Upland City Council
January 12, 2026

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MEETING OF THE CITY COUNCIL
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Bill Velto,Mayor
Sharman Maust, Mayor Pro Tem• District 1 Michael Blay,City Manager James Breitling,Councilmember-District 2 Stephen P. Deitsch, City Attorney Carlos A. Garcia,Councilmember -District 3 Keri Johnson, City Clerk Rudy Zuniga, Councilmember- District 4
Monday, January 12, 2026
Open session begins at 6:00 p.m.

City Council Chamber
460 N. Euclid Avenue, Upland, CA 91786
and Kaiser Permanente, 13000 Peyton Dr. Chino Hills CA, 91709 (Room 2201) Residents may observe the City Council meetings remotely via livestream on the City website, Spectrum Cable TV Channel 3, or Frontier Cable TV Channel 26.

City of Upland Mission Statement
The City of Upland is committed to delivering superior services that meet community needs with transparency and integrity.

City of Upland Vision Statement
Upland is a safe community with historic character where residents enjoy a high quality of life.

Pages

1. CALL TO ORDER AND ROLL CALL

2. ADDITIONS-DELETIONS TO AGENDA

3. ORAL COMMUNICATIONS
This is a time for any citizen to comment on item listed on the closed session agenda only. Anyone wishing to address the legislative body is requested to submit a speaker card to the City Clerk at or prior to speaking. The speakers are requested to keep their comments to no more than three (3) minutes. The use of visual aids will be included in the time limit.

CLOSED SESSION BEGINS AT 5:00 p.m.

4. CLOSED SESSION
a. CLOSED SESSION PUBLIC EMPLOYEE PERFORMANCE EVALUATION Government Code Section 54957
Title: City Manager
b. CLOSED SESSION CONFERENCE WITH LABOR NEGOTIATORS Government Code Section 54957.6

City Designated Representatives: Mayor Bill Velto and City Attorney Stephen Deitsch
Unrepresented Employee: City Manager

5. INVOCATION
Reverend Very Keith Yamamoto, St. Marks Episcopal Church

6. PLEDGE OF ALLEGIANCE

7. PRESENTATIONS

8. CITY ATTORNEY

9. ORAL COMMUNICATIONS
This is a time for any citizen to comment on any item listed or not listed on the agenda.

Anyone wishing to address the legislative body is requested to submit a speaker card to the City Clerk at or prior to speaking. The speakers are requested to keep their comments to no more than three (3) minutes. Speakers will be given five (5) minutes during public hearings. The use of visual aids will be included in the time limit. Public comments and questions for the purpose of hearing current matters of concern in our community and to provide citizens a method for the public to hear those concerns in an open venue is encouraged. However, under the provisions of the Brown Act, the City Council is prohibited from discussion of items not listed on the agenda, and therefore, the City Council, City Manager, or City Attorney will take communications under advisement for consideration and appropriate response or discussion at a later time.

Individuals who demonstrate disruptive conduct during City Council meetings that prevent the City Council from conducting its meeting in an orderly manner are guilty of a misdemeanor as stated in PC403, disrupting a public meeting, and are subject to removal from the chamber or arrest.

CAMPAIGN CONTRIBUTION DISCLOSURE: Pursuant Gov. Code § 84308, any party to a permit, license, contract, or other entitlement before the Council is required to disclose on the record any contribution, including aggregated contributions, of more than $500 made by the party or the party's agents within the preceding 12 months to any City official. Participants and agents are requested to make this disclosure as well. The disclosure must include the name of the party, participant, or agent, and any other person making the contribution; the name of the recipient, the amount of the contribution, and the date the contribution was made.

10. CONSENT CALENDAR
All matters listed under the Consent Calendar are considered to be routine and will be enacted by one vote. There will be no separate discussion of these items unless members of the legislative body request specific items be removed from the Consent Calendar for separate action.

Recommended Action:

Approve the Consent Calendar
a. APPROVAL OF MINUTES 8
Recommended Action:

Approve the Regular Meeting Minutes of December 8, 2025. (Staff Person: Keri Johnson)

b. DESIGNATION OF DELEGATE TO REPRESENT THE CITY AT THE 15

SOUTHERN CALIFORNIA ASSOCIATION OF GOVERNMENTS GENERAL

ASSEMBLY MEETING
CEQA: Not a Project.

Recommended Action:

Appoint Mayor Bill Velto as the delegate and Councilmember James Breitling as the alternate delegate to represent the City of Upland at the Southern California Association of Governments (SCAG) General Assembly meeting on May 7, 2026. (Staff Person: Keri Johnson)
c. CONSIDER AUTHORIZING PURCHASE OF LASERFICHE VAULT, ADOPTING 16

A RESOLUTION DESIGNATING A TRUSTED DOCUMENT MANAGEMENT

SYSTEM AND APPROVING A RECORDS POLICY
CEQA: Not a Project.

Recommended Action:

Adopt a Resolution designating Laserfiche as a Trusted System for the management of official City records and approving an Electronic Records Management Policy; approve a Professional Services Agreement for the purchase of Laserfiche Vault; and authorize the City Manager to execute the agreement. (Staff Person: Keri Johnson)
d. ACCEPT THE RESIGNATION OF PUBLIC WORKS COMMITTEE CITIZEN 44

ADVISORY MEMBER
CEQA: Not a Project.

Recommended Action:

Accept the resignation from Public Works Citizen Advisory Member John Ickis and direct the City Clerk to post the notice of unscheduled vacancy. (Staff Person: Keri Johnson)
e. CONSIDER APPROVAL OF NOVEMBER WARRANT AND PAYROLL 45

REGISTERS
CEQA: Not a Project.

