞŝƚŚĞƌŝƚŶŽƌŝƚƐƉƌŝŶĐŝƉĂůƐĂƌĞ ƉƌĞƐĞŶƚůLJĚĞďĂƌƌĞĚ͕ƐƵƐƉĞŶĚĞĚ͕ƉƌŽƉŽƐĞĚĨŽƌĚĞďĂƌŵĞŶƚ͕ĚĞĐůĂƌĞĚŝŶĞůŝŐŝďůĞ͕ŽƌǀŽůƵŶƚĂƌŝůLJĞdžĐůƵĚĞĚ ĨƌŽŵƉƌŽŐƌĂŵƐŽƉĞƌĂƚĞĚďLJƚŚĞ^ƚĂƚĞŽĨDŝŶŶĞƐŽƚĂ͕ƚŚĞhŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂůŐŽǀĞƌŶŵĞnt, or any "!


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ATTACHMENT A
476
030425-PDMS

v052824 4

WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͘^ƵƉƉůŝĞƌĐĞƌƟĮĞƐĂŶĚǁĂƌƌĂŶƚƐƚŚĂƚŶĞŝƚŚĞƌŝƚŶŽƌŝƚƐƉƌŝŶĐŝƉĂůƐŚĂǀĞďĞĞŶ ĐŽŶǀŝĐƚĞĚŽĨĂĐƌŝŵŝŶĂůŽīĞŶƐĞƌĞůĂƚĞĚƚŽƚŚĞƐƵďũĞĐƚŵĂƩĞƌŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌĨƵƌƚŚĞƌ ǁĂƌƌĂŶƚƐƚŚĂƚŝƚǁŝůůƉƌŽǀŝĚĞŝŵŵĞĚŝĂƚĞǁƌŝƩĞŶŶŽƟĐĞƚŽ^ŽƵƌĐĞǁĞůůŝĨƚŚŝƐĐĞƌƟĮĐĂƟŽŶĐŚĂŶŐĞƐĂƚ ĂŶLJƟŵĞĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘

16) WƌŽǀŝƐŝŽŶƐĨŽƌŶŽŶ-hŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂůĞŶƟƚLJƉƌŽĐƵƌĞŵĞŶƚƐƵŶĚĞƌhŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂůĂǁĂƌĚƐ ŽƌŽƚŚĞƌĂǁĂƌĚƐ;ƉƉĞŶĚŝdžII ƚŽϮ͘&͘ZΑϮϬϬͿ͘ WĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐƚŚĂƚƵƐĞhŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂů
ŐƌĂŶƚŽƌŽƚŚĞƌĨĞĚĞƌĂůĨƵŶĚŝŶŐƚŽƉƵƌĐŚĂƐĞƐŽůƵƟŽŶƐĨƌŽŵƚŚŝƐŐƌĞĞŵĞŶƚŵĂLJďĞƐƵďũĞĐƚƚŽ ĂĚĚŝƟŽŶĂůƌĞƋƵŝƌĞŵĞŶƚƐŝŶĐůƵĚŝŶŐƚŚĞƉƌŽĐƵƌĞŵĞŶƚƐƚĂŶĚĂƌĚƐŽĨƚŚĞhŶŝĨŽƌŵĚŵŝŶŝƐƚƌĂƟǀĞ ZĞƋƵŝƌĞŵĞŶƚƐ͕ŽƐƚWƌŝŶĐŝƉůĞƐĂŶĚƵĚŝƚZĞƋƵŝƌĞŵĞŶƚƐĨŽƌ&ĞĚĞƌĂůǁĂƌĚƐ͕Ϯ͘&͘Z͘ΑϮϬϬ͘ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐŵĂLJŚĂǀĞĂĚĚŝƟŽŶĂůƌĞƋƵŝƌĞŵĞŶƚƐďĂƐĞĚŽŶƐƉĞĐŝĮĐĨƵŶĚŝŶŐƐŽƵƌĐĞƚĞƌŵƐŽƌ ĐŽŶĚŝƟŽŶƐ͘tŝƚŚŝŶƚŚŝƐ^ĞĐƟŽŶ͕ĂůůƌĞĨĞƌĞŶĐĞƐƚŽ͞ĨĞĚĞƌĂů͟ƐŚŽƵůĚďĞŝŶƚĞƌƉƌĞƚĞĚƚŽŵĞĂŶƚŚĞhŶŝƚĞĚ ^ƚĂƚĞƐĨĞĚĞƌĂůŐŽǀĞƌŶŵĞŶƚ͘dŚĞĨŽůůŽǁŝŶŐůŝƐƚĂƉƉůŝĞƐǁŚĞŶĂWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJĂĐĐĞƐƐĞƐ^ƵƉƉůŝĞƌ͛Ɛ
Included ^ŽůƵƟŽŶƐǁŝƚŚhŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂůĨƵŶĚƐ͘

i)
Yh>
DW>KzD
EdKWWKZdhE/dz ͘
džĐĞƉƚĂƐŽƚŚĞƌǁŝƐĞƉƌŽǀŝĚĞĚƵŶĚĞƌϰϭ͘&͘Z͘Α
60, all agreements ƚŚĂƚŵĞĞƚƚŚĞĚĞĮŶŝƟŽŶŽĨ͞ĨĞĚĞƌĂůůLJĂƐƐŝƐƚĞĚĐŽŶƐƚƌƵĐƟŽŶĐŽŶƚƌĂĐƚ͟ŝŶϰϭ ͘&͘Z͘ΑϲϬ-ϭ͘ϯŵƵƐƚŝŶĐůƵĚĞƚŚĞĞƋƵĂůŽƉƉŽƌƚƵŶŝƚLJĐůĂƵƐĞƉƌŽǀŝĚĞĚƵŶĚĞƌϰϭ͘&͘Z͘ΑϲϬ-1.4(b), in ĂĐĐŽƌĚĂŶĐĞǁŝƚŚ
džĞĐƵƟǀĞKƌĚĞƌϭϭϮϰϲ͕͞
ƋƵĂů
ŵƉůŽLJŵĞŶƚKƉƉŽƌƚƵŶŝƚLJ͟;ϯϬ&ZϭϮϯϭϵ͕ϭϮϵϯϱ͕
ϯ͘&͘Z͘Α͕ϭϵϲϰ-ϭϵϲϱŽŵƉ͕͘Ɖ͘ϯϯϵͿ͕ĂƐĂŵĞŶĚĞĚďLJ
džĞĐƵƟǀĞKƌĚĞƌϭϭϯϳϱ͕͞ŵĞŶĚŝŶŐ

džĞĐƵƟǀĞKƌĚĞƌϭϭϮϰϲZĞůĂƟŶŐƚŽ
ƋƵĂů
ŵƉůŽLJŵĞŶƚKƉƉŽƌƚƵŶŝƚLJ͕͟ĂŶĚŝŵƉůĞŵĞŶƟŶŐ
ƌĞŐƵůĂƟŽŶƐĂƚϰϭ͘&͘Z͘ΑϲϬ͕͞KĸĐĞŽĨ&ĞĚĞƌĂůŽŶƚƌĂĐƚŽŵƉůŝĂŶĐĞWƌŽŐƌĂŵƐ͕ ƋƵĂů

ŵƉůŽLJŵĞŶƚKƉƉŽƌƚƵŶŝƚLJ͕ĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌ ͘͟dŚĞĞƋƵĂůŽƉƉŽƌƚƵŶŝƚLJĐůĂƵƐĞŝƐŝŶĐŽƌƉŽƌĂƚĞĚ ŚĞƌĞŝŶďLJƌĞĨĞƌĞŶĐĞ͘

ii) DAVIS-KEd͕^D
E
;ϰϬh͘^͘͘Αϯϭϰϭ-ϯϭϰϴͿ͘ tŚĞŶƌĞƋƵŝƌĞĚďLJĨĞĚĞƌĂů
ƉƌŽŐƌĂŵůĞŐŝƐůĂƟŽŶ͕ĂůůƉƌŝŵĞĐŽŶƐƚƌƵĐƟŽŶĐŽŶƚƌĂĐƚƐŝŶĞdžĐĞƐƐŽĨΨϮ͕ϬϬϬĂǁĂƌĚĞĚďLJŶŽŶ-ĨĞĚĞƌĂů ĞŶƟƟĞƐŵƵƐƚŝŶĐůƵĚĞĂƉƌŽǀŝƐŝŽŶĨŽƌĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞĂǀŝƐ-ĂĐŽŶĐƚ;ϰϬh͘^͘͘Αϯϭϰϭ- ϯϭϰϰ͕ĂŶĚϯϭϰϲ-ϯϭϰϴͿĂƐƐƵƉƉůĞŵĞŶƚĞĚďLJĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌƌĞŐƵůĂƟŽŶƐ;Ϯϵ͘&͘Z͘Αϱ͕ ͞>ĂďŽƌ^ƚĂŶĚĂƌĚƐWƌŽǀŝƐŝŽŶƐƉƉůŝĐĂďůĞƚŽŽŶƚƌĂĐƚƐŽǀĞƌŝŶŐ&ĞĚĞƌĂůůLJ&ŝŶĂŶĐĞĚĂŶĚƐƐŝƐƚĞĚ ŽŶƐƚƌƵĐƟŽŶ͟Ϳ͘/ŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞƐƚĂƚƵƚĞ͕ĐŽŶƚƌĂĐƚŽƌƐŵƵƐƚ ďĞƌĞƋƵŝƌĞĚƚŽƉĂLJǁĂŐĞƐƚŽ ůĂďŽƌĞƌƐĂŶĚŵĞĐŚĂŶŝĐƐĂƚĂƌĂƚĞŶŽƚůĞƐƐƚŚĂŶƚŚĞƉƌĞǀĂŝůŝŶŐǁĂŐĞƐƐƉĞĐŝĮĞĚŝŶĂǁĂŐĞ ĚĞƚĞƌŵŝŶĂƟŽŶŵĂĚĞďLJƚŚĞ^ĞĐƌĞƚĂƌLJŽĨ>ĂďŽƌ ͘/ŶĂĚĚŝƟŽŶ͕ĐŽŶƚƌĂĐƚŽƌƐŵƵƐƚďĞƌĞƋƵŝƌĞĚƚŽƉĂLJ wages not less than once a week. The non-ĨĞĚĞƌĂůĞŶƟƚLJŵƵƐƚƉůĂĐĞĂĐŽƉLJŽĨƚŚĞĐƵƌƌĞŶƚ ƉƌĞǀĂŝůŝŶŐǁĂŐĞĚĞƚĞƌŵŝŶĂƟŽŶŝƐƐƵĞĚďLJƚŚĞĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌŝŶĞĂĐŚƐŽůŝĐŝƚĂƟŽŶ͘dŚĞ ĚĞĐŝƐŝŽŶƚŽĂǁĂƌĚĂĐŽŶƚƌĂĐƚŽƌƐƵďĐŽŶƚƌĂĐƚŵƵƐƚďĞĐŽŶĚŝƟŽŶĞĚƵƉŽŶƚŚĞĂĐĐĞƉƚĂŶĐĞŽĨƚŚĞ ǁĂŐĞĚĞƚĞƌŵŝŶĂƟŽŶ͘dŚĞŶŽŶ-ĨĞĚĞƌĂůĞŶƟƚLJŵƵƐƚƌĞƉŽƌƚĂůůƐƵƐƉĞĐƚĞĚŽƌƌĞƉŽƌƚĞĚǀŝŽůĂƟŽŶƐƚŽ ƚŚĞĨĞĚĞƌĂůĂǁĂƌĚŝŶŐĂŐĞŶĐLJ͘dŚĞĐŽŶƚƌĂĐƚƐŵƵƐƚĂůƐŽŝŶĐůƵĚĞĂƉƌŽǀŝƐŝŽŶĨ ŽƌĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞ
ŽƉĞůĂŶĚ͞ŶƟ-<ŝĐŬďĂĐŬ͟Đƚ;ϰϬh͘^͘͘ΑϯϭϰϱͿ͕ĂƐƐƵƉƉůĞŵĞŶƚĞĚďLJĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌ regulaƟŽŶƐ;Ϯϵ͘&͘Z͘Αϯ͕͞ŽŶƚƌĂĐƚŽƌƐĂŶĚ^ƵďĐŽŶƚƌĂĐƚŽƌƐŽŶWƵďůŝĐƵŝůĚŝŶŐŽƌWƵďůŝĐtŽƌŬ &ŝŶĂŶĐĞĚŝŶtŚŽůĞŽƌŝŶWĂƌƚďLJ>ŽĂŶƐŽƌ'ƌĂŶƚƐĨƌŽŵƚŚĞhŶŝƚĞĚ^ƚĂƚĞƐ͟Ϳ͘dŚĞĐƚƉƌŽǀŝĚĞƐƚŚĂƚ ĞĂĐŚĐŽŶƚƌĂĐƚŽƌŽƌƐƵďƌĞĐŝƉŝĞŶƚŵƵƐƚďĞƉƌŽŚŝďŝƚĞĚĨƌŽŵŝŶĚƵĐŝŶŐ͕ďLJĂŶLJ means, any person ĞŵƉůŽLJĞĚŝŶƚŚĞĐŽŶƐƚƌƵĐƟŽŶ͕ĐŽŵƉůĞƟŽŶ͕ŽƌƌĞƉĂŝƌŽĨƉƵďůŝĐǁŽƌŬ͕ƚŽŐŝǀĞƵƉĂŶLJƉĂƌƚŽĨƚŚĞ ĐŽŵƉĞŶƐĂƟŽŶƚŽǁŚŝĐŚŚĞŽƌƐŚĞŝƐŽƚŚĞƌǁŝƐĞĞŶƟƚůĞĚ͘dŚĞŶŽŶ-ĨĞĚĞƌĂůĞŶƟƚLJŵƵƐƚƌĞƉŽƌƚĂůů ƐƵƐƉĞĐƚĞĚŽƌƌĞƉŽƌƚĞĚǀŝŽůĂƟŽŶƐƚŽƚŚĞĨĞĚĞƌĂůawarding agency. Supplier must comply with all ĂƉƉůŝĐĂďůĞĂǀŝƐ-Bacon Act provisions.