Recommended Action:

Approve the November warrant registers totaling $8,182,872.82 (check numbers 55043 - 55352 and direct disbursements) and payroll registers totaling $2,127,122.18 (check numbers 164424 — 164463 and electronic fund transfers 58904 — 59495). (Staff Person: Stephen Parker)
f. ANNUAL COMPREHENSIVE FINANCIAL REPORT AND RELATED REPORTS 56 FOR THE FISCAL YEAR ENDED JUNE 30, 2025
CEQA: Not a Project.

Recommended Action:

Receive and file the Annual Comprehensive Financial Report (ACFR), the Auditor's Communication with Those Charged with Governance, the Auditor's Report on Internal Control over Financial Reporting and Compliance and Other Matters, and the Independent Accountants' Report of Agreed-Upon Procedures

Applied to Appropriations Limit Worksheets for the Fiscal Year ended June 30, 2025. (Staff Person: Stephen Parker)
g. CONSIDER AUTHORIZING THE TRANSFER OF UNCLAIMED FUNDS TO THE 250

GENERAL FUND
CEQA: Not a Project.

Recommended Action:

Authorize the transfer of $60,270.28 in unclaimed funds to the General Fund. (Staff Person: Stephen Parker)
h. TREASURER'S REPORT NOVEMBER 2025 256
CEQA: Not a Project.

Recommended Action:

Receive and file the November 2025 Treasurer's Report. (Staff Person: Stephen Parker)
i. PURCHASE OF TWO DEFENSE TECH 1440 TACTICAL 4-SHOT LAUNCHERS 273 CEQA: Not a Project.

Recommended Action:

Approve the purchase of two Defense Tech 1440 Tactical 4-Shot Launchers to be utilized by the police department's Mobile Field Force team. (Staff Person:

Marcelo Blanco)
j. CONSIDER APPROVAL OF AGREEMENTS WITH THE UPLAND UNIFIED 277

SCHOOL DISTRICT FOR USE OF ATHLETIC FACILITIES AT GREENBELT AND MEMORIAL PARKS AND PIONEER JR. HIGH SCHOOL
CEQA: Not a Project.

Recommended Action:

Approve agreements with the Upland Unified School District for use of athletic facilities at Greenbelt Park and Memorial Parks and Pioneer Jr. High School; and authorize the City Manager to execute the agreements. (Staff Person: Damien Arrula)
k. CONSIDER APPROVING THE NOTICE OF COMPLETION FOR THE POLICE 317

DEPARTMENT AIR HANDLER REPLACEMENT PROJECT
CEQA: Categorically exempt from further environmental review pursuant to Section 15301(c) (Existing Facilities), of the CEQA guidelines.

Recommended Action:

Accept the work; authorize the City Manager or designee to record the Notice of Completion; and reduce the Faithful Performance Bond to 10% for the Police Department 2nd Floor Expansion Project. (Staff Person: Damien Arrula) I. CONSIDER ACCEPTANCE OF IMPROVEMENTS FOR TRACT MAP 20299 319

AND ASSOCIATED PARK IMPROVEMENTS
CEQA: Final Subsequent Mitigated Negative Declaration is in compliance with CEQA Guidelines Sections 15074 and 15162.

Recommended Action:

Accept the improvements for Tract Map 20299 and associated park improvements and release the public, private and park improvement bonds. (Staff Person: Robert Dalquest)
m. CONSIDER ACCEPTANCE OF IMPROVEMENTS FOR TRACT MAP 20519 337

AND APPROVAL OF A BOND REDUCTION
CEQA:

An Initial Study and Mitigated Negative Declaration was prepared pursuant to Sections 15063(c) and 15070 of the California Environmental Quality Act Guidelines. A Mitigation Monitoring Program has also been prepared to ensure implementation of, and compliance with, the mitigation measures for the Project.

Recommended Action:

Accept the improvements for Tract Map 20519 and approve reducing the Public and Private Performance Bonds and Public and Private Payments Bonds to 25%. (Staff Person: Robert Dalquest)

11. PUBLIC HEARINGS
a. PUBLIC HEARING TO CONSIDER APPROVAL OF PLANS AND 376

ENTITLEMENTS FOR CONSTRUCTION OF NEW SAN ANTONIO WATER

COMPANY HEADQUARTERS
CEQA: Mitigated Negative Declaration and Mitigation Monitoring Program.

Recommended Action:

The City Council will conduct a public hearing to consider approval of plans and entitlements for construction of the San Antonio Water Company Headquarters located at the southeast corner of E. 20th Street and Flower Court. (Staff Person:

Robert Dalquest)

1. Staff Presentation

2. Hold Public Hearing

3. Close Public Hearing

4. Approve a Resolution adopting the Mitigated Negative Declaration and Mitigation Monitoring Program for the project (State Clearinghouse No. 2025080639)

5. Adopt a Resolution approving General Plan Amendment No. 24-0004 to modify the General Plan Land Use designation from Single-Family Low (SFR-L) to Public Utilities (PU)

6. Hold first reading by title only, waive further reading and introduce an Ordinance approving Zone Change No. 24-0004 to modify the current zoning designation from Residential Single-Family Low (RS-10) District to Public/Institutional (PB/I) District

7. Adopt a Resolution approving Development Plan Review No. 24-0008 for the construction of a new 3,698 square-foot SAWCO Headquarters and associated improvements including a 4,066 square-foot maintenance building located at the southeast corner of east 20th Street and Flower Court

b. CONSIDER ADOPTING A RESOLUTION AMENDING THE 2025 MASTER FEE 1328

SCHEDULE
CEQA: Not a Project
Recommended Action:

The City Council will conduct a public hearing to consider amending the 2025 Master Fee Schedule to adjust fees within the Police Department and the Recreation and Community Services Division. (Staff Person: Damien Arrula)

1. Staff Presentation

2. Hold Public Hearing

3. Close Public Hearing

4. Adopt a Resolution amending the 2025 Master Fee Schedule to adjust certain fees within the Police Department and the Recreation & Community Services Division to cover the cost of services

12. COUNCIL COMMITTEE REPORTS
a. COUNCIL REPORTS ON REGIONAL COMMITTEE MEETING, TRAINING, OR

CONFERENCE ATTENDANCE
Councilmembers will provide oral reports on any meetings, trainings, or conferences they attended on behalf of the City. This item is for information only.