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ATTACHMENT A
477
030425-PDMS

v052824 5

iii) KEdZdtKZ<,KhZ^E^&
dz^dEZ^d;ϰϬh͘^͘͘ΑϯϳϬϭ-ϯϳϬϴͿ͘
tŚĞƌĞĂƉƉůŝĐĂďůĞ͕ĂůůĐŽŶƚƌĂĐƚƐĂǁĂƌĚĞĚďLJƚŚĞŶŽŶ-ĨĞĚĞƌĂůĞŶƟƚLJŝŶĞdžĐĞƐƐŽĨΨϭϬϬ͕ϬϬϬƚŚĂƚ ŝŶǀŽůǀĞƚŚĞĞŵƉůŽLJŵĞŶƚŽĨŵĞĐŚĂŶŝĐƐŽƌůĂďŽƌĞƌƐŵƵƐƚŝŶĐůƵĚĞĂƉƌŽǀŝƐŝŽŶĨŽƌĐŽŵƉůŝĂŶĐĞǁŝƚŚ ϰϬh͘^͘͘ΑΑϯϳϬϮĂŶĚϯϳϬϰ͕ĂƐƐƵƉƉůĞŵĞŶƚĞĚďLJĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌƌĞŐƵůĂƟŽŶƐ;Ϯϵ͘&͘Z͘ΑϱͿ͘ hŶĚĞƌϰϬh͘^͘͘ΑϯϳϬϮŽĨƚŚĞĐƚ͕ĞĂĐŚĐŽŶƚƌĂĐƚŽƌŵƵƐƚďĞƌĞƋƵŝƌĞĚƚŽĐŽŵƉƵƚĞƚŚĞǁĂŐĞƐŽĨ ĞǀĞƌLJŵĞĐŚĂŶŝĐĂŶĚůĂďŽƌĞƌŽŶƚŚĞďĂƐŝƐŽĨĂƐƚĂŶĚĂƌĚǁŽƌŬǁĞĞŬŽĨϰϬŚŽƵƌƐ͘tŽƌŬŝŶĞdžĐĞƐƐŽĨ ƚŚĞƐƚĂŶĚĂƌĚǁŽƌŬǁĞĞŬŝƐƉĞƌŵŝƐƐŝďůĞƉƌŽǀŝĚĞĚƚŚĂƚƚŚĞǁŽƌŬĞƌŝƐĐŽŵƉĞŶƐĂƚĞĚĂƚĂƌĂƚĞŽĨŶŽƚ ůĞƐƐƚŚĂŶŽŶĞĂŶĚĂŚĂůĨƟŵĞƐƚŚĞďĂƐŝĐƌĂƚĞŽĨƉĂLJĨŽƌĂůůŚŽƵƌƐǁŽƌŬĞĚŝŶĞdžĐĞƐƐŽĨϰϬŚŽƵƌƐŝŶ ƚŚĞǁŽƌŬǁĞĞŬ͘dŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨϰϬh͘^͘͘ΑϯϳϬϰĂƌĞĂƉƉůŝĐĂďůĞƚŽĐŽŶƐƚƌƵĐƟŽŶǁŽƌŬĂŶĚ ƉƌŽǀŝĚĞƚŚĂƚŶŽůĂďŽƌĞƌŽƌŵĞĐŚĂŶŝĐŵƵƐƚďĞƌĞƋƵŝƌĞĚƚŽǁŽƌŬŝŶƐƵƌƌŽƵŶĚŝŶŐƐŽƌƵŶĚĞƌǁŽƌŬŝŶŐ ĐŽŶĚŝƟŽŶƐǁŚŝĐŚĂƌĞƵŶƐĂŶŝƚĂƌLJ͕ŚĂnjĂƌĚŽƵƐŽƌĚĂŶŐĞƌŽƵƐ͘dŚĞƐĞƌĞƋƵŝƌĞŵĞŶƚƐĚŽŶŽƚĂƉƉůLJƚŽ the purchases ŽĨƐƵƉƉůŝĞƐ͕ŵĂƚĞƌŝĂůƐ͕ŽƌĂƌƟĐůĞƐŽƌĚŝŶĂƌŝůLJĂǀĂŝůĂďůĞŽŶƚŚĞŽƉĞŶŵĂƌŬĞƚ͕Žƌ ĐŽŶƚƌĂĐƚƐĨŽƌƚƌĂŶƐƉŽƌƚĂƟŽŶŽƌƚƌĂŶƐŵŝƐƐŝŽŶŽĨŝŶƚĞůůŝŐĞŶĐĞ͘dŚŝƐƉƌŽǀŝƐŝŽŶŝƐŚĞƌĞďLJŝŶĐŽƌƉŽƌĂƚĞĚ ďLJƌĞĨĞƌĞŶĐĞŝŶƚŽƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨĂŶĂǁĂƌĚĨŽƌĂůů ŐƌĞĞŵĞŶƚƐďLJ^ŽƵƌĐĞǁĞůůƌĞƐƵůƟŶŐĨƌŽŵƚŚŝƐƉƌŽĐƵƌĞŵĞŶƚƉƌŽĐĞƐƐ͕^ƵƉƉůŝĞƌŵƵƐƚĐŽŵƉůLJǁŝƚŚ ĂƉƉůŝĐĂďůĞƌĞƋƵŝƌĞŵĞŶƚƐĂƐƌĞĨĞƌĞŶĐĞĚĂďŽǀĞ͘

iv) Z/',d^dK/Es
Ed/KE^D
hE
ZKEdZdKZ'Z

D
Ed͘ /ĨƚŚĞĨĞĚĞƌĂů
ĂǁĂƌĚŵĞĞƚƐƚŚĞĚĞĮŶŝƟŽŶŽĨ͞ĨƵŶĚŝŶŐĂŐƌĞĞŵĞŶƚ͟ƵŶĚĞƌϯϳ͘&͘Z͘ΑϰϬϭ͘Ϯ;ĂͿĂŶĚƚŚĞƌĞĐŝƉŝĞŶƚ ŽƌƐƵďƌĞĐŝƉŝĞŶƚǁŝƐŚĞƐƚŽĞŶƚĞƌŝŶƚŽĂĐŽŶƚƌĂĐƚǁŝƚŚĂƐŵĂůůďƵƐŝŶĞƐƐĮƌŵŽƌŶŽŶƉƌŽĮƚ ŽƌŐĂŶŝnjĂƟŽŶƌĞŐĂƌĚŝŶŐƚŚĞƐƵďƐƟƚƵƟŽŶŽĨƉĂƌƟĞƐ͕ĂƐƐŝŐŶŵĞŶƚŽƌƉĞƌĨŽƌŵĂŶĐĞŽĨĞdžƉĞƌŝŵĞŶƚĂů͕ ĚĞǀĞůŽƉŵĞŶƚĂů͕ŽƌƌĞƐĞĂƌĐŚǁŽƌŬƵŶĚĞƌƚŚĂƚ͞ĨƵŶĚŝŶŐĂŐƌĞĞŵĞŶƚ͕͟ƚŚĞƌĞĐŝƉŝĞŶƚŽƌƐƵďƌĞĐŝƉŝĞŶƚ ŵƵƐƚĐŽŵƉůLJǁŝƚŚƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨϯϳ͘&͘Z͘ΑϰϬϭ͕͞ZŝŐŚƚƐƚŽ/ŶǀĞŶƟŽŶƐDĂĚĞďLJEŽŶƉƌŽĮƚ KƌŐĂŶŝnjĂƟŽŶƐĂŶĚ^ŵĂůůƵƐŝŶĞƐƐ&ŝƌŵƐhŶĚĞƌ'ŽǀĞƌŶŵĞŶƚ'ƌĂŶƚƐ͕ŽŶƚƌĂĐƚƐĂŶĚŽŽƉĞƌĂƟǀĞ ŐƌĞĞŵĞŶƚƐ͕͟ĂŶĚĂŶLJŝŵƉůĞŵĞŶƟŶŐƌĞŐƵůĂƟŽŶƐŝƐƐƵĞĚďLJƚŚĞĂǁĂƌĚŝŶŐĂŐĞŶĐLJ͘^ƵƉƉůŝĞƌ ĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨĂŶĂǁĂƌĚĨŽƌĂůůŐƌĞĞŵĞŶƚƐďLJ^ŽƵƌĐĞǁĞůůƌĞƐƵůƟŶŐĨƌŽŵƚŚŝƐ ƉƌŽĐƵƌĞŵĞŶƚƉƌŽĐĞƐƐ͕^ƵƉƉůŝĞƌŵƵƐƚĐŽŵƉůLJǁŝƚŚĂƉƉůŝĐĂďůĞƌĞƋƵŝƌĞŵĞŶƚƐĂƐƌĞĨĞƌĞŶĐĞĚĂďŽǀĞ͘

v) >
E/Zd;ϰϮh͘^͘͘ΑϳϰϬϭ-ϳϲϳϭY͘ͿEd,
&

Z>td
ZWK>>hd/KE
KEdZK>d;ϯϯh͘^͘͘ΑϭϮϱϭ-ϭϯϴϳͿ͘ ŽŶƚƌĂĐƚƐĂŶĚƐƵďŐƌĂŶƚƐŽĨĂŵŽƵŶƚƐŝŶĞdžĐĞƐƐŽĨ ΨϭϱϬ͕ϬϬϬƌĞƋƵŝƌĞƚŚĞŶŽŶ-ĨĞĚĞƌĂůĂǁĂƌĚƚŽĂŐƌĞĞƚŽĐŽŵƉůLJǁŝƚŚĂůůĂƉƉůŝĐĂďůĞƐƚĂŶĚĂƌĚƐ͕ŽƌĚĞƌƐ ŽƌƌĞŐƵůĂƟŽŶƐŝƐƐƵĞĚƉƵƌƐƵĂŶƚƚŽƚŚĞůĞĂŶŝƌĐƚ;ϰϮh͘^͘͘ΑϳϰϬϭ- ϳϲϳϭƋͿĂŶĚƚŚĞ&ĞĚĞƌĂů tĂƚĞƌWŽůůƵƟŽŶŽŶƚƌŽůĐƚĂƐĂŵĞŶĚĞĚ;ϯϯh͘^͘͘ΑϭϮϱϭ- ϭϯϴϳͿ͘sŝŽůĂƟŽŶƐŵƵƐƚďĞƌĞƉŽƌƚĞĚƚŽ ƚŚĞ&ĞĚĞƌĂůĂǁĂƌĚŝŶŐĂŐĞŶĐLJĂŶĚƚŚĞZĞŐŝŽŶĂůKĸĐĞŽĨƚŚĞ ŶǀŝƌŽŶŵĞŶƚĂůWƌŽƚĞĐƟŽŶŐĞŶĐLJ
;
WͿ͘^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚŝƚǁŝůůĐŽŵƉůLJǁŝƚŚĂƉƉůŝĐĂďůĞ ƌĞƋƵŝƌĞŵĞŶƚƐĂƐƌĞĨĞƌĞŶĐĞĚĂďŽǀĞ͘

vi) 
ZD
EdE^h^W
E^/KE;
y
hd/s
KZ
Z^ϭϮϱϰϵEϭϮϲϴϵͿ͘ A contract
ĂǁĂƌĚ;ƐĞĞϮ͘&͘Z͘ΑϭϴϬ͘ϮϮϬͿŵƵƐƚŶŽƚďĞŵĂĚĞƚŽƉĂƌƟĞƐůŝƐƚĞĚŽŶƚŚĞŐŽǀĞƌŶŵĞŶƚǁŝĚĞ ĞdžĐůƵƐŝŽŶƐŝŶƚŚĞ^LJƐƚĞŵĨŽƌǁĂƌĚDĂŶĂŐĞŵĞŶƚ;^DͿ͕ŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞKDŐƵŝĚĞůŝŶĞƐ ĂƚϮ͘&͘Z͘ΑϭϴϬƚŚĂƚŝŵƉůĞŵĞŶƚ
džĞĐƵƟǀĞKƌĚĞƌƐϭϮϱϰϵ;ϯ͘&͘Z͘ΑϭϵϴϲŽŵƉ͕͘Ɖ͘ϭϴϵͿĂŶĚ ϭϮϲϴϵ;ϯ͘&͘Z͘ΑϭϵϴϵŽŵƉ͕͘Ɖ͘ϮϯϱͿ͕͞ĞďĂƌŵĞŶƚĂŶĚ^ƵƐƉĞŶƐŝŽŶ͘͟^ D
džĐůƵƐŝŽŶƐĐŽŶƚĂŝŶƐ
ƚŚĞŶĂŵĞƐŽĨƉĂƌƟĞƐĚĞďĂƌƌĞĚ͕ƐƵƐƉĞŶĚĞĚ͕ŽƌŽƚŚĞƌǁŝƐĞĞdžĐůƵĚĞĚďLJĂŐĞŶĐŝĞƐ͕ĂƐǁĞůůĂƐƉĂƌƟĞƐ ĚĞĐůĂƌĞĚŝŶĞůŝŐŝďůĞƵŶĚĞƌƐƚĂƚƵƚŽƌLJŽƌƌĞŐƵůĂƚŽƌLJĂƵƚŚŽƌŝƚLJŽƚŚĞƌƚŚĂŶ džĞĐƵƟǀĞKƌĚĞƌϭϮϱϰϵ͘
^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚŶĞŝƚŚĞƌŝƚŶŽƌŝƚƐƉƌŝŶĐŝƉĂůƐĂƌĞƉƌĞƐĞŶƚůLJĚĞďĂƌƌĞĚ͕ƐƵƐƉĞŶĚĞĚ͕ƉƌŽƉŽƐĞĚ ĨŽƌĚĞďĂƌŵĞŶƚ͕ĚĞĐůĂƌĞĚŝŶĞůŝŐŝďůĞ͕ŽƌǀŽůƵŶƚĂƌŝůLJĞdžĐůƵĚĞĚĨƌŽŵƉĂƌƟĐŝƉĂƟŽŶďLJĂŶLJĨĞĚĞƌĂů department or agency.

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#






ATTACHMENT A
478
030425-PDMS

v052824 6

vii) BYRD ANTI->Kz/E'D
ED
Ed͕^D
E
;ϯϭh͘^͘͘ΑϭϯϱϮͿ͘ Suppliers must
ĮůĞĂŶLJƌĞƋƵŝƌĞĚĐĞƌƟĮĐĂƟŽŶƐ͘^ƵƉƉůŝĞƌƐŵƵƐƚŶŽƚŚĂǀĞƵƐĞĚĨĞĚĞƌĂůĂƉƉƌŽƉƌŝĂƚĞĚĨƵŶĚƐƚŽƉĂLJ ĂŶLJƉĞƌƐŽŶŽƌŽƌŐĂŶŝnjĂƟŽŶĨŽƌŝŶŇƵĞŶĐŝŶŐŽƌĂƩĞŵƉƟŶŐƚŽŝŶŇƵĞŶĐĞĂŶŽĸĐĞƌŽƌĞŵƉůŽLJĞĞŽĨ ĂŶLJĂŐĞŶĐLJ͕ĂŵĞŵďĞƌŽĨŽŶŐƌĞƐƐ͕ŽĸĐĞƌŽƌĞŵƉůŽLJĞĞŽĨŽŶŐƌĞƐƐ͕ŽƌĂŶĞŵƉůŽLJĞĞŽĨĂ ŵĞŵďĞƌŽĨŽŶŐƌĞƐƐŝŶĐŽŶŶĞĐƟŽŶǁŝƚŚŽďƚĂŝŶŝŶŐĂŶLJĨĞĚĞƌĂůĐŽŶƚƌĂĐƚ͕ŐƌĂŶƚ͕ŽƌĂŶLJŽƚŚĞƌ ĂǁĂƌĚĐŽǀĞƌĞĚďLJϯϭh͘^͘͘ΑϭϯϱϮ͘^ƵƉƉůŝĞƌƐŵƵƐƚĚŝƐĐůŽƐĞĂŶLJůŽďbying with non-ĨĞĚĞƌĂůĨƵŶĚƐ ƚŚĂƚƚĂŬĞƐƉůĂĐĞŝŶĐŽŶŶĞĐƟŽŶǁŝƚŚŽďƚĂŝŶŝŶŐĂŶLJĨĞĚĞƌĂůĂǁĂƌĚ͘^ƵĐŚĚŝƐĐůŽƐƵƌĞƐĂƌĞĨŽƌǁĂƌĚĞĚ ĨƌŽŵƟĞƌƚŽƟĞƌƵƉƚŽƚŚĞŶŽŶ-ĨĞĚĞƌĂůĂǁĂƌĚ͘^ƵƉƉůŝĞƌƐŵƵƐƚĮůĞĂůůĐĞƌƟĮĐĂƟŽŶƐĂŶĚĚŝƐĐůŽƐƵƌĞƐ ƌĞƋƵŝƌĞĚďLJ͕ĂŶĚŽƚŚĞƌǁŝƐĞĐŽŵƉůLJǁŝƚŚ͕ƚŚĞLJƌĚŶƟ->ŽďďLJŝŶŐŵĞŶĚŵĞŶƚ;ϯϭh͘^͘͘ΑϭϯϱϮͿ͘

viii) Z
KZZ
d
Ed/KEZ
Yh/Z
D
Ed^͘To the extent applicable, Supplier must comply
ǁŝƚŚƚŚĞƌĞĐŽƌĚƌĞƚĞŶƟŽŶƌĞƋƵŝƌĞŵĞŶƚƐĚĞƚĂŝůĞĚŝŶϮ͘&͘Z͘ΑϮϬϬ͘ϯϯϯ͘dŚĞ^ƵƉƉůŝĞƌĨƵƌƚŚĞƌ ĐĞƌƟĮĞƐƚŚĂƚŝƚǁŝůůƌĞƚĂŝŶĂůůƌĞĐŽƌĚƐĂƐƌĞƋƵŝƌĞĚďLJϮ͘&͘Z͘ΑϮϬϬ͘ϯϯϯĨŽƌĂƉĞƌŝŽĚŽĨϯLJĞĂƌƐĂŌĞƌ grantees or ƐƵďŐƌĂŶƚĞĞƐƐƵďŵŝƚĮŶĂůĞdžƉĞŶĚŝƚƵƌĞƌĞƉŽƌƚƐŽƌƋƵĂƌƚĞƌůLJŽƌĂŶŶƵĂůĮŶĂŶĐŝĂů ƌĞƉŽƌƚƐ͕ĂƐĂƉƉůŝĐĂďůĞ͕ĂŶĚĂůůŽƚŚĞƌƉĞŶĚŝŶŐŵĂƩĞƌƐĂƌĞĐůŽƐĞĚ͘

ix)
E
Z'zWK>/zEKE^
Zsd/KEdKDW>/E
͘ To the extent applicable,
^ƵƉƉůŝĞƌŵƵƐƚĐŽŵƉůLJǁŝƚŚƚŚĞŵĂŶĚĂƚŽƌLJƐƚĂŶĚĂƌĚƐĂŶĚƉŽůŝĐŝĞƐƌĞůĂƟŶŐƚŽĞŶĞƌŐLJĞĸĐŝĞŶĐLJ ǁŚŝĐŚĂƌĞĐŽŶƚĂŝŶĞĚŝŶƚŚĞƐƚĂƚĞĞŶĞƌŐLJĐŽŶƐĞƌǀĂƟŽŶƉůĂŶŝƐƐƵĞĚŝŶĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞ ŶĞƌŐLJ
WŽůŝĐLJĂŶĚŽŶƐĞƌǀĂƟŽŶĐƚ͘

x) hzD
Z/EWZKs/^/KE^KDW>/E
͘ To the extent applicable, Supplier must
ĐŽŵƉůLJǁŝƚŚĂůůĂƉƉůŝĐĂďůĞƉƌŽǀŝƐŝŽŶƐŽĨƚŚĞƵLJŵĞƌŝĐĂŶĐƚ͘WƵƌĐŚĂƐĞƐŵĂĚĞŝŶĂĐĐŽƌĚĂŶĐĞ ǁŝƚŚƚŚĞƵLJŵĞƌŝĐĂŶĐƚŵƵƐƚĨŽůůŽǁƚŚĞĂƉƉůŝĐĂďůĞƉƌŽĐƵƌĞŵĞŶƚƌƵůĞƐĐĂůůŝŶŐĨŽƌĨƌĞĞĂŶĚ ŽƉĞŶĐŽŵƉĞƟƟŽŶ͘

xi) 
^^dKZ
KZ^;Ϯ͘&͘Z͘ΑϮϬϬ͘ϯϯϲͿ͘ ^ƵƉƉůŝĞƌĂŐƌĞĞƐƚŚĂƚĚƵůLJĂƵƚŚŽƌŝnjĞĚ ƌĞƉƌĞƐĞŶƚĂƟǀĞƐŽĨĂĨĞĚĞƌĂůĂŐĞŶĐLJŵƵƐƚŚĂǀĞĂĐĐĞƐƐƚŽĂŶLJŬƐ͕ĚŽĐƵŵĞŶƚƐ͕ƉĂƉĞƌƐĂŶĚ ƌĞĐŽƌĚƐŽĨ^ƵƉƉůŝĞƌƚŚĂƚĂƌĞĚŝƌĞĐƚůLJƉĞƌƟŶĞŶƚƚŽ^ƵƉƉůŝĞƌ͛ƐĚŝƐĐŚĂƌŐĞŽĨŝƚƐŽďůŝŐĂƟŽŶƐƵŶĚĞƌƚŚŝƐ ŐƌĞĞŵĞŶƚĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨŵĂŬŝŶŐĂƵĚŝƚƐ͕ĞdžĂŵŝŶĂƟŽŶƐ͕ĞdžĐĞƌƉƚƐ͕ĂŶĚƚƌĂŶƐĐƌŝƉƟŽŶƐ͘dŚĞ ƌŝŐŚƚĂůƐŽŝŶĐůƵĚĞƐƟŵĞůLJĂŶĚƌĞĂƐŽŶĂďůĞĂĐĐĞƐƐƚŽ^ƵƉƉůŝĞƌ͛ƐƉĞƌƐŽŶŶĞůĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨ ŝŶƚĞƌǀŝĞǁĂŶĚĚŝƐĐƵƐƐŝŽŶƌĞůĂƟŶŐƚŽƐƵĐŚĚŽĐƵŵĞŶƚƐ͘

xii) WZKhZ
D
EdK&Z
Ks
Z
Dd
Z/>^;Ϯ͘&͘Z͘ΑϮϬϬ͘ϯϮϮͿ͘A non-ĨĞĚĞƌĂůĞŶƟƚLJ
ƚŚĂƚŝƐĂƐƚĂƚĞĂŐĞŶĐLJŽƌĂŐĞŶĐLJŽĨĂƉŽůŝƟĐĂůƐƵďĚŝǀŝƐŝŽŶŽĨĂƐƚĂƚĞĂŶĚŝƚƐĐŽŶƚƌĂĐƚŽƌƐŵƵƐƚ ĐŽŵƉůLJǁŝƚŚ^ĞĐƟŽŶϲϬϬϮŽĨƚŚĞ^ŽůŝĚtĂƐƚĞŝƐƉŽƐĂůĐƚ͕ĂƐĂŵĞŶĚĞĚďLJƚŚĞZĞƐŽƵƌĐĞ ŽŶƐĞƌǀĂƟŽŶĂŶĚZĞĐŽǀĞƌLJĐƚ͘dŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨ^ĞĐƟŽŶϲϬϬϮŝŶĐůƵĚĞƉƌŽĐƵƌŝŶŐŽŶůLJŝƚĞŵƐ ĚĞƐŝŐŶĂƚĞĚŝŶŐƵŝĚĞůŝŶĞƐŽĨƚŚĞ
ŶǀŝƌŽŶŵĞŶƚĂůWƌŽƚĞĐƟŽŶŐĞŶĐLJ;
WͿĂƚϰϬ͘&͘Z͘ΑϮϰϳƚŚĂƚ
ĐŽŶƚĂŝŶƚŚĞŚŝŐŚĞƐƚƉĞƌĐĞŶƚĂŐĞŽĨƌĞĐŽǀĞƌĞĚŵĂƚĞƌŝĂůƐƉƌĂĐƟĐĂďůĞ͕ consistent with maintaining a ƐĂƟƐĨĂĐƚŽƌLJůĞǀĞůŽĨĐŽŵƉĞƟƟŽŶ͕ǁŚĞƌĞƚŚĞƉƵƌĐŚĂƐĞƉƌŝĐĞŽĨƚŚĞŝƚĞŵĞdžĐĞĞĚƐΨϭϬ͕ϬϬϬŽƌƚŚĞ ǀĂůƵĞŽĨƚŚĞƋƵĂŶƟƚLJĂĐƋƵŝƌĞĚĚƵƌŝŶŐƚŚĞƉƌĞĐĞĚŝŶŐĮƐĐĂůLJĞĂƌĞdžĐĞĞĚĞĚΨϭϬ͕ϬϬϬ͖ƉƌŽĐƵƌŝŶŐ solid waste management services in a mĂŶŶĞƌƚŚĂƚŵĂdžŝŵŝnjĞƐĞŶĞƌŐLJĂŶĚƌĞƐŽƵƌĐĞƌĞĐŽǀĞƌLJ͖ ĂŶĚĞƐƚĂďůŝƐŚŝŶŐĂŶĂĸƌŵĂƟǀĞƉƌŽĐƵƌĞŵĞŶƚƉƌŽŐƌĂŵĨŽƌƉƌŽĐƵƌĞŵĞŶƚŽĨƌĞĐŽǀĞƌĞĚŵĂƚĞƌŝĂůƐ ŝĚĞŶƟĮĞĚŝŶƚŚĞ
WŐƵŝĚĞůŝŶĞƐ͘

xiii) &

Z>^
>;^Ϳ͕>K'K^͕E&>'^͘ The Supplier cannot use the seal(s), logos, crests, ŽƌƌĞƉƌŽĚƵĐƟŽŶƐŽĨŇĂŐƐŽƌůŝŬĞŶĞƐƐĞƐŽĨ&ĞĚĞƌĂůĂŐĞŶĐLJŽĸĐŝĂůƐǁŝƚŚŽƵƚƐƉĞĐŝĮĐƉƌĞ-approval.

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#






ATTACHMENT A
479
030425-PDMS

v052824 7

xiv) EKK>/'d/KEz&

Z>'Ks
ZED
Ed͘ dŚĞh͘^͘ĨĞĚĞƌĂůŐŽǀĞƌŶŵĞŶƚŝƐŶŽƚĂƉĂƌƚLJ
ƚŽƚŚŝƐŐƌĞĞŵĞŶƚŽƌĂŶLJƉƵƌĐŚĂƐĞďLJĂWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂŶĚŝƐŶŽƚƐƵďũĞĐƚƚŽĂŶLJŽďůŝŐĂƟŽŶƐ
ŽƌůŝĂďŝůŝƟĞƐƚŽƚŚĞWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͕^ƵƉƉůŝĞƌ͕ŽƌĂŶLJŽƚŚĞƌƉĂƌƚLJƉĞƌƚĂŝŶŝŶŐƚŽĂŶLJŵĂƩĞƌ ƌĞƐƵůƟŶŐĨƌŽŵƚŚĞŐƌĞĞŵĞŶƚŽƌĂŶLJƉƵƌĐŚĂƐĞďLJĂŶĂƵƚŚŽƌŝnjĞĚƵƐĞƌ ͘

xv) WZK'ZD&ZhE&>^
KZ&Zhh>
Ed^dd
D
Ed^KZZ
>d
d^͘ The
ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚϯϭh͘^͘͘Αϯϴ;ĚŵŝŶŝƐƚƌĂƟǀĞZĞŵĞĚŝĞƐĨŽƌ&ĂůƐĞůĂŝŵƐĂŶĚ ^ƚĂƚĞŵĞŶƚƐͿĂƉƉůŝĞƐƚŽƚŚĞ^ƵƉƉůŝĞƌ͛ƐĂĐƟŽŶƐƉĞƌƚĂŝŶŝŶŐƚŽƚŚŝƐŐƌĞĞŵĞŶƚŽƌĂŶLJƉƵƌĐŚĂƐĞďLJĂ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͘

xvi) &

Z>
d͘ dŚĞ^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚŝƚŝƐŶŽŶ-ĚĞůŝŶƋƵĞŶƚŝŶŝƚƐƌĞƉĂLJŵĞŶƚŽĨĂŶLJ ĨĞĚĞƌĂůĚĞďƚ͘
džĂŵƉůĞƐŽĨƌĞůĞǀĂŶƚĚĞďƚŝŶĐůƵĚĞĚĞůŝŶƋƵĞŶƚƉĂLJƌŽůůĂŶĚŽƚŚĞƌƚĂdžĞƐ͕ĂƵĚŝƚ ĚŝƐĂůůŽǁĂŶĐĞ͕ĂŶĚďĞŶĞĮƚŽǀĞƌƉĂLJŵĞŶƚƐ͘