13. BUSINESS ITEMS
a. 2025 LEGISLATIVE UPDATE AND CONSIDERATION OF A RESOLUTION 1341

UPDATING THE CITY'S LEGISLATIVE PLATFORM
CEQA: Not a Project.

Recommended Action:

Receive and file the Legislative Update and adopt a Resolution approving a Legislative Platform and rescinding Resolution No. 6612. (Staff Person: Stephen Parker)
b. URGENCY ORDINANCE AMENDING SECTION 17.22.060(E) OF THE UPLAND 1364

MUNICIPAL CODE RELATING TO CAR WASH FACILITIES AND FINDING THE

ACTION TO BE EXEMPT FROM CEQA
CEQA: Determine to be Exempt.

Recommended Action:

Read the title of the ordinance, waive further reading, and adopt an Urgency Ordinance regarding the establishment and regulation of car washes, pursuant to Government Code section 36934 and 36937, declaring the urgency thereof, and making a determination of exemption under the California Environmental Quality Act. (Staff Person: Robert Dalquest)

14. COUNCIL COMMUNICATIONS

15. CITY MANAGER

16. ADJOURNMENT

The next regularly scheduled City Council meeting is Monday, January 26, 2026.

NOTE: If you challenge the public hearing(s) or the related environmental determinations in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the City of Upland, at, or prior to, the public hearing.

All Agenda items and back-up materials are available for public review at the Upland Public Library, at 450 North Euclid Avenue, the City Clerk's Office at 460 North Euclid Avenue and the City website at www.uplandca.gov .

In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the City Clerk's Office, 909-931-4120.

Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting. [28 CFR 35.102-35.104 ADA Title II].

To access written transcription during the meeting, please click this link:
https://attend.wordly.ai/join/LVGO-0906 . Then choose language and click attend to read the transcript on your device.

On January 7, 2026 a true and correct copy of this agenda was posted on the bulletin boards at 450 N. Euclid Avenue (Upland Public Library) and 460 N. Euclid Avenue (Upland City Hall), and the City website at www.uplandca.gov

MINUTES OF THE REGULAR JOINT MEETING OF THE UPLAND CITY

COUNCIL, CITY OF UPLAND FINANCING AUTHORITY, AND THE CITY OF

UPLAND PARKING AUTHORITY
December 8, 2025
6:00 p.m.

Council Chamber
City Hall, 460 N Euclid Avenue
Members Present: Mayor Bill Velto, Councilmember James Breitling, Councilmember Shannan Maust, Councilmember Rudy Zuniga
Members Absent: Councilmember Carlos A. Garcia
Staff Present: City Manager Michael Blay, Assistant City Attorney Thomas Rice, City Clerk Keri Johnson

1. CALL TO ORDER AND ROLL CALL
The regular joint meeting of the Upland City Council, City of Upland Financing Authority, and City of Upland Parking Authority was called to order by Mayor Bill Velto at 4:30 p.m. in the Council Chamber of the Upland City Hall.

Moved by: Councilmember Zuniga
Seconded by: Councilmember Breitling
Excuse the absence of Councilmember Garcia.

Motion: Carried Unanimously with Councilmember Garcia absent

2. ADDITIONS-DELETIONS TO AGENDA
City Clerk Johnson announced that item 11 a. was removed from the agenda by staff and would be brought back for consideration at a later date.

3. ORAL COMMUNICATIONS
None.

CLOSED SESSION - 4:30 p.m.

4. CLOSED SESSION
At 4:33 p.m. Mayor Velto announced that the City Council would recess to Closed Session pursuant to Government Code
a. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL- EXISTING

LITIGATION
(Paragraph (1) of subdivision (d) of California Government Code Section 54956.9)
1

Case Name: Solorzano v. City of Upland
San Bernardino County Superior Court of California Case No. CIVSB2207375 b. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL- EXISTING

LITIGATION
(Paragraph (1) of subdivision (d) of California Government Code Section 54956.9)
Case Name: Camilleri, Linda v. City of Upland
San Bernardino County Superior Court of California Case No. CIVRS2400123 c. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL- EXISTING

LITIGATION
(Paragraph (1) of subdivision (d) of California Government Code Section 54956.9)
Case Name: Cano, Ronnie Fred v. City of Upland
San Bernardino County Superior Court of California Case No. CIVRS2401301 d. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL- EXISTING

LITIGATION
(Paragraph (1) of subdivision (d) of California Government Code Section 54956.9)
Case Name: Espinoza, Deanna v. City of Upland
San Bernardino County Superior Court of California Case No. CIVRS2506382 e. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL- EXISTING

LITIGATION
(Paragraph (1) of subdivision (d) of California Government Code Section 54956.9)
Case Name: Guerrero, Priscilla v. City of Upland
San Bernardino County Superior Court of California Case No. CIVRS2501001 f. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL- EXISTING

LITIGATION
(Paragraph (1) of subdivision (d) of California Government Code Section 54956.9)
Case Name: Laureano, Benny v. City of Upland
San Bernardino County Superior Court of California Case No. CIVSB2317284 g. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL- EXISTING