xvii) KE&>/d^K&/Ed
Z
^d͘ dŚĞ^ƵƉƉůŝĞƌŵƵƐƚŶŽƟĨLJƚŚĞh͘^͘KĸĐĞŽĨ'ĞŶĞƌĂů^ĞƌǀŝĐĞƐ͕ ^ŽƵƌĐĞǁĞůů͕ĂŶĚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂƐƐŽŽŶĂƐƉŽƐƐŝďůĞŝĨƚŚŝƐŐƌĞĞŵĞŶƚŽƌĂŶLJĂƐƉĞĐƚƌĞůĂƚĞĚ ƚŽƚŚĞĂŶƟĐŝƉĂƚĞĚǁŽƌŬƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚƌĂŝƐĞƐĂŶĂĐƚƵĂůŽƌƉŽƚĞŶƟĂůĐŽŶŇŝĐƚŽĨŝŶƚĞƌĞƐƚ(as ĚĞƐĐƌŝďĞĚŝŶϮ͘&͘Z͘WĂƌƚϮϬϬͿ͘dŚĞ^ƵƉƉůŝĞƌŵƵƐƚĞdžƉůĂŝŶƚŚĞĂĐƚƵĂůŽƌƉŽƚĞŶƟĂůĐŽŶŇŝĐƚŝŶ ǁƌŝƟŶŐŝŶƐƵĸĐŝĞŶƚĚĞƚĂŝůƐŽƚŚĂƚƚŚĞh͘^͘KĸĐĞŽĨ'ĞŶĞƌĂů^ĞƌǀŝĐĞƐ͕^ŽƵƌĐĞǁĞůů͕ĂŶĚ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂƌĞĂďůĞƚŽĂƐƐĞƐƐƚŚĞĂĐƚƵĂůŽƌƉŽƚĞŶƟĂůĐŽŶŇŝĐƚ͖ĂŶĚƉƌŽǀŝĚĞĂŶLJĂĚĚŝƟŽŶĂů ŝŶĨŽƌŵĂƟŽŶĂƐŶĞĐĞƐƐĂƌLJŽƌƌĞƋƵĞƐƚĞĚ͘

xviii) h͘^͘
y
hd/s
KZ
ZϭϯϮϮϰ͘ The Supplier, and its subcontractors, must comply with h͘^͘
džĞĐƵƟǀĞKƌĚĞƌϭϯϮϮϰĂŶĚh͘^͘>ĂǁƐƚŚĂƚƉƌŽŚŝďŝƚƚƌĂŶƐĂĐƟŽŶƐǁŝƚŚĂŶĚƉƌŽǀŝƐŝŽŶŽĨ ƌĞƐŽƵƌĐĞƐĂŶĚƐƵƉƉŽƌƚƚŽŝŶĚŝǀŝĚƵĂůƐĂŶĚŽƌŐĂŶŝnjĂƟŽŶƐĂƐƐŽĐŝĂƚĞĚǁŝƚŚƚĞƌƌŽƌŝƐŵ͘

xix) WZK,//d/KEKE
Zd/Ed
>
KDDhE/d/KE^Es/
K^hZs
/>>E

^
Zs/
^KZ
Yh/WD
Ed͘ dŽƚŚĞĞdžƚĞŶƚĂƉƉůŝĐĂďůĞ͕^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨ ƚŚŝƐŐƌĞĞŵĞŶƚŝƚǁŝůůĐŽŵƉůLJǁŝƚŚĂƉƉůŝĐĂďůĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨϮ͘& ͘Z͘ΑϮϬϬ͘Ϯϭϲ͘

xx) KD
^d/WZ
&
Z
E
^&KZWZKhZ
D
Ed^͘ To the extent applicable, Supplier
ĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕^ƵƉƉůŝĞƌǁŝůůĐŽŵƉůLJǁŝƚŚĂƉƉůŝĐĂďůĞ ƌĞƋƵŝƌĞŵĞŶƚƐŽĨϮ͘&͘Z͘ΑϮϬϬ͘ϯϮϮ͘

ƌƟĐůĞϮ͗
^ŽƵƌĐĞǁĞůůĂŶĚ^ƵƉƉůŝĞƌKďůŝŐĂƟŽŶƐ

dŚĞdĞƌŵƐŝŶƚŚŝƐƌƟĐůĞϮƌĞůĂƚĞƐƉĞĐŝĮĐĂůůLJƚŽ^ŽƵƌĐĞǁĞůůĂŶĚŝƚƐĂĚŵŝŶŝƐƚƌĂƟŽŶŽĨƚŚŝƐDĂƐƚĞƌ ŐƌĞĞŵĞŶƚǁŝƚŚ^ƵƉƉůŝĞƌĂŶĚ^ƵƉƉůŝĞƌ͛ƐŽďůŝŐĂƟŽŶƐƚŚĞƌĞƵŶĚĞƌ ͘

1) ƵƚŚŽƌŝnjĞĚ^ĞůůĞƌƐ͘^ƵƉƉůŝĞƌŵƵƐƚƉƌŽǀŝĚĞ^ŽƵƌĐĞǁĞůůĂĐƵƌƌĞŶƚŵĞĂŶƐƚŽǀĂůŝĚĂƚĞŽƌĂƵƚŚĞŶƟĐĂƚĞ ^ƵƉƉůŝĞƌ͛ƐĂƵƚŚŽƌŝnjĞĚĚĞĂůĞƌƐ͕ĚŝƐƚƌŝďƵƚŽƌƐ͕ŽƌƌĞƐĞůůĞƌƐǁŚŝĐŚŵĂLJĐŽŵƉůĞƚĞƚƌĂŶƐĂĐƟŽŶƐŽĨ/ŶĐůƵĚĞĚ ^ŽůƵƟŽŶƐŽīĞƌĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘^ŽƵƌĐĞǁĞůůŵĂLJƌĞƋƵĞƐƚƵƉĚĂƚĞĚŝŶĨŽƌŵĂƟŽŶŝŶŝƚƐ ĚŝƐĐƌĞ
ƟŽŶ͕ĂŶĚ^ƵƉƉůŝĞƌĂŐƌĞĞƐƚŽƉƌŽǀŝĚĞƌĞƋƵĞƐƚĞĚŝŶĨŽƌŵĂƟŽŶǁŝƚŚŝŶĂƌĞĂƐŽŶĂďůĞƟŵĞ͘

2) WƌŽĚƵĐƚĂŶĚWƌŝĐĞŚĂŶŐĞƐZĞƋƵŝƌĞŵĞŶƚƐ͘ ^ƵƉƉůŝĞƌŵĂLJƌĞƋƵĞƐƚ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐchanges, ĂĚĚŝƟŽŶƐ͕ŽƌĚĞůĞƟŽŶƐĂƚĂŶLJƟŵĞ͘ůůƌĞƋƵĞƐƚƐŵƵƐƚďĞŵĂĚĞŝŶǁƌŝƟŶŐďLJƐƵďŵŝƫŶŐĂ^ŽƵƌĐĞǁĞůů WƌŝĐĞĂŶĚWƌŽĚƵĐƚŚĂŶŐĞZĞƋƵĞƐƚ&ŽƌŵƚŽ^ŽƵƌĐĞǁĞůů͘ƚĂŵŝŶŝŵƵŵ͕ƚŚĞƌĞƋƵĞƐƚŵƵƐƚ͗ "!


#






ATTACHMENT A
480
030425-PDMS

v052824 8

x /ĚĞŶƟĨLJƚŚĞĂƉƉůŝĐĂďůĞ^ŽƵƌĐĞǁĞůůŐƌĞĞŵĞŶƚŶƵŵďĞƌ͖
x ůĞĂƌůLJƐƉĞĐŝĨLJƚŚĞƌĞƋƵĞƐƚĞĚĐŚĂŶŐĞ͖
x WƌŽǀŝĚĞƐƵĸĐŝĞŶƚĚĞƚĂŝůƚŽũƵƐƟĨLJƚŚĞƌĞƋƵĞƐƚĞĚĐŚĂŶŐĞ͖ x /ŶĚŝǀŝĚƵĂůůLJůŝƐƚĂůů/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐĂīĞĐƚĞĚďLJƚŚĞƌĞƋƵĞƐƚĞĚĐŚĂŶŐĞ͕ĂůŽŶŐǁŝƚŚƚŚĞ ƌĞƋƵĞƐƚĞĚĐŚĂŶŐĞ;Ğ͘Ő͕͘ĂĚĚŝƟŽŶ͕ĚĞůĞƟŽŶ͕ƉƌŝĐĞĐŚĂŶŐĞͿ͖ĂŶĚ x /ŶĐůƵĚĞĂĐŽŵƉůĞƚĞƌĞƐƚĂƚĞŵĞŶƚŽĨWƌŝĐŝŶŐ>ŝƐƚǁŝƚŚƚŚĞĞīĞĐƟǀĞĚĂƚĞŽĨƚŚĞŵŽĚŝĮĞĚƉƌŝĐŝŶŐ͕ ŽƌƉƌŽĚƵĐƚĂĚĚŝƟŽŶŽƌĚĞůĞƟŽŶ͘dŚĞŶĞǁƉƌŝĐŝŶŐƌĞƐƚĂƚĞŵĞŶƚŵƵƐƚŝŶĐůƵĚĞĂůů/ŶĐůƵĚĞĚ ^ŽůƵƟŽŶƐŽīĞƌĞĚ͕ĞǀĞŶĨŽƌƚŚŽƐĞŝƚĞŵƐǁŚĞƌĞƉƌŝĐŝŶŐƌĞŵĂŝŶƐƵŶĐŚĂŶŐĞĚ͘

ĨƵůůLJĞdžĞĐƵƚĞĚ^ŽƵƌĐĞǁĞůůWƌŝĐĞĂŶĚWƌŽĚƵĐƚŚĂŶŐĞZĞƋƵĞƐƚ&ŽƌŵǁŝůůďĞĐŽŵĞĂŶĂŵĞŶĚŵĞŶƚƚŽ ƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚǁŝůůďĞŝŶĐŽƌƉŽƌĂƚĞĚďLJƌĞĨĞƌĞŶĐĞ͘

ϯͿ ƵƚŚŽƌŝnjĞĚZĞƉƌĞƐĞŶƚĂƟǀĞ͘ ^ƵƉƉůŝĞƌǁŝůůĂƐƐŝŐŶĂŶƵƚŚŽƌŝnjĞĚZĞƉƌĞƐĞŶƚĂƟǀĞƚŽ^ŽƵƌĐĞǁĞůůĨŽƌƚŚŝƐ ŐƌĞĞŵĞŶƚĂŶĚŵƵƐƚƉƌŽǀŝĚĞƉƌŽŵƉƚŶŽƟĐĞƚŽ^ŽƵƌĐĞǁĞůůŝĨƚŚĂƚƉĞƌƐŽŶŝƐĐŚĂŶŐĞĚ͘dŚĞƵƚŚŽƌŝnjĞĚ ZĞƉƌĞƐĞŶƚĂƟǀĞǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌ͗
x DĂŝŶƚĞŶĂŶĐĞĂŶĚŵĂŶĂŐĞŵĞŶƚŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͖
x dŝŵĞůLJƌĞƐƉŽŶƐĞƚŽĂůů^ŽƵƌĐĞǁĞůůĂŶĚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŝŶƋƵŝƌŝĞƐ͖ĂŶĚ
x WĂƌƟĐŝƉĂƟŽŶŝŶƌĞǀŝĞǁƐǁŝƚŚ^ŽƵƌĐĞǁĞůů͘

^ŽƵƌĐĞǁĞůůΖƐƵƚŚŽƌŝnjĞĚZĞƉƌĞƐĞŶƚĂƟǀĞŝƐŝƚƐŚŝĞĨWƌŽĐƵƌĞŵĞŶƚKĸĐĞƌ.

4) WĞƌĨŽƌŵĂŶĐĞZĞǀŝĞǁƐ͘ Supplier will ƉĞƌĨŽƌŵĂŵŝŶŝŵƵŵŽĨŽŶĞƌĞǀŝĞǁǁŝƚŚ^ŽƵƌĐĞǁĞůůƉĞƌ ĂŐƌĞĞŵĞŶƚLJĞĂƌ ͘dŚĞƌĞǀŝĞǁǁŝůůĐŽǀĞƌƚƌĂŶƐĂĐƟŽŶƐƚŽWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ͕ƉƌŝĐŝŶŐĂŶĚƚĞƌŵƐ͕
ĂĚŵŝŶŝƐƚƌĂƟǀĞĨĞĞƐ͕ƐĂůĞƐĚĂƚĂƌĞƉŽƌƚƐ͕ƉĞƌĨŽƌŵĂŶĐĞŝƐƐƵĞƐ͕ƐƵƉƉůLJ chain issues, customer issues, and ĂŶLJŽƚŚĞƌŶĞĐĞƐƐĂƌLJŝŶĨŽƌŵĂƟŽŶ͘

5) ^ĂůĞƐZĞƉŽƌƟŶŐZĞƋƵŝƌĞĚ͘ ^ƵƉƉůŝĞƌŝƐƌĞƋƵŝƌĞĚĂƐĂŵĂƚĞƌŝĂůĞůĞŵĞŶƚƚŽƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚƚŽ ƌĞƉŽƌƚĂůůĐŽŵƉůĞƚĞĚƚƌĂŶƐĂĐƟŽŶƐǁŝƚŚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐƵƟůŝnjŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͘&ĂŝůƵƌĞƚŽ
provide complete and accurate ƌĞƉŽƌƚƐĂƐĚĞĮŶĞĚŚĞƌĞŝŶǁŝůůďĞĂŵĂƚĞƌŝĂůďƌĞĂĐŚŽĨƚŚĞŐƌĞĞŵĞŶƚ ĂŶĚ^ŽƵƌĐĞǁĞůůƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽƉƵƌƐƵĞĂůůƌĞŵĞĚŝĞƐĂǀĂŝůĂďůĞĂƚůĂǁŝŶĐůƵĚŝŶŐĐĂŶĐĞůůĂƟŽŶŽĨ this Agreement.

6) ZĞƉŽƌƟŶŐZĞƋƵŝƌĞŵĞŶƚƐ͘ ^ƵƉƉůŝĞƌŵƵƐƚƉƌŽǀŝĚĞ^ŽƵƌĐĞǁĞůůĂŶĂĐƟǀŝƚLJƌĞƉŽƌƚŽĨĂůůƚƌĂŶƐĂĐƟŽŶƐ ĐŽŵƉůĞƚĞĚƵƟůŝnjŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͘ZĞƉŽƌƚƐĂƌĞĚƵĞĂƚůĞĂƐƚŽŶĐĞĞĂĐŚĐĂůĞŶĚĂƌƋƵĂƌƚĞƌ;ZĞƉŽƌƟŶŐ WĞƌŝŽĚͿ͘ZĞƉŽƌƚƐŵƵƐƚďĞƌĞĐĞŝǀĞĚŶŽůĂƚĞƌƚŚĂŶϰϱĐĂůĞŶĚĂƌĚĂLJƐĂŌĞƌƚŚĞĞŶĚŽĨĞĂch calendar ƋƵĂƌƚĞƌ ͘^ƵƉƉůŝĞƌŵĂLJƌĞƉŽƌƚŽŶĂŵŽƌĞĨƌĞƋƵĞŶƚďĂƐŝƐŝŶŝƚƐĚŝƐĐƌĞƟŽŶ͘ZĞƉŽƌƚƐŵƵƐƚďĞƉƌŽǀŝĚĞĚ ƌĞŐĂƌĚůĞƐƐŽĨƚŚĞĂŵŽƵŶƚŽĨĐŽŵƉůĞƚĞĚƚƌĂŶƐĂĐƟŽŶƐĚƵƌŝŶŐƚŚĂƚƋƵĂƌƚĞƌ;ŝ͘Ğ͕͘ŝĨƚŚĞƌĞĂƌĞŶŽƐĂůĞƐ͕ Supplier must submit a ƌĞ
ƉŽƌƚŝŶĚŝĐĂƟŶŐŶŽƐĂůĞƐǁĞƌĞŵĂĚĞͿ͘

dŚĞZĞƉŽƌƚŵƵƐƚĐŽŶƚĂŝŶƚŚĞĨŽůůŽǁŝŶŐĮĞůĚƐ͗
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJEĂŵĞ;Ğ͘Ő͕͘ŝƚLJŽĨ^ƚĂƉůĞƐ,ŝŐŚǁĂLJĞƉĂƌƚŵĞŶƚͿ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJWŚLJƐŝĐĂů^ƚƌĞĞƚĚĚƌĞƐƐ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŝƚLJ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ^ƚĂƚĞͬWƌŽǀŝŶĐĞ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŝƉͬWŽƐƚĂůŽĚĞ͖
x ^ŽƵƌĐĞǁĞůůWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJAccount Number;
x dƌĂŶƐĂĐƟŽŶĞƐĐƌŝƉƟŽŶ͖
"!


#






ATTACHMENT A
481
030425-PDMS

v052824 9

x dƌĂŶƐĂĐƟŽŶWƵƌĐŚĂƐĞĚWƌŝĐĞ͖
x ^ŽƵƌĐĞǁĞůůĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƉƉůŝĞĚ͖ĂŶĚ
x ĂƚĞdƌĂŶƐĂĐƟŽŶǁĂƐŝŶǀŽŝĐĞĚͬƐĂůĞǁĂƐƌĞĐŽŐŶŝnjĞĚĂƐƌĞǀĞŶƵĞďLJ^ƵƉƉůŝĞƌ ͘

/Ĩcollected by Supplier, ƚŚĞZĞƉŽƌƚŵĂLJŝŶĐůƵĚĞƚŚĞĨŽůůŽǁŝŶŐĮĞůĚƐĂƐĂǀĂŝůĂďůĞ͗ x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŽŶƚĂĐƚEĂŵĞ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŽŶƚĂĐƚ
ŵĂŝůĚĚƌĞƐƐ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŽŶƚĂĐƚdĞůĞƉŚŽŶĞEƵŵďĞƌ͖

7) ĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞ͘ /ŶĐŽŶƐŝĚĞƌĂƟŽŶĨŽƌƚŚĞƐƵƉƉŽƌƚĂŶĚƐĞƌǀŝĐĞƐƉƌŽǀŝĚĞĚďLJ^ŽƵƌĐĞǁĞůů͕^ƵƉƉůŝĞƌ ǁŝůůƉĂLJĂŶĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƚŽ^ŽƵƌĐĞǁĞůůŽŶĂůůĐŽŵƉůĞƚĞĚƚƌĂŶƐĂĐƟŽŶƐƚŽWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ
ƵƟůŝnjŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌǁŝůůŝŶĐůƵĚĞŝƚƐĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞǁŝƚŚin its proposed pricing. ^ƵƉƉůŝĞƌŵĂLJŶŽƚĚŝƌĞĐƚůLJĐŚĂƌŐĞWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐƚŽŽīƐĞƚƚŚĞĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞ͘

8) &ĞĞĂůĐƵůĂƟŽŶ͘ ^ƵƉƉůŝĞƌ͛ƐĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƉĂLJĂďůĞƚŽ^ŽƵƌĐĞǁĞůůǁŝůůďĞĐĂůĐƵůĂƚĞĚĂƐĂƐƚĂƚĞĚ ƉĞƌĐĞŶƚĂŐĞ;ůŝƐƚĞĚŝŶ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂůͿŽĨĂůůĐŽŵƉůĞƚĞĚƚƌĂŶƐĂĐƟŽŶƐƵƟůŝnjŝŶŐƚŚŝƐDĂƐƚĞƌ ŐƌĞĞŵĞŶƚǁŝƚŚŝŶƚŚĞƉƌĞĐĞĚŝŶŐZĞƉŽƌƟŶŐWĞƌŝŽĚ͘ For certain categories, a ŇĂƚĨĞĞ may be proposed. dŚĞĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞǁŝůůďĞƐƚĂƚĞĚŝŶ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂů.

9) &ĞĞZĞŵŝƩĂŶĐĞ͘ ^ƵƉƉůŝĞƌǁŝůůƌĞŵŝƚĨĞĞƚŽ^ŽƵƌĐĞǁĞůůŶŽůĂƚĞƌƚŚĂŶϰϱĐĂůĞŶĚĂƌĚĂLJƐĂŌĞƌƚŚĞĐůŽƐĞ ŽĨƚŚĞƉƌĞĐĞĚŝŶŐĐĂůĞŶĚĂƌƋƵĂƌƚĞƌŝŶĐŽŶũƵŶĐƟŽŶǁŝƚŚ^ƵƉƉůŝĞƌ͛ƐZĞƉŽƌƟŶŐWĞƌŝŽĚŽďůŝŐĂƟŽŶƐ ĚĞĮŶĞĚŚĞƌĞŝŶ͘WĂLJŵĞŶƚƐƐŚŽƵůĚŶŽƚĞƚŚĞ^ƵƉƉůŝĞƌ͛ƐŶĂŵĞĂŶĚ^ŽƵƌĐĞǁĞůů-assigned Agreement number in the memo; and must be either mailed to Sourcewell ĂďŽǀĞ͞ƩŶ͗ĐĐŽƵŶƚƐZĞĐĞŝǀĂďůĞ͟Žƌ ƌĞŵŝƩĞĚĞůĞĐƚƌŽŶŝĐĂůůLJƚŽ^ŽƵƌĐĞǁĞůů͛ƐďĂŶŬŝŶŐŝŶƐƟƚƵƟŽŶƉĞƌ^ŽƵƌĐĞǁĞůů͛Ɛ&ŝŶĂŶĐĞĚĞƉĂƌƚŵĞŶƚ ŝŶƐƚƌƵĐƟŽŶƐ͘

10) EŽŶĐŽŵƉůŝĂŶĐĞ͘ Sourcewell reserves the right to seek all remedies available ĂƚůĂǁĨŽƌƵŶƉĂŝĚŽƌ ƵŶĚĞƌƉĂŝĚĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƐĚƵĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘&ĂŝůƵƌĞƚŽƌĞŵŝƚƉĂLJŵĞŶƚ͕ĚĞůŝŶƋƵĞŶƚ payments͕ƵŶĚĞƌƉĂLJŵĞŶƚƐ͕ŽƌŽƚŚĞƌĚĞǀŝĂƟŽŶƐĨƌŽŵƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚŵĂLJďĞ ĚĞĞŵĞĚĂŵĂƚĞƌŝĂůďƌĞĂĐŚĂŶĚŵĂLJƌĞƐƵůƚŝŶĐĂŶĐĞůůĂƟŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚĚŝƐďĂƌŵĞŶƚĨƌŽŵ ĨƵƚƵƌĞŐƌĞĞŵĞŶƚƐ͘

11) ƵĚŝƚZĞƋƵŝƌĞŵĞŶƚƐ͘ Pursuant to Minn. Stat. Α 16C.05, subdivision 5, the books, records, ĚŽĐƵŵĞŶƚƐ͕ĂŶĚĂĐĐŽƵŶƟŶŐƉƌŽĐĞĚƵƌĞƐĂŶĚƉƌĂĐƟĐĞƐƌĞůĞǀĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞƐƵďũĞĐƚƚŽ ĞdžĂŵŝŶĂƟŽŶďLJ^ŽƵƌĐĞǁĞůůand ƚŚĞ
DŝŶŶĞƐŽƚĂ^ƚĂƚĞƵĚŝƚŽƌĨŽƌĂŵŝŶŝŵƵŵŽĨƐŝdžLJĞĂƌƐĨƌŽŵƚŚĞĞŶĚ ŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌĂŐƌĞĞƐƚŽĨƵůůLJĐŽŽƉĞƌĂƚĞǁŝƚŚ^ŽƵƌĐĞǁĞůůŝŶĂƵĚŝƟŶŐƚƌĂŶƐĂĐƟŽŶƐƵŶĚĞƌ ƚŚŝƐŐƌĞĞŵĞŶƚƚŽĞŶƐƵƌĞĐŽŵƉůŝĂŶĐĞǁŝƚŚƉƌŝĐŝŶŐƚĞƌŵƐ͕ĐŽƌƌĞĐƚĐĂůĐƵůĂƟŽŶĂŶĚƌĞŵŝƩĂŶĐĞŽĨ ĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƐ͕ĂŶĚǀĞƌŝĮĐĂƟŽŶ ŽĨƚƌĂŶƐĂĐƟŽŶƐĂƐŵĂLJďĞƌĞƋƵĞƐƚĞĚďLJĂWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJŽƌ
Sourcewell. ^ŽƵƌĐĞǁĞůůƐŚĂůůƵƐĞĐŽŵŵĞƌĐŝĂůůLJƌĞĂƐŽŶĂďůĞĞīŽƌƚƚŽƉƌŽǀŝĚĞ Supplier with ŶŽƟĐĞŽĨ ĂƵĚŝƚϯϬĚĂLJƐŝŶĂĚǀĂŶĐĞ͘^ƵĐŚĂƵĚŝƚƐƐŚĂůůŽĐĐƵƌŝŶĂŵĂŶŶĞƌƚŚĂƚĚŽĞƐŶŽƚƵŶƌĞĂƐŽŶĂďůLJŝŶƚĞƌĨĞƌĞ ǁŝƚŚ^ƵƉƉůŝĞƌ͛ƐďƵƐŝŶĞƐƐŽƉĞƌĂƟŽŶƐ͘

12) ƐƐŝŐŶŵĞŶƚ͕dƌĂŶƐĨĞƌ͕ĂŶĚĚŵŝŶŝƐƚƌĂƟǀĞŚĂŶŐĞƐ͘^ƵƉƉůŝĞƌŵĂLJŶŽƚĂƐƐŝŐŶŽƌŽƚŚĞƌǁŝƐĞƚƌĂŶƐĨĞƌŝƚƐ ƌŝŐŚƚƐŽƌŽďůŝŐĂƟŽŶƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚǁŝƚŚŽƵƚƚŚĞƉƌŝŽƌǁƌŝƩĞŶĐŽŶƐĞŶƚŽĨ^ŽƵƌĐĞǁĞůů͘^ƵĐŚ consent will not be unreasonably withheld. Sourcewell reserves the right to unilaterally assign all or ƉŽƌƟŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚǁŝƚŚŝŶŝƚƐƐŽůĞĚŝƐĐƌĞƟŽŶƚŽĂĚĚƌĞƐƐĐŽƌƉŽƌĂƚĞƌĞƐƚƌƵĐƚƵƌŝŶŐƐ͕ŵĞƌŐĞƌƐ͕ ĂĐƋƵŝƐŝƟŽŶƐ͕ŽƌŽƚŚĞƌĐŚĂŶŐĞƐƚŽƚŚĞZesponsible Party and named in the Agreement. Any prohibited "!


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ATTACHMENT A
482
030425-PDMS

v052824 10

ĂƐƐŝŐŶŵĞŶƚŝƐŝŶǀĂůŝĚ͘hƉŽŶƌĞƋƵĞƐƚ ^ŽƵƌĐĞǁĞůůŵĂLJŵĂŬĞĂĚŵŝŶŝƐƚƌĂƟǀĞĐŚĂŶŐĞƐƚŽĂŐƌĞĞŵĞŶƚ ĚŽĐƵŵĞŶƚĂƟŽŶƐƵĐŚĂƐŶĂŵĞĐŚĂŶŐĞƐ͕ĂĚĚƌĞƐƐĐŚĂŶŐĞƐ͕ĂŶĚŽƚŚĞƌŶŽŶ-material updates as determined ǁŝƚŚŝŶŝƚƐƐŽůĞĚŝƐĐƌĞƟŽŶ͘ &ŽƌƉƵƌƉŽƐĞƐŽĨĐůĂƌŝƚLJ͕ĂŶLJŵĞƌŐĞƌ͕ĐŽŶƐŽůŝĚĂƟŽŶ͕Žƌ ƌĞŽƌŐĂŶŝnjĂƟŽŶŝŶǀŽůǀŝŶŐSupplier ;ƌĞŐĂƌĚůĞƐƐŽĨǁŚĞƚŚĞƌSupplier is a surviving or disappearing ĞŶƟƚLJͿǁŝůůŶŽƚďĞĐŽŶƐŝĚĞƌĞĚĂƚƌĂŶƐĨĞƌŽĨƌŝŐŚƚƐ͕ŽďůŝŐĂƟŽŶƐ͕ŽƌƉĞƌĨŽƌŵĂŶĐĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͕ and Supplier will not be obligated to ŽďƚĂŝŶĐŽŶƐĞŶƚĨƌŽŵSourcewell; however, Supplier shall ƉƌŽǀŝĚĞƌĞĂƐŽŶĂďůĞŶŽƟĐĞƚŽ^ŽƵƌĐĞǁĞůůĂŌĞƌ ƐĂŝĚƚƌĂŶƐĨĞƌ.

ϭϯͿ ŵĞŶĚŵĞŶƚƐ͘ ŶLJŵĂƚĞƌŝĂůĐŚĂŶŐĞƚŽƚŚŝƐŐƌĞĞŵĞŶƚŵƵƐƚďĞĞdžĞĐƵƚĞĚŝŶǁƌŝƟŶŐƚŚƌŽƵŐŚĂŶ ĂŵĞŶĚŵĞŶƚĂŶĚǁŝůůŶŽƚďĞĞīĞĐƟǀĞƵŶƟůŝƚŚĂƐďĞĞŶĚƵůLJĞdžĞĐƵƚĞĚďLJƚŚĞƉĂƌƟĞƐ.