LITIGATION
(Paragraph (1) of subdivision (d) of California Government Code Section 54956.9)
2

Case Name: Lopez, Ignacio v. City of Upland
San Bernardino County Superior Court of California Case No. CIVRS2400981 h. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL- EXISTING

LITIGATION
(Paragraph (1) of subdivision (d) of California Government Code Section 54956.9)
Case Name: Teixeira, Carlos v. City of Upland
San Bernardino County Superior Court of California Case No. CIVRS2505576

CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL- EXISTING

LITIGATION
(Paragraph (1) of subdivision (d) of California Government Code Section 54956.9)
Case Name: Kaufman Jr., William Paul v. City of Upland
San Bernardino County Superior Court of California Case No. CIVSB2405182 j. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL-ANTICIPATED

LITIGATION
Significant exposure to litigation pursuant to California Government Code Section 54956.9 (d)(2) - 1 or more potential cases
The City Council reconvened in open session at 6:00 p.m.

5. INVOCATION
Deacon Richard Simpson, St.Anthony's Catholic Church

6. PLEDGE OF ALLEGIANCE
Led by Chief Blanco

7. PRESENTATIONS
Proclamation Recognizing Sylvia Kiel upon her Retirement with 24 years of Service to the City.

Presentation of Upland Lemon Festival Sponsorship Check to Upland Community Emergency Response Team (CERT)

8. CITY ATTORNEY
Assistant City Attorney Rice announced the City Council received reports on Closed Session Items 4a through 4j, and there was no reportable action during Closed Session.

9. ORAL COMMUNICATIONS
Linda Trawnik, questioned whether vendors can just come to a downtown public event and setup and what the City can do to remove illegal vendors at events.

Osvaldo Leo Diaz, Rancho Cucamonga, announced that he will be performing at open mic night at the improv.
3

10. CONSENT CALENDAR
Councilmember Maust announced that she would recuse herself from voting on item 10b. since her husband sits on the board of Pacific Community Center which is within 500 feet of the property on Alpine Street.

Moved by: Councilmember Zuniga
Seconded by: Councilmember Breitling
Approve the Consent Calendar
Motion: Carried Unanimously with Councilmember Garcia absent and Councilmember Maust abstaining from item 10b.
a. APPROVAL OF MINUTES
Approve the Regular Meeting Minutes of November 24, 2025. b. ADOPTION OF ORDINANCE NO. 2005 APPROVING 4TH QUARTER

GENERAL PLAN AMENDMENTS AND ZONE CHANGES
Adopt Ordinance No. 2005 approving Zone Change No. 24-0003 to change the zoning designation of 460 S. Campus Avenue from Residential Multi-Family Low (RM-20) to Neighborhood Commercial (NC), and approving Zone Change No. 24-0002 to change the zoning designation of 852 Alpine Street from Public/Institutional (PB/I) to Residential Multi-Family Medium (RM-30). c. SCHEDULED VACANCIES FOR COMMISSIONS, COMMITTEES, AND BOARDS FOR CALENDAR YEAR 2026
Accept and file the Local Appointments List for all City commissions, committees, and boards for calendar year 2026, and direct the City Clerk to post the list. d. CONSIDER RATIFYING THE APPOINTMENT OF MAYOR PRO TEM
Ratify the appointment of Councilmember Maust as Mayor Pro Tem, term to expire in December 2026.
e. CONSIDER ADOPTING A RESOLUTION UPDATING THE CITYWIDE

RECORDS RETENTION SCHEDULE AND AUTHORIZING THE DESTRUCTION

OF CERTAIN RECORDS
Approve Resolution No. 6854 adopting a citywide records retention schedule, authorizing the destruction of certain City records, and rescinding Resolution No. 6280.
f. CITY OF UPLAND PARKING AUTHORITY 2025 ANNUAL REPORT
City of Upland Parking Authority Board of Directors receive and file the annual report of the 2025 activities of the Parking Authority. g. CITY OF UPLAND FINANCING AUTHORITY 2025 ANNUAL REPORT City of Upland Financing Authority Board of Directors receive and file the annual report for the 2025 activities of the Financing Authority. 4

h. CONSIDER APPROVAL OF A PURCHASE ORDER IN THE AMOUNT OF $45,904.17 WITH G/M BUSINESS INTERIORS FOR THE RECONFIGURATION

OF FINANCE WORKSTATIONS
Approve a Purchase Order with G/M Business Interiors in the amount of $45,904.17 for the reconfiguration of Finance workstations.

CONSIDER APPROVAL OF A PROFESSIONAL SERVICES AGREEMENT WITH WATRY DESIGN, INC.

Approve the Professional Services Agreement with Watry Design, Inc. for a not- to-exceed amount of $540,000 to prepare construction documents for the Downtown Parking Structure located on City-owned property at the southeast corner of C Street and First Avenue, and authorize the City Manager to execute the Agreement.
j. CONSIDER ADOPTING A RESOLUTION ESTABLISHING A POLICY FOR BY-

RIGHT PROCESSING OF CERTAIN RESIDENTIAL DEVELOPMENT

PROJECTS PURSUANT TO GOVERNMENT CODE
Adopt Resolution No. 6855 establishing a policy for the processing of specific residential development projects consistent with Government Code Section 65583.2, Subdivisions (c), (h), and (i).
k. CONSIDER APPROVAL OF AN AGREEMENT FOR WEED ABATEMENT

INSPECTION PROGRAM CONSULTANT SERVICES
Approve an agreement with Julie Hernandez doing business as "Your Property Solutions" for Weed Abatement Inspection Program Consultant Services for the Fiscal Year 2026 cycle in an amount not-to-exceed $70,000 and authorize the City Manager to execute the agreement.