14) tĂŝǀĞƌ͘ Failure by Sourcewell to ĞŶĨŽƌĐĞany right under this Agreement will not be deemed a waiver ŽĨƐƵĐŚƌŝŐŚƚŝŶƚŚĞĞǀĞŶƚŽĨƚŚĞĐŽŶƟŶƵĂƟŽŶŽƌƌĞƉĞƟƟŽŶŽĨƚŚĞĐŝƌĐƵŵƐƚĂŶĐĞƐŐŝǀŝŶŐƌŝƐĞƚŽƐƵĐŚ right.

15) ŽŵƉůĞƚĞŐƌĞĞŵĞŶƚ͘ dŚŝƐŐƌĞĞŵĞŶƚƌĞƉƌĞƐĞŶƚƐƚŚĞĐŽŵƉůĞƚĞĂŐƌĞĞŵĞŶƚďĞƚǁĞĞŶƚŚĞƉĂƌƟĞƐ ĨŽƌ ƚŚĞƐĐŽƉĞĂƐĚĞĮŶĞĚŚĞƌĞŝŶ͘^ƵƉƉůŝĞƌĂŶĚ^ŽƵƌĐĞǁĞůůŵĂLJĞŶƚĞƌŝŶƚŽƐĞƉĂƌĂƚĞǁƌŝƩĞŶĂŐƌĞĞŵĞŶƚƐ ƌĞůĂƟŶŐƐƉĞĐŝĮĐĂůůLJƚŽƚƌĂŶƐĂĐƟŽŶƐŽƵƚƐŝĚĞŽĨƚŚĞƐĐŽƉĞŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘

16) ZĞůĂƟŽŶƐŚŝƉŽĨ^ŽƵƌĐĞǁĞůůĂŶĚ^ƵƉƉůŝĞƌ͘ This Agreement does not create a partnership, joint ǀĞŶƚƵƌĞ͕ŽƌĂŶLJŽƚŚĞƌƌĞůĂƟŽŶƐŚŝƉƐƵĐŚĂƐĞŵƉůŽLJĞĞ͕ŝŶĚĞƉĞŶĚĞŶƚĐŽŶƚƌĂĐƚŽƌ͕ŵĂƐƚĞƌ-servant, or principal-agent.

17) /ŶĚĞŵŶŝĮĐĂƟŽŶ͘ ^ƵƉƉůŝĞƌŵƵƐƚŝŶĚĞŵŶŝĨLJ͕ĚĞĨĞŶĚ͕ƐĂǀĞ͕ĂŶĚŚŽůĚ^ŽƵƌĐĞǁĞůů͕ŝŶĐůƵĚŝŶŐƚŚĞŝƌ ĞŵƉůŽLJĞĞƐ͕ŚĂƌŵůĞƐƐĨƌŽŵĂŶLJĐůĂŝŵƐŽƌĐĂƵƐĞƐŽĨĂĐƟŽŶ͕ŝŶĐůƵĚŝŶŐĂƩŽƌŶĞLJƐ͛ĨĞĞƐŝŶĐƵƌƌĞĚďLJ ^ŽƵƌĐĞǁĞůů͕ĂƌŝƐŝŶŐŽƵƚŽĨĂŶLJďƌĞĂĐŚŽĨƚŚŝƐŐƌĞĞŵĞŶƚ ŽƌǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚ ŝŶƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨ ƚŚŝƐŐƌĞĞŵĞŶƚďLJƚŚĞ^ƵƉƉůŝĞƌŽƌŝƚƐĂŐĞŶƚƐŽƌĞŵƉůŽLJĞĞƐ͖ƚŚŝƐŝŶĚĞŵŶŝĮĐĂƟŽŶŝŶĐůƵĚĞƐŝŶũƵƌLJŽƌ death to person(s) or real, tangible ƉƌŽƉĞƌƚLJĂůůĞŐĞĚƚŽŚĂǀĞďĞĞŶĐĂƵƐĞĚďLJƐŽŵĞĚĞĨĞĐƚŝŶĚĞƐŝŐŶ͕ ĐŽŶĚŝƟŽŶ͕ŽƌƉĞƌĨŽƌŵĂŶĐĞ ŽĨ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘^ŽƵƌĐĞǁĞůů͛ƐƌĞƐƉŽŶƐŝďŝůŝƚLJ ǁŝůůďĞŐŽǀĞƌŶĞĚďLJƚŚĞ^ƚĂƚĞŽĨDŝŶŶĞƐŽƚĂ͛ƐdŽƌƚ>ŝĂďŝůŝƚLJĐƚ;DŝŶŶĞƐŽƚĂ^ƚĂƚƵƚĞƐŚĂƉƚĞƌϰϲϲͿĂŶĚ other applicable law.
18) >ŝŵŝƚĂƟŽŶŽĨ>ŝĂďŝůŝƚLJ͘
džĐĞƉƚĨŽƌĚĂŵĂŐĞƐĂƌŝƐŝŶŐŽƵƚŽĨůŝĂďŝůŝƚLJǁŚŝĐŚĐĂŶŶŽƚďĞůĂǁĨƵůůLJĞdžĐůƵĚĞĚ or limited, ^ƵƉƉůŝĞƌ͛ƐůŝĂďŝůŝƚLJƐŚĂůůŶŽƚĞdžĐĞĞĚƚŚĞĂŵŽƵŶƚŽĨĂůůƉĂLJŵĞŶƚƐĂĐƚƵĂůůLJpaid by the WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ to Supplier related to the event giving rise to such liability in the 12 month period ƉƌĞ
ĐĞĚŝŶŐƚŚĞĚĂƚĞŽĨƚŚĞĮƌƐƚĞǀĞŶƚŐŝǀŝŶŐƌŝƐĞƚŽƐƵĐŚůŝĂďŝůŝƚLJ͘NeithĞƌƉĂƌƚLJǁŝůůďĞůŝĂďůĞĨŽƌĂŶLJ ƐƉĞĐŝĂů͕ƉƵŶŝƟǀĞ͕ŝŶĚŝƌĞĐƚ͕ŽƌĐŽŶƐĞƋƵĞŶƟĂůĚĂŵĂŐĞƐŝŶĐůƵĚŝŶŐďƵƚŶŽƚůŝŵŝƚĞĚƚŽůŽƐƐŽƌĚĂŵĂŐĞƚŽ ĚĂƚĂ͕ŽƌůŽƐƐŽĨĂŶƟĐŝƉĂƚĞĚƌĞǀĞŶƵĞŽƌƉƌŽĮƚƐ͕ǁŚĞƚŚĞƌŽƌŶŽƚĨŽƌĞƐĞĞĂďůĞĂŶĚǁŚĞƚŚĞƌŽƌŶŽƚƚŚĞ ƉĂƌƚLJŚĂƐďĞĞŶĂĚǀŝƐĞĚŽĨƚŚĞƉŽƐƐŝďŝůŝƚLJŽĨĚĂŵĂŐĞƐ͘

19) ĂƚĂWƌĂĐƟĐĞƐ͘ Supplier and Sourcewell acknowledge Sourcewell is subject to the Minnesota 'ŽǀĞƌŶŵĞŶƚĂƚĂWƌĂĐƟĐĞƐĐƚ͕DŝŶŶĞƐŽƚĂ^ƚĂƚƵƚĞƐŚĂƉƚĞƌϭϯ͘ƐŝƚĂƉƉůŝĞƐƚŽĂůůĚĂƚĂĐƌĞĂƚĞĚĂŶĚ ŵĂŝŶƚĂŝŶĞĚŝŶƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕^ƵƉƉůŝĞƌŵĂLJďĞƐƵďũĞĐƚƚŽƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚŝƐ chapter.

20) 'ƌĂŶƚŽĨ>ŝĐĞŶƐĞ͘
"!


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ATTACHMENT A
483
030425-PDMS

v052824 11

a) ƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͗
i) ^ƵƉƉůŝĞƌWƌŽŵŽƟŽŶ͘ Sourcewell grants to Supplier a royalty-ĨƌĞĞ͕ǁŽƌůĚǁŝĚĞ͕ŶŽŶ-exclusive ƌŝŐŚƚĂŶĚůŝĐĞŶƐĞƚŽƵƐĞƚŚĞƚƌĂĚĞŵĂƌŬ;ƐͿƉƌŽǀŝĚĞĚƚŽ^ƵƉƉůŝĞƌďLJ^ŽƵƌĐĞǁĞůůŝŶĂĚǀĞƌƟƐŝŶŐ͕ ƉƌŽŵŽƟŽŶĂůŵĂƚĞƌŝĂůƐ͕ĂŶĚŝŶĨŽƌŵĂƟŽŶĂůƐŝƚĞƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨŵĂƌŬĞƟŶŐ^ŽƵƌĐĞǁĞůů͛Ɛ Agreement with Supplier.

ii) ^ŽƵƌĐĞǁĞůůWƌŽŵŽƟŽŶ͘ Supplier grants to Sourcewell a royalty-ĨƌĞĞ͕ǁŽƌůĚǁŝĚĞ͕ŶŽŶ- ĞdžĐůƵƐŝǀĞƌŝŐŚƚĂŶĚůŝĐĞŶƐĞƚŽƵƐĞ^ƵƉƉůŝĞƌ͛ƐƚƌĂĚĞŵĂƌŬƐŝŶĂĚǀĞƌƟƐŝŶŐ͕ƉƌŽŵŽƟŽŶĂů ŵĂƚĞƌŝĂůƐ͕ĂŶĚŝŶĨŽƌŵĂƟŽŶĂůƐŝƚĞƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨŵĂƌŬĞƟŶŐ^ƵƉƉůŝĞƌ͛ƐŐƌĞĞŵĞŶƚǁŝƚŚ Sourcewell.
b) >ŝŵŝƚĞĚZŝŐŚƚŽĨ^ƵďůŝĐĞŶƐĞ͘ dŚĞƌŝŐŚƚĂŶĚůŝĐĞŶƐĞŐƌĂŶƚĞĚŚĞƌĞŝŶŝŶĐůƵĚĞƐĂůŝŵŝƚĞĚƌŝŐŚƚŽĨĞĂĐŚ ƉĂƌƚLJƚŽŐƌĂŶƚƐƵďůŝĐĞŶƐĞƐƚŽƚŚĞŝƌƌĞƐƉĞĐƟǀĞƐƵďƐŝĚŝĂƌŝĞƐ͕ĚŝƐƚƌŝďƵƚŽƌƐ͕ĚĞĂůĞƌƐ͕ƌĞƐĞůůĞƌƐ͕ ŵĂƌŬĞƟŶŐƌĞƉƌĞƐĞŶƚĂƟǀĞƐ͕ƉĂƌƚŶĞƌƐ͕ŽƌĂŐĞŶƚƐ;ĐŽůůĞĐƟǀĞůLJ͞WĞƌŵŝƩĞĚ^ƵďůŝĐĞŶƐĞĞƐ͟ͿŝŶ ĂĚǀĞƌƟƐŝŶŐ͕ƉƌŽŵŽƟŽŶĂů͕ŽƌŝŶĨŽƌŵĂƟŽŶĂůŵĂƚĞƌŝĂůƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨŵĂƌŬĞƟŶŐƚŚĞWĂƌƟĞƐ͛ ƌĞůĂƟŽŶƐŚŝƉ͘ŶLJƐƵďůŝĐĞŶƐĞŐƌĂŶƚĞĚǁŝůůďĞƐƵďũĞĐƚƚŽƚŚĞƚĞƌŵƐĂŶĚĐŽŶĚŝƟŽŶƐŽĨƚŚŝƐƌƟĐůĞ͘

ĂĐŚƉĂƌƚLJǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌĂŶLJďƌĞĂĐŚŽĨƚŚŝƐƐĞĐƟŽŶ bLJĂŶLJŽĨƚŚĞŝƌƌĞƐƉĞĐƟǀĞ sublicensees.

c) hƐĞ͖YƵĂůŝƚLJŽŶƚƌŽů͘
i) EĞŝƚŚĞƌƉĂƌƚLJŵĂLJĂůƚĞƌƚŚĞŽƚŚĞƌƉĂƌƚLJ͛ƐƚƌĂĚĞŵĂƌŬƐĨƌŽŵƚŚĞĨŽƌŵƉƌŽǀŝĚĞĚĂŶĚŵƵƐƚ ĐŽŵƉůLJǁŝƚŚƌĞŵŽǀĂůƌĞƋƵĞƐƚƐĂƐƚŽƐƉĞĐŝĮĐƵƐĞƐŽĨŝƚƐƚƌĂĚĞŵĂƌŬƐŽƌůŽŐŽƐ.

ii)
ĂĐŚƉĂƌƚLJĂŐƌĞĞƐƚŽƵƐĞ͕ĂŶĚƚŽĐĂƵƐĞŝƚƐWĞƌŵŝƩĞĚ^ƵďůŝĐĞŶƐĞĞƐƚŽƵƐĞ͕ƚŚĞŽƚŚĞƌƉĂƌƚLJ͛Ɛ ƚƌĂĚĞŵĂƌŬƐŽŶůLJŝŶŐŽŽĚĨĂŝƚŚĂŶĚŝŶĂĚŝŐŶŝĮĞĚŵĂŶŶĞƌĐŽŶƐŝƐƚĞŶƚǁŝƚŚƐƵĐŚƉĂƌƚLJ͛ƐƵƐĞŽĨ ƚŚĞƚƌĂĚĞŵĂƌŬƐ͘
ĂĐŚƉĂƌƚLJŵĂLJŵĂŬĞǁƌŝƩĞŶŶŽƟĐĞƚŽƚŚĞŽƚŚĞƌƌĞŐĂƌĚŝŶg misuse under ƚŚŝƐƐĞĐƟŽŶ͘dŚĞŽīĞŶĚŝŶŐƉĂƌƚLJǁŝůůŚĂǀĞϯϬĚĂLJƐŽĨƚŚĞĚĂƚĞŽĨƚŚĞǁƌŝƩĞŶŶŽƟĐĞƚŽĐƵƌĞ the issue or the license/sublicense will be terminated.

d) dĞƌŵŝŶĂƟŽŶ͘ hƉŽŶƚŚĞƚĞƌŵŝŶĂƟŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚĨŽƌĂŶLJƌĞĂƐŽŶ͕ĞĂĐŚƉĂƌƚLJ͕ŝŶĐůƵĚŝŶŐ WĞƌŵŝƩĞĚ^ƵďůŝĐĞŶƐĞĞƐ͕ǁŝůůŚĂǀĞϯϬĚĂLJƐƚŽƌĞŵŽǀĞĂůůdƌĂĚĞŵĂƌŬƐĨƌŽŵƐŝŐŶĂŐĞ͕ǁĞďƐŝƚĞƐ͕ĂŶĚ ƚŚĞůŝŬĞďĞĂƌŝŶŐƚŚĞŽƚŚĞƌƉĂƌƚLJ͛ƐŶĂŵĞŽƌůŽŐŽ;ĞdžĐĞƉƟŶŐ^ŽƵƌĐĞǁĞůů͛ƐƉƌĞ-printed ĐĂƚĂůŽŐŽĨ ƐƵƉƉůŝĞƌƐǁŚŝĐŚŵĂLJďĞƵƐĞĚƵŶƟůƚŚĞŶĞdžƚƉƌŝŶƟŶŐͿ͘^ƵƉƉůŝĞƌŵƵƐƚƌĞƚƵƌŶĂůůŵĂƌŬĞƟŶŐĂŶĚ ƉƌŽŵŽƟŽŶĂůŵĂƚĞƌŝĂůƐ͕ŝŶĐůƵĚŝŶŐƐŝŐŶĂŐĞ͕ƉƌŽǀŝĚĞĚďLJ^ŽƵƌĐĞǁĞůů͕ŽƌĚŝƐƉŽƐĞŽĨŝƚĂĐĐŽƌĚŝŶŐƚŽ ^ŽƵƌĐĞǁĞůů͛ƐǁƌŝƩĞŶĚŝƌĞĐƟŽŶƐ͘

21) sĞŶƵĞĂŶĚ'ŽǀĞƌŶŝŶŐůĂǁďĞƚǁĞĞŶ^ŽƵƌĐĞǁĞůůĂŶĚ^ƵƉƉůŝĞƌKŶůLJ͘ dŚĞƐƵďƐƚĂŶƟǀĞĂŶĚƉƌŽĐĞĚƵƌĂů ůĂǁƐŽĨƚŚĞ^ƚĂƚĞŽĨDŝŶŶĞƐŽƚĂǁŝůůŐŽǀĞƌŶƚŚŝƐŐƌĞĞŵĞŶƚďĞƚǁĞĞŶ^ŽƵƌĐĞǁĞůůĂŶĚ^ƵƉƉůŝĞƌ ͘sĞŶƵĞ ĨŽƌĂůůůĞŐĂůƉƌŽĐĞĞĚŝŶŐƐĂƌŝƐŝŶŐŽƵƚŽĨƚŚŝƐŐƌĞĞŵĞŶƚďĞƚǁĞĞŶ^ŽƵƌĐĞǁĞůůĂŶĚ^ƵƉƉůŝĞƌǁŝůůďĞŝŶ ĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƟŽŶǁŝƚŚŝŶƚŚĞ^ƚĂƚĞŽĨDŝŶŶĞƐŽƚĂ͘dŚŝƐƐĞĐƟŽŶĚŽĞƐŶŽƚĂƉƉůLJƚŽĂŶLJ ĚŝƐƉƵƚĞďĞƚǁĞĞŶ^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͘dŚŝƐŐƌĞĞŵĞŶƚƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚĨŽƌ^ƵƉƉůŝĞƌĂŶĚ WĂ
ƌƟĐŝƉĂƟŶŐ
ŶƟƚLJƚŽŶĞŐŽƟĂƚĞƚŚŝƐƚĞƌŵƚŽǁŝƚŚŝŶĂŶLJƚƌĂŶƐĂĐƟŽŶĚŽĐƵŵĞŶƚƐ.

22) ^ĞǀĞƌĂďŝůŝƚLJ͘ /ĨĂŶLJƉƌŽǀŝƐŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚŝƐĨŽƵŶĚďLJĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƟŽŶƚŽďĞ ŝůůĞŐĂů͕ƵŶĞŶĨŽƌĐĞĂďůĞ͕ŽƌǀŽŝĚƚŚĞŶďŽƚŚƉĂƌƟĞƐǁŝůůďĞƌĞůŝĞǀĞĚĨƌŽŵĂůůŽďůŝŐĂƟŽŶƐĂƌŝƐŝŶŐĨƌŽŵƚŚĂƚ ƉƌŽǀŝƐŝŽŶ͘/ĨƚŚĞƌĞŵĂŝŶĚĞƌŽĨƚŚŝƐŐƌĞĞŵĞŶƚŝƐĐĂƉĂďůĞŽĨďĞŝŶŐƉĞƌĨŽƌŵĞĚ͕ŝƚǁŝůůŶŽƚďĞĂīĞĐƚĞĚ ďLJƐƵĐŚĚĞƚĞƌŵŝŶĂƟŽŶŽƌĮŶĚŝŶŐĂŶĚŵƵƐƚďĞĨƵůůLJƉĞƌĨŽƌŵĞĚ͘ ϮϯͿ /ŶƐƵƌĂŶĐĞŽǀĞƌĂŐĞ͘ At its own expense, Supplier must maintain valid insurance policy(ies) during ƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚŝƐŐƌĞĞŵĞŶƚǁŝƚŚŝŶƐƵƌĂŶĐĞĐŽŵƉĂŶLJ;ŝĞƐͿůŝĐĞŶƐĞĚŽƌĂƵƚŚŽƌŝnjĞĚƚŽĚŽ "!


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ATTACHMENT A
484
030425-PDMS

v052824 12

ďƵƐŝŶĞƐƐŝŶƚŚĞ^ƚĂƚĞŽĨDŝŶŶĞƐŽƚĂŚĂǀŝŶŐĂŶ͞D
^d͟ƌĂƟŶŐŽĨ- ŽƌďĞƩĞƌ͕ǁŝƚŚĐŽǀĞƌĂŐĞĂŶĚ
ůŝŵŝƚƐŽĨŝŶƐƵƌĂŶĐĞŶŽƚůĞƐƐƚŚĂŶƚŚĞĨŽůůŽǁŝŶŐ͗

a) ŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJ/ŶƐƵƌĂŶĐĞ͘ ^ƵƉƉůŝĞƌǁŝůůŵĂŝŶƚĂŝŶŝŶƐƵƌĂŶĐĞĐŽǀĞƌŝŶŐŝƚƐŽƉĞƌĂƟŽŶƐ͕ with coverage on an occurrence basis, and must be subject to terms no less broad than the /ŶƐƵƌĂŶĐĞ^ĞƌǀŝĐĞƐKĸĐĞ;͞/^K͟ͿŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJ&Žƌŵ'ϬϬϬϭ;ϮϬϬϭŽƌŶĞǁĞƌ ĞĚŝƟŽŶͿ͕ŽƌĞƋƵŝǀĂůĞŶƚ͘ƚĂŵŝŶŝŵƵŵ͕ĐŽǀĞƌĂŐĞŵƵƐƚŝŶĐůƵĚĞůŝĂďŝůŝƚLJĂƌŝƐŝŶŐĨƌŽŵƉƌĞŵŝƐĞƐ͕ ŽƉĞƌĂƟŽŶƐ͕ďŽĚŝůLJŝŶũƵƌLJĂŶĚƉƌŽƉĞƌƚLJĚĂŵĂŐĞ͕ŝŶĚĞƉĞŶĚĞŶƚĐŽŶƚƌĂĐƚŽƌƐ͕ƉƌŽĚƵĐƚƐ-completed ŽƉĞƌĂƟŽŶƐŝŶĐůƵĚŝŶŐĐŽŶƐƚƌƵĐƟŽŶĚĞĨĞĐƚ͕ĐŽŶƚƌĂĐtual liability, blanket contractual liability, and ƉĞƌƐŽŶĂůŝŶũƵƌLJĂŶĚĂĚǀĞƌƟƐŝŶŐŝŶũƵƌLJ͘ůůƌĞƋƵŝƌĞĚůŝŵŝƚƐ͕ƚĞƌŵƐĂŶĚĐŽŶĚŝƟŽŶƐŽĨĐŽǀĞƌĂŐĞŵƵƐƚ ďĞŵĂŝŶƚĂŝŶĞĚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐAgreement.
x Ψϭ͕ϱϬϬ͕ϬϬϬĞĂĐŚŽĐĐƵƌƌĞŶĐĞŽĚŝůLJ/ŶũƵƌLJĂŶĚWƌŽƉĞƌƚLJĂŵĂŐĞ x Ψϭ͕ϱϬϬ͕ϬϬϬWĞƌƐŽŶĂůĂŶĚĚǀĞƌƟƐŝŶŐ/ŶũƵƌLJ
x ΨϮ͕ϬϬϬ͕ϬϬϬĂŐŐƌĞŐĂƚĞĨŽƌƉƌŽĚƵĐƚƐůŝĂďŝůŝƚLJ-ĐŽŵƉůĞƚĞĚŽƉĞƌĂƟŽŶƐ x ΨϮ͕ϬϬϬ͕ϬϬϬŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞ

b) ĞƌƟĮĐĂƚĞƐŽĨ/ŶƐƵƌĂŶĐĞ͘ WƌŝŽƌƚŽĞdžĞĐƵƟŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕^ƵƉƉůŝĞƌŵƵƐƚĨƵƌŶŝƐŚƚŽ ^ŽƵƌĐĞǁĞůůĂĐĞƌƟĮĐĂƚĞŽĨŝŶƐƵƌĂŶĐĞ͕ĂƐĞǀŝĚĞŶĐĞŽĨƚŚĞŝŶƐƵƌĂŶĐĞƌĞƋƵŝƌĞĚƵŶĚĞƌƚŚŝƐ ŐƌĞĞŵĞŶƚ͘WƌŝŽƌƚŽĞdžƉŝƌĂƟŽŶŽĨƚŚĞƉŽůŝĐLJ;ŝĞƐͿ͕ƌĞŶĞǁĂůĐĞƌƟĮĐĂƚĞƐŵƵƐƚďĞŵĂŝůĞĚƚŽ Sourcewell, 202 12th Street Northeast, P .O. Box 219, Staples, MN 56479 or provided to in an ĂůƚĞƌŶĂƟǀĞŵĂŶŶĞƌĂƐĚŝƌĞĐƚĞĚďLJ^ŽƵƌĐĞǁĞůů͘dŚĞĐĞƌƟĮĐĂƚĞƐŵƵƐƚďĞƐŝŐŶĞĚďLJĂƉĞƌƐŽŶ ĂƵƚŚŽƌŝnjĞĚďLJƚŚĞŝŶƐƵƌĞƌ;ƐͿƚŽďŝŶĚĐŽǀĞƌĂŐĞŽŶƚŚĞŝƌďĞŚĂůĨ͘ &ĂŝůƵƌĞŽĨ^ƵƉƉůŝĞƌƚŽŵĂŝŶƚĂŝŶƚŚĞ ƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞĂŶĚĚŽĐƵŵĞŶƚĂƟŽŶŵĂLJĐŽŶƐƟƚƵƚĞĂŵĂƚĞƌŝĂůďƌĞĂĐŚ͘

c) ĚĚŝƟŽŶĂů/ŶƐƵƌĞĚ
ŶĚŽƌƐĞŵĞŶƚĂŶĚWƌŝŵĂƌLJĂŶĚEŽŶ-ĐŽŶƚƌŝďƵƚŽƌLJ/ŶƐƵƌĂŶĐĞůĂƵƐĞ͘ Supplier ĂŐƌĞĞƐƚŽůŝƐƚ^ŽƵƌĐĞǁĞůů͕ŝŶĐůƵĚŝŶŐŝƚƐŽĸĐĞƌƐ͕ĂŶĚĞŵƉůŽLJĞĞƐ͕ĂƐĂŶĂĚĚŝƟŽŶĂůŝŶƐƵƌĞĚƵŶĚĞƌ ƚŚĞ^ƵƉƉůŝĞƌ͛ƐĐŽŵŵĞƌĐŝĂůŐĞŶĞƌĂůůŝĂďŝůŝƚLJŝŶƐƵƌĂŶĐĞƉŽůŝĐLJǁŝƚŚƌĞƐƉĞĐƚƚŽůŝĂďŝůŝƚLJĂƌŝƐŝŶŐŽƵƚŽĨ ĂĐƟǀŝƟĞƐ͕͞ŽƉĞƌĂƟŽŶƐ͕͟Žƌ͞ǁŽƌŬ͟ƉĞƌĨŽƌŵĞĚďLJŽƌŽŶďĞŚĂůĨŽĨ^ƵƉƉůŝĞƌ͕ĂŶĚƉƌŽĚƵĐƚƐĂŶĚ ĐŽŵƉůĞƚĞĚŽƉĞƌĂƟŽŶƐŽĨ^ƵƉƉůŝĞƌ ͘
d) tĂŝǀĞƌŽĨ^ƵďƌŽŐĂƟŽŶ͘ ^ƵƉƉůŝĞƌǁĂŝǀĞƐĂŶĚŵƵƐƚƌĞƋƵŝƌĞ;ďLJĞŶĚŽƌƐĞŵĞŶƚŽƌŽƚŚĞƌǁŝƐĞͿĂůůŝƚƐ ŝŶƐƵƌĞƌƐƚŽǁĂŝǀĞƐƵďƌŽŐĂƟŽŶƌŝŐŚƚƐĂŐĂŝŶƐƚ^ŽƵƌĐĞǁĞůůĂŶĚŽƚŚĞƌĂĚĚŝƟŽŶĂůŝŶƐƵƌĞĚƐĨŽƌůŽƐƐĞƐ paid under the 'ĞŶĞƌĂů>ŝĂďŝůŝƚLJĂŶĚtŽƌŬĞƌ͛ƐŽŵƉĞŶƐĂƟŽŶƉŽůŝĐŝĞƐƌĞƋƵŝƌĞĚďLJƚŚŝƐŐƌĞĞŵĞŶƚ or other insurance applicable to the Supplier or its subcontractors. The waiver must apply to all ĚĞĚƵĐƟďůĞƐĂŶĚͬŽƌƐĞůĨ-ŝŶƐƵƌĞĚƌĞƚĞŶƟŽŶƐĂƉƉůŝĐĂďůĞƚŽƚŚĞƌĞƋƵŝƌĞĚŽƌĂŶLJŽƚŚĞƌŝŶƐƵƌĂŶĐĞ maintained by the Supplier or its sƵďĐŽŶƚƌĂĐƚŽƌƐ͘tŚĞƌĞƉĞƌŵŝƩĞĚďLJůĂǁ͕^ƵƉƉůŝĞƌŵƵƐƚƌĞƋƵŝƌĞ ƐŝŵŝůĂƌǁƌŝƩĞŶĞdžƉƌĞƐƐǁĂŝǀĞƌƐŽĨƐƵďƌŽŐĂƟŽŶĂŶĚŝŶƐƵƌĂŶĐĞĐůĂƵƐĞƐĨƌŽŵĞĂĐŚŽĨŝƚƐ subcontractors.