CONSIDER APPROVAL OF A GRANT OF EASEMENT TO SOUTHERN

CALIFORNIA EDISON FOR THE INSTALLATION OF ELECTRIC VEHICLE

CHARGING STATIONS
Approve a Grant of Easement to Southern California Edison for electrical infrastructure necessary for the installation of electric vehicle charging stations and authorize the City Manager to execute documents related to the Grant of Easement, including any future amendments within the City Manager's authority. m. APPOINTMENT OF THE CITY'S POMONA VALLEY PROTECTIVE

ASSOCIATION BOARD MEMBER AND AUTHORIZATION OF PROXY

REPRESENTATIVE
Appoint Richard Gonzales, Deputy Director of Public Works-Utilities as the City's designated Board Member to the Pomona Valley Protective Association and authorize the City's Utilities Manager to serve as the City's proxy representative, empowered to vote all city-owned shares at the PVPA Annual Shareholders' Meeting.
n. CONSIDER APPROVAL OF FIRST AMENDMENT TO THE PROFESSIONAL

SERVICES AGREEMENT FOR THE PREPARATION OF THE WATER AND

RECYCLED WATER RATE STUDY
5

Approve the First Amendment to the Agreement with Raftelis Financial Consultants, Inc. extending the timeline for completion of the Water and Recycled Water Rate Study to June 30, 2026, and authorize the City Manager to execute the amendment.
o. CONSIDER APPROVAL OF FIRST AMENDMENT TO THE PROFESSIONAL

SERVICES AGREEMENT FOR THE PREPARATION OF THE WASTEWATER

RATE STUDY
Approve the First Amendment to the Agreement with Raftelis Financial Consultants, Inc. extending the timeline for completion of the Wastewater Rate Study to June 30, 2026, and authorize the City Manager to execute the amendment.
p. CONSIDER APPROVAL OF CONSTRUCTION CONTRACT FOR CABRILLO

PARK FIELD NETTING PROJECT
Approve the Cabrillo Park Safety Netting Project and award the project to West Coast Netting, in the amount of $54,500 for the design and installation of soccer field backstop nets, approve a construction contingency amount of $5,450, for a total project cost of $59,950; and authorize the City Manager to execute the contract.

11. PUBLIC HEARINGS
a. CONTINUED PUBLIC HEARING TO CONSIDER APPROVAL OF PLANS AND

ENTITLEMENTS FOR CONSTRUCTION OF NEW SAN ANTONIO WATER

COMPANY HEADQUARTERS
This item was removed from the agenda.
b. CONSIDER APPROVING THE DEVELOPMENT IMPACT FEE SCHEDULE (DIF) AND RECEIVE THE FISCAL YEAR 2024-25 DIF AND QUIMBY ANNUAL

REPORTS
Assistant City Manager Parker introduced Finance Manager Sullivan who presented the staff report along with a PowerPoint presentation.

Mayor Velto opened the public hearing and hearing no testimony, closed the public hearing.

Moved by: Councilmember Breitling
Seconded by: Councilmember Zuniga
Adopt Resolution No. 6856 approving an update to the Public Facilities Development Impact Fee Schedule and amending the City's Fee Schedule and receive and file the Fiscal Year 2024-25 Development Impact Fee and Quimby annual reports.

Motion: Carried Unanimously with Councilmember Garcia absent

12. COUNCIL COMMITTEE REPORTS
a. COUNCIL REPORTS ON REGIONAL COMMITTEE MEETING, TRAINING, OR

CONFERENCE ATTENDANCE
6

None.

13. BUSINESS ITEMS
a. PRESENTATION OF THE FINAL DRAFT WATER AND RECYCLED WATER

SYSTEMS MASTER PLAN AND THE FINAL DRAFT WASTEWATER

COLLECTIONS SYSTEM MASTER PLAN
Assistant City Manager Arrula provided an overview of the master plan preparation process and introduced Amy Martin and Ian Jaffe with Brown and Caldwell who presented the PowerPoint presentation.

Deputy Public Works Director Gonzales presented information on the utilities staffing analysis.

This item was receive and file only, no action was required.

14. COUNCIL COMMUNICATIONS
Councilmembers announced various activities and events throughout the community.

15. CITY MANAGER
City Manager Blay presented a video on the community group, Litter Free Upland.

16. ADJOURNMENT
Mayor Velto adjourned the meeting at 7:35 p.m. The next regularly scheduled City Council meeting is Monday, January 12, 2026.

Keri Johnson, City Clerk
7

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DATE: January 12,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:KERI JOHNSON,CITY CLERK
SUBJECT: DESIGNATION OF DELEGATE TO REPRESENT THE CITY AT THE SOUTHERN

CALIFORNIA ASSOCIATION OF GOVERNMENTS GENERAL ASSEMBLY MEETING RECOMMENDED ACTION:

It is recommended that the City Council appoint Mayor Bill Velto as the delegate and Councilmember James Breitling as the alternate delegate to represent the City of Upland at the Southern California Association of Governments (SCAG)General Assembly meeting on May 7,2026.

GOAL STATEMENT
The proposed action supports the City's goal to participate in activities in developing policies for California cities.

BACKGROUND
The City of Upland is a member of SCAG,a planning organization representing six counties, 191 cities and more than 19 million residents in an area covering over 38,000 square miles. SCAG is involved in coordinating a number of planning and policy initiatives related to Southern California transportation and land-use planning.

ISSUES AND ANALYSIS
The SCAG General Assembly meeting will take place May 7,2026.In order to vote in the SCAG General Assembly meeting,the City Council must designate a representative.

ENVIRONMENTAL DETERMINATION
The proposed action is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA.The proposed action is not included within the definition of a"project" and thus is exempt.

FISCAL IMPACTS
There is no fiscal impact associated with this action.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Not a Project.

4<�°v °p`qt CITFUP LAND
oid "The City of Gracious Living"
DATE: January 12,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:KERI JOHNSON,CITY CLERK

RICHARD JEGANATHAN,IT MANAGER
SUBJECT: CONSIDER AUTHORIZING PURCHASE OF LASERFICHE VAULT, ADOPTING A

RESOLUTION DESIGNATING A TRUSTED DOCUMENT MANAGEMENT SYSTEM AND

APPROVING A RECORDS POLICY
RECOMMENDED ACTION:

It is recommended that the City Council adopt a Resolution designating Laserfiche as a Trusted System for the management of official City records and approving an Electronic Records Management Policy;approve a Professional Services Agreement for the purchase of Laserfiche Vault;and authorize the City Manager to execute the agreement.

GOAL STATEMENT
The proposed action supports the City's goal of maintaining a comprehensive program to ensure the appropriate handling of City records.

BACKGROUND
Government Code Section 7920.530,part of the California Public Records Act, defines public records as including "any writing containing information relating to the conduct of the public's business prepared,owned,used,or retained by any state or local agency regardless of physical form or characteristics."While many records today are received in electronic format,the City has many records in paper format.

For decades, State law has allowed government agencies to convert paper records to electronic formats. Storing records electronically is a cost-saving measure,reducing the need for onsite and offsite storage and management of voluminous paper records,and allows the City to provide easier and quicker access to records.

To retain records electronically and dispose of the paper version,a government agency must utilize a"trusted system." Under Government Code section 12168.7, the term "trusted system" is defined as "a combination of technologies, policies,and procedures for which there is no plausible scenario in which a public record retrieved from or reproduced by the system could differ substantially from the public record that is originally stored."The California Secretary of State has adopted regulations (Chapter 15, Division 7, Title 2 of the California Code of Regulations) to implement this statute.

The City has contracted with Complete Paperless Solutions (CPS) to implement Laserfiche as the City's Enterprise Content Management System to store City records. The City Clerk's office is working with CPS on a citywide scanning project to have paper records scanned and imported into Laserfiche; and working with City departments to ensure records stored in Laserfiche are kept in accordance with State law trusted system requirements. Laserfiche audit capabilities include the ability to track records as they are added,deleted and viewed in the system.Permissions and restrictions for security have been established in Laserfiche, along with roles and responsibilities to ensure only appropriate personnel have access to records.

The City's Records Retention Schedule, established by City Council Resolution No. 6854 adopted on December 8, 2025,provides that an electronic record in a trusted system may serve as the official record and the paper version may be destroyed.This includes performing a quality check on all scanned documents and maintaining the electronic copy in a media that does not allow changes. The addition of Laserfiche"vault"makes our repository a trusted system.

ISSUES AND ANALYSIS
The Secretary of State adopted Trustworthy Electronic Document or Record Preservation regulations, located in Chapter 15, Division 7, Title 2 of the California Code of Regulations, which govern the recording, storing and

reproducing of records in electronic media where the intent is to destroy the original hardcopy and maintain the electronic copy as the official record.

Based on these regulations and codes,a"trusted system"must:
• store electronic records in at least two unique locations; • ensure that records cannot be modified,moved,or deleted; • store one copy in a separate secure location that does not permit unauthorized alterations or deletions;and • provide full auditing/logging of any action taken on a document within the repository.

The City Clerk and IT Manager recommend Laserfiche Vault to serve as the secure records repository. Laserfiche Vault meets the above requirements and is the only system that seamlessly integrates with Laserfiche Cloud,the City's electronic document management system. Other trusted system options are more manual in nature, incur additional costs, and require more staff resources for oversight and management. Using Laserfiche Vault will ensure official records are unalterable and stored in a safe and secure location.

Per the City's Purchasing Policy Section 11.3,commodities and services,which can be obtained from only one vendor are exempt from competitive bidding.As Upland has already engaged with CPS to implement Laserfiche as the City's Enterprise Management System to store City records,it is imperative to retain the same software to continue the value of the investment in Laserfiche technology, eliminate the duplication of systems and minimize operational risk. For these reasons, Laserfiche Vault through CPS is uniquely qualified to meet the City's needs and is justified as a sole source vendor for this service.

Additionally, staff has prepared the attached Resolution for Council's adoption of a Records Management Policy, which has been developed for the implementation of the retention schedule and to provide for the routine searching, scanning,uploading,saving,importing,and disposing of records in Laserfiche during the normal course of business.

Collectively, the City's comprehensive retention schedule, electronic document management policy, and the Laserfiche Vault technology constitute a trusted system in accordance with state law.

ENVIRONMENTAL DETERMINATION
The proposed action is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA.The proposed action is not included within the definition of a"project" and thus is exempt.

FISCAL IMPACTS
The total cost for the purchase of Laserfiche Vault is $152,102.38. There are sufficient funds in the Information Systems Software Subscriptions Account No. 7531701-5239.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Not a Project.

RESOLUTION NO.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

UPLAND, CALIFORNIA, DESIGNATING LASERFICHE VAULT

AS THE TRUSTED SYSTEM FOR THE MANAGEMENT OF

OFFICIAL CITY RECORDS AND APPROVING AN ELECTRONIC

RECORDS MANAGEMENT POLICY
WHEREAS, the City of Upland ("City") has established a Records Retention Schedule, which specifies procedures for retaining City Records ("Records") in active files and inactive files, and for disposing of Records when they are no longer needed for administrative, fiscal, historical, or legal purposes; and WHEREAS, California Government Code section 34090, et seq., provides the parameters whereby City hard copy records that have served their purpose and are no longer required may be destroyed, provided that certain records are reproduced and stored electronically in a "Trusted System," as defined in California Government Code section 12168.7, prior to destruction of hard copies of those records; and WHEREAS, California Government Code section 12168.7 provides uniform statewide standards for storing documents in electronic media; and WHEREAS, the California Secretary of State has adopted Trustworthy Electronic Document or Record Preservation regulations set forth in Chapter 15, Division 7, Title 2 of the California Code of Regulations, which govern the recording, storing and reproducing of records in electronic media where the intent is to destroy the original hardcopy and maintain the electronic copy as the official record; and WHEREAS, the City intends to store records electronically in a Trusted System that meets the state requirements of a combination of technologies, policies, and procedures for which there is no plausible scenario in which a public record retrieved from or reproduced by the system could differ substantially from the public record that is originally stored; and
WHEREAS, the City Clerk's Office and the Information Systems and Technology Department have worked together to ensure that the City's document management system, and all records stored within the system, are kept in accordance with the state's Trusted System requirements and the Trustworthy Electronic Document or Record Preservation regulations; and WHEREAS, the City has established a policy instituting its standards for proper management of records, including the following features: 1) folder level permissions and restrictions in Laserfiche ensuring only appropriate personnel have access to records; 2) records stored electronically in Laserfiche shall be in the format required by law such as "Tag Image File Format" or "Portable Document Format;" and 3) the Laserfiche system includes audit capabilities to track records as they are added, deleted and viewed; and
WHEREAS, the Electronic Records Management Policy, set forth and attached hereto as Exhibit A, specifies processes for the routine searching, scanning, uploading, saving, importing, and disposing of records in Laserfiche during the

Resolution No.

normal course of business; and
WHEREAS, collectively, the City's comprehensive Records Retention Schedule, Electronic Records Management Policy, and the Laserfiche Vault technology constitute a Trusted System in accordance with state law.

NOW, THEREFORE, the Upland City Council hereby finds, determines and resolves, as follows:

Section 1. All of the above recitals are true and correct and are incorporated herein by this reference.

Section 2. Laserfiche is designated as the City's records storage repository.

Section 3. Laserfiche is backed up using the Laserfiche Vault technology, and the backup copy is stored offsite in a format that cannot be altered.

Section 4. The Electronic Records Management Policy attached hereto as Exhibit A and incorporated herein are considered the City's approved procedures for the management of electronic records which may be amended administratively under the City Manager's authority, provided that the procedures comport with the Council's objectives and findings stated herein.

Section 5. The City hereby finds and determines that the Records Retention Schedule, combined with its Electronic Records Management Policy, and Laserfiche Vault technology, collectively establish the City's Trusted System pursuant to state law.

Section 6. The City hereby considers electronic records stored in Laserfiche Vault as the City's official record, and approves the destruction of paper records upon completion of quality control processes outlined in the Electronic Records Management Policy.

Section 7. This Resolution shall prevail over any existing resolution in the event of a conflict.

Section 8. Compliance with California Environmental Quality Act. The City Council finds that this Resolution is not subject to the California Environmental Quality Act ("CEQA") pursuant to Sections 15060(c)(2) (the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the State CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical change to the environment, directly or indirectly. Further, if the activity is deemed a project this City Council finds that this Resolution is exempt pursuant to Section 15061(b)(3) of the State CEQA Guidelines.

Section 9. Severability. If any section, subsection, subdivision, sentence, or clause or phrase in this Resolution or any part thereof is for any reason held to be unconstitutional, invalid or ineffective by any court of competent jurisdiction,

Resolution No.

such decision shall not affect the validity or effectiveness of the remaining portions of this Resolution or any part thereof. The City Council hereby declares that it would have adopted each section irrespective of the fact that any one or more subsections, subdivisions, sentences, clauses, or phrases are declared unconstitutional, invalid, or ineffective.

Section 10. Certification. The City Clerk shall certify to the passage and adoption of this Resolution and enter it into the book of original resolutions.

Section 11. Effective Date. This Resolution shall become effective immediately.

PASSED, APPROVED AND ADOPTED this 12th day of January, 2026.

Bill Velto, Mayor
I, Keri Johnson, City Clerk of the City of Upland, do hereby certify that the foregoing Resolution was adopted at a regular meeting of the City Council held on the 12th day of January, 2026, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAINED:

ATTEST:

Keri Johnson, City Clerk

or Up Number
y4d Effective
Revised
r *' Reviewed Previous

ELECTRONIC DOCUMENT MANAGEMENT PROCEDURES
PURPOSE:

To ensure the City's Electronic Document Management System (EDMS) meets the definition of a Trusted System, as set forth in California Government Code Sections 12168.7 and 34090.5, and is in compliance with regulations developed by the Secretary of State (SOS) to use in recording, storing, and reproducing permanent and non-permanent documents or records in electronic media, so that every reproduction of a record from the EDMS will be deemed to be a copy of an original record.

This policy documents the business practices and procedures to be implemented to ensure the process for converting and storing paper records in the EDMS complies with California state law.

Additionally, this policy will permit the City, pursuant to California Government Code Section 34090.5, to destroy original paper records, documents, instruments, books, and papers ("paper records") once those paper records have been stored into the EDMS in compliance with the procedures set forth in this policy. California Government Code Section 34090.5 sets forth that if a record series can be produced electronically and proper archival methods are set in place, the original may be destroyed, with the exception of those documents that are required to be kept permanently in their original form, as outlined in the City's Retention Schedule. This process will reduce storage boxes and storage space needs, as well as bring the City's records management program into compliance with the law.

OBJECTIVES
• To provide the public access to public documents in accordance with the California Public Records Act;
• To assist in the transparency of public government documents; • To utilize state of the art security for database management of the City's long-term and/or permanent documents;
• To provide accurate and efficient archival research capabilities and document retrieval; • To provide disaster recovery capabilities;
• To facilitate organizational access to final records in the most efficient and effective manner.

This policy regarding trustworthy official electronic record preservation applies to all City departments that:
• Intend to destroy the original hard copy and maintaining electronic documentsa t Hof 1374

official records of the City; and/or
• Create and/or maintain electronically originated documents as the official records of the City.

Staff shall not destroy:
• Official records that are expressly required by law to be filed and preserved; and/or • Official records that are required by law to be retained in hard copy format.

This policy shall not be construed to allow a department to maintain such official records electronically in place of the original hard copy.

POLICY
Records Retention Policy Compliance
The Electronic Document Management System (EDMS) shall comply with the City's Records Retention Schedule. a. Permanent paper records scanned and stored in the EDMS and approved for destruction will be destroyed in compliance with the City's Records Retention/Destruction Resolution. Prior to records destruction, the responsible department head(s) shall sign the Records Destruction Authorization Form approving the destruction and submit the form to the City Clerk for final approval and signature by the City Clerk and City Attorney. Once all approvals and signatures have been obtained for such destruction in accordance with state law and the City's current Records Retention/Destruction Resolution, the records may be destroyed. The responsible department staff member shall sign the Records Destruction Authorization Form once approved records are destroyed. b. Annually each Department is responsible for reviewing all records in its custody. Records that have reached the end of their retention period are to be destroyed pursuant to the Records Retention/Destruction Resolution.
c. Record Holds: When notified by the City Attorney, City Clerk or Deputy Director of Human Resources/Risk Management that a "records hold" or "legal hold" is in place, or when City staff reasonably anticipates that a claim or litigation may ensue, staff shall tag the potentially relevant records in the EDMS, using a unique tag assigned by the City Clerk, so that potentially relevant records are retained beyond their destruction date and not destroyed.

PROCEDURES
The City Clerk is the City staff member responsible for oversight of the EDMS. City Clerk staff shall provide assistance and guidance to other City departments to ensure the intent of this administrative procedure is carried out and that the EDMS serves as a trusted system for storage and reproduction of City records that originated in paper format. Official permanent records should never be retained outside of the EDMS. a. Conversion and Storing of Paper Records

1. All records scheduled for permanent retention shall be converted and stored in the EDMS.

2. City Clerk staff shall work with each City department to prioritize their records for conversion and storage in the EDMS.

3. Records without a permanent and/or long-term retention pursuant to the City 's Records Retention Schedule, shall not be placed in the EDMS. Unless a draft is being retained as a City rigg0 2T6 ilr li

drafts should not be stored into the EDMS.
b. Scanning of Paper Original Records.

1. Scanned images shall be a true copy of archival quality.

2. Department staff shall be responsible for scanning permanent and/or long-term documents into the EDMS.

3. Files that contain confidential/attorney-client privilege documents must be scanned and filed separately from the public documents into a folder with limited access to assigned staff. This will ensure confidential documents are not released to the public during review of an electronic document.

4. Department staff shall check scanned documents for legibility, readability, completeness, page counts, confirm that document pages were scanned in the proper sequence, and if necessary, re-scan poor quality images and/or missing pages, and correct page sequencing.The number of pages of each original document shall be verified with the electronically scanned version. Blank pages should not be included in the scanning process.

5. Documents shall be imaged in a method that ensures they are reproducible in their original form, matching both size and color. In most cases, solid color paper, such as invoices, shall be scanned in black and white. Any use of electronic highlighting, or color descriptors shall be scanned in color.

6. Notes and annotations deemed significant must be retained pursuant to federal law, state law, or the City's current Records Retention/Destruction Resolution, shall be scanned and managed as a part of the electronic record.
i. If not already inserted within the document, loose notes to be included in the scanned document will be placed in order at the back of the document before scanning. ii. Any page containing sticky or otherwise attached note(s)will be copied with the notes in place.

Before scanning, a photocopy of the page with the note(s) in place will be made, and then scanned with the notes removed from the original document. In this way,the City will retain both a clean copy of the document, and a copy of the page with note(s) in place. All scans of sticky or otherwise attached note(s}shall be in black and white.

7. Staff may employ a digitized record enhancement technique which is commonly used in scanning software, including but not limited to deskew, despeckle, crop, and rotate; however, staff shall not use an enhancement technique if it alters the content that exists in an original record.

8. All pages shall be rotated right-side up for viewing purposes. c. Naming electronic documents. Naming conventions are critical and must be followed to ensure document consistency and accuracy.All electronic documents shall be named. d. Indexing. An electronic template will be used to gather the relevant information about each record.The indexed information will be used to facilitate document search and sort capabilities. e. Optical Character Recognition (OCR)will be performed on every predominantly text-based document scanned into the EDMS.
f. Quality Control and Assurance

1. Imaged records will be verified as accurate and complete before finalizing their placement in the EDMS. Department staff shall review and verify that each image of each page of the record is a true and accurate copy of the original record that can be reproduced from the electronic record with full legibility, and the data field information is accurate. Images shall be checked for document name, legible images, paper size scanned, number of pages, blank pages, and page rotation.

2. When possible, staff shall not quality check their own scans. Scans should be quality checked by a staff person other than the staff person who originally scanned the electronic