e) hŵďƌĞůůĂͬ
džĐĞƐƐ>ŝĂďŝůŝƚLJͬ^
>&-/E^hZ
Z
d
Ed/KE͘ dŚĞůŝŵŝƚƐƌĞƋƵŝƌĞĚďLJƚŚŝƐAgreement can
ďĞŵĞƚďLJĞŝƚŚĞƌƉƌŽǀŝĚŝŶŐĂƉƌŝŵĂƌLJƉŽůŝĐLJŽƌŝŶĐŽŵďŝŶĂƟŽŶǁŝƚŚƵŵďƌĞůůĂͬĞdžĐĞƐƐůŝĂďŝůŝƚLJ ƉŽůŝĐLJ;ŝĞƐͿ͕ŽƌƐĞůĨ-ŝŶƐƵƌĞĚƌĞƚĞŶƟŽŶ͘

24) dĞƌŵŝŶĂƟŽŶĨŽƌŽŶǀĞŶŝĞŶĐĞ͘ Sourcewell or Supplier may terminate this Agreement upon 60 ĐĂůĞŶĚĂƌĚĂLJƐΖǁƌŝƩĞŶŶŽƟĐĞƚŽƚŚĞŽƚŚĞƌWĂƌƚLJ͘dĞƌŵŝŶĂƟŽŶƉƵƌƐƵĂŶƚƚŽƚŚŝƐƐĞĐƟŽŶǁŝůůŶŽƚƌĞůŝĞǀĞ ƚŚĞ^ƵƉƉůŝĞƌ͛ƐŽďůŝŐĂƟŽŶƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĨŽƌany ƚƌĂŶƐĂĐƟŽŶƐĞŶƚĞƌĞĚǁŝƚŚWĂƌƟĐŝƉĂƟŶŐ

ŶƟƟĞƐƚŚƌŽƵŐŚƚŚĞĚĂƚĞŽĨƚĞƌŵŝŶĂƟŽŶ͕ŝŶĐůƵĚŝŶŐƌĞƉŽƌƟŶŐĂŶĚƉĂLJŵĞŶƚŽĨĂƉƉůŝĐĂďůĞ ĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƐ͘

"!


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v052824 13

25) dĞƌŵŝŶĂƟŽŶĨŽƌĂƵƐĞ͘ Either party ŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚƵƉŽŶƉƌŽǀŝĚŝŶŐǁƌŝƩĞŶŶŽƟĐĞŽĨ material breach to the other Party͘EŽƟĐĞŵƵƐƚĚĞƐĐƌŝďĞƚŚĞďƌĞĂĐŚŝŶƌĞĂƐŽŶĂďůĞĚĞƚĂŝůĂŶĚƐƚĂƚĞ ƚŚĞŝŶƚĞŶƚƚŽƚĞƌŵŝŶĂƚĞƚŚĞŐƌĞĞŵĞŶƚ͘hƉŽŶƌĞĐĞŝƉƚŽĨEŽƟĐĞ͕ƚŚĞbreaching Party ǁŝůůŚĂǀĞϯϬ ĐĂůĞŶĚĂƌĚĂLJƐŝŶǁŚŝĐŚŝƚŵƵƐƚĐƵƌĞƚŚĞďƌĞĂĐŚ͘dĞƌŵŝŶĂƟŽŶƉƵƌƐƵĂŶƚƚŽƚŚŝƐƐĞĐƟŽŶǁŝůůŶŽƚƌĞůŝĞǀĞ ƚŚĞ^ƵƉƉůŝĞƌ͛ƐŽďůŝŐĂƟŽŶƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĨŽƌany ƚƌĂŶƐĂĐƟŽŶƐĞŶƚĞƌĞĚǁŝƚŚWĂƌƟĐŝƉĂƟŶŐ

ŶƟƟĞƐƚŚƌŽƵŐŚƚŚĞĚĂƚĞŽĨƚĞƌŵŝŶĂƟŽŶ͕ŝŶĐůƵĚŝŶŐƌĞƉŽƌƟŶŐĂŶĚƉĂLJŵĞŶƚŽĨĂƉƉůŝĐĂďůĞ ĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƐ͘

ƌƟĐůĞϯ͗
^ƵƉƉůŝĞƌKďůŝŐĂƟŽŶƐƚŽWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ

dŚĞdĞƌŵƐŝŶƚŚŝƐƌƟĐůĞϯƌĞůĂƚĞƐƉĞĐŝĮĐĂůůLJƚŽ^ƵƉƉůŝĞƌĂŶĚĂWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJǁŚĞŶĞŶƚĞƌŝŶŐ
ƚƌĂŶƐĂĐƟŽŶƐƵƟůŝnjŝŶŐƚŚĞ'ĞŶĞƌĂůdĞƌŵƐĞƐƚĂďůŝƐŚĞĚŝŶƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚ͘ƌƟĐůĞϭ'ĞŶĞƌĂůdĞƌŵƐ ĐŽŶƚƌŽůŽǀĞƌĂŶLJĐŽŶŇŝĐƚǁŝƚŚƚŚŝƐƌƟĐůĞ ϯ͘tŚĞƌĞƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚŝƐƐŝůĞŶƚŽŶĂŶLJƐƵďũĞĐƚ͕ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂŶĚ^ƵƉƉůŝĞƌƌĞƚĂŝŶƚŚĞĂďŝůŝƚLJƚŽŶĞŐŽƟĂƚĞŵƵƚƵĂůůLJĂĐĐĞƉƚĂďůĞƚĞƌŵƐ.

1) YƵŽƚĞƐƚŽWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ͘ ^ƵƉƉůŝĞƌƐĂƌĞĞŶĐŽƵƌĂŐĞĚƚŽƉƌŽǀŝĚĞĂůůƉƌŝĐŝŶŐŝŶĨŽƌŵĂƟŽŶ ƌĞŐĂƌĚŝŶŐƚŚĞƚŽƚĂůĐŽƐƚŽĨĂĐƋƵŝƐŝƟŽŶǁŚĞŶƋƵŽƟŶŐƚŽĂWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJ͘^ƵƉƉůŝĞƌƐĂŶĚ
WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐĂƌĞĞŶĐŽƵƌĂŐĞĚƚŽŝŶĐůƵĚĞĂůůĐŽƐƚƐƉĞĐŝĮĐĂůůLJĂƐƐŽĐŝĂƚĞĚǁŝƚŚŽƌŝŶĐůƵĚĞĚǁŝthin ƚŚĞ^ƵƉƉůŝĞƌƐƉƌŽƉŽƐĂůĂŶĚ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐ ǁŝƚŚŝŶƚƌĂŶƐĂĐƟŽŶĚŽĐƵŵĞŶƚƐ.

2) ^ŚŝƉƉŝŶŐ͕ĞůŝǀĞƌLJ͕ĐĐĞƉƚĂŶĐĞ͕ZĞũĞĐƟŽŶ͕ĂŶĚtĂƌƌĂŶƚLJ͘ ^ƵƉƉůŝĞƌ͛ƐƉƌŽƉŽƐĂůŵĂLJŝŶĐůƵĚĞƉƌŽƉŽƐĞĚ ƚĞƌŵƐƌĞůĂƟŶŐƚŽƐŚŝƉƉŝŶŐ͕ĚĞůŝǀĞƌLJ͕ŝŶƐƉĞĐƟŽŶ͕ĂŶĚĂĐĐĞƉƚĂŶĐĞͬƌĞũĞĐƟŽŶ and other relevant terms ŽĨƚĞŶĚĞƌĞĚ^ŽůƵƟŽŶƐ͘^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŵĂLJŶĞŐŽƟĂƚĞĮŶĂůƚĞƌŵƐĂƉƉƌŽƉƌŝĂƚĞĨŽƌƚŚĞ
ƐƉĞĐŝĮĐƚƌĂŶƐĂĐƟŽŶƌĞůĂƟŶŐƚŽnon-ĂƉƉƌŽƉƌŝĂƟŽŶ͕ƐŚŝƉƉŝŶŐ͕ĚĞůŝǀĞƌLJ͕ŝŶƐƉĞĐƟŽŶ͕ ĂĐĐĞƉƚĂŶĐĞͬƌĞũĞĐƟŽŶŽĨƚĞŶĚĞƌĞĚ ^ŽůƵƟŽŶƐ͕ĂŶĚǁĂƌƌĂŶƚLJĐŽǀĞƌĂŐĞĨŽƌ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐ͘^ƵĐŚ terms may include, but are not lŝŵŝƚĞĚƚŽ͕ĐŽƐƚƐ͕ƌŝƐŬŽĨůŽƐƐ͕ƉƌŽƉĞƌƉĂĐŬĂŐŝŶŐ͕ŝŶƐƉĞĐƟŽŶƌŝŐŚƚƐĂŶĚ ƟŵĞůŝŶĞƐ͕ĂĐĐĞƉƚĂŶĐĞŽƌƌĞũĞĐƟŽŶƉƌŽĐĞĚƵƌĞƐ͕ĂŶĚƌĞŵĞĚŝĞƐĂƐŵƵƚƵĂůůLJĂŐƌĞĞĚŝŶĐůƵĚĞŶŽƟĐĞ ƌĞƋƵŝƌĞŵĞŶƚƐ͕ƌĞƉůĂĐĞŵĞŶƚ͕ƌĞƚƵƌŶŽƌĞdžĐŚĂŶŐĞƉƌŽĐĞĚƵƌĞƐ͕ĂŶĚĂƐƐŽĐŝĂƚĞĚĐŽƐƚƐ͘

ϯͿ ƉƉůŝĐĂďůĞdĂdžĞƐ͘ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌŶŽƟĨLJŝŶŐƐƵƉƉůŝĞƌŽĨŝƚƐƚĂdž-exempt status and ĨŽƌƉƌŽǀŝĚŝŶŐ^ƵƉƉůŝĞƌǁŝƚŚĂŶLJǀĂůŝĚƚĂdž-ĞdžĞŵƉƟŽŶĐĞƌƟĮĐĂƟŽŶ;ƐͿŽƌƌĞůĂƚĞĚĚŽĐƵŵĞŶƚĂƟŽŶ͘

4) KƌĚĞƌŝŶŐWƌŽĐĞƐƐĂŶĚWĂLJŵĞŶƚ͘ ^ƵƉƉůŝĞƌ͛ƐŽƌĚĞƌŝŶŐƉƌŽĐĞƐƐĂŶĚĂĐĐĞƉƚĂďůĞĨŽƌŵƐŽĨƉĂLJŵĞŶƚĂƌĞ ŝŶĐůƵĚĞĚǁŝƚŚŝŶŝƚƐWƌŽƉŽƐĂů͘WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐǁŝůůďĞƐŽůĞůLJƌĞƐƉŽŶƐŝďůĞĨŽƌƉĂLJŵĞŶƚƚŽ^ƵƉƉůŝĞƌ ĂŶĚ^ŽƵƌĐĞǁĞůůǁŝůůŚĂǀĞŶŽůŝĂďŝůŝƚLJĨŽƌĂŶLJƵŶƉĂŝĚŝŶǀŽŝĐĞŽĨĂŶLJWĂƌƟĐŝƉĂƟŶŐ ŶƟƚy.

5) dƌĂŶƐĂĐƟŽŶŽĐƵŵĞŶƚƐ͘ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŵĂLJƌĞƋƵŝƌĞƚŚĞƵƐĞŽĨŝƚƐŽǁŶĨŽƌŵƐƚŽĐŽŵƉůĞƚĞ
ƚƌ
ĂŶƐĂĐƟŽŶƐĚŝƌĞĐƚůLJǁŝƚŚ^ƵƉƉůŝĞƌƵƟůŝnjŝŶŐƚŚĞƚĞƌŵƐĞƐƚĂďůŝƐŚĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌ͛Ɛ ƐƚĂŶĚĂƌĚĨŽƌŵĂŐƌĞĞŵĞŶƚƐŵĂLJďĞŽīĞƌĞĚĂƐƉĂƌƚŽĨŝƚƐWƌŽƉŽƐĂů͘^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJ
ŵĂLJĐŽŵƉůĞƚĞĂŶĚĚŽĐƵŵĞŶƚƚƌĂŶƐĂĐƟŽŶƐƵƟůŝnjŝŶŐĂŶLJƚLJƉĞŽĨƚƌĂŶƐĂĐƟŽŶĚŽĐƵŵĞŶƚƐĂƐŵƵƚƵĂůůLJ ĂŐƌĞĞĚ͘/ŶĂŶLJƚƌĂŶƐĂĐƟŽŶĚŽĐƵŵĞŶƚĞŶƚĞƌĞĚƵƟůŝnjŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͕^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ

ŶƟƚLJŵƵƐƚŝŶĐůƵĚĞƐƉĞĐŝĮĐƌĞĨĞƌĞŶĐĞƚŽƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚďLJŶƵŵďĞƌĂŶĚƚŽWĂƌƟĐŝƉĂƟŶŐ

ŶƟƚLJ͛ƐƵŶŝƋƵĞ^ŽƵƌĐĞǁĞůůaccount number.

6) ĚĚŝƟŽŶĂůdĞƌŵƐĂŶĚŽŶĚŝƟŽŶƐ WĞƌŵŝƩĞĚ͘ WĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJĂŶĚ^ƵƉƉůŝĞƌŵĂLJŶĞŐŽƟĂƚĞĂŶĚ
ŝŶĐůƵĚĞĂĚĚŝƟŽŶĂůƚĞƌŵƐĂŶĚĐŽŶĚŝƟŽŶƐǁŝƚŚŝŶƚƌĂŶƐĂĐƟŽŶĚŽĐƵŵĞŶƚĂƟŽŶĂƐŵƵƚƵĂůůLJĂŐƌĞĞĚ͘^ƵĐŚ terms may supplant or supersede this Master Agreement when necessary and as solely determined "!


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ATTACHMENT A
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v052824 14

ďLJWĂƌƟĐŝƉĂƟŶŐ
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Bid Number: RFP 030425 Vendor Name: PowerDMS, Inc.
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Bid Number: RFP 030425 Vendor Name: PowerDMS, Inc.
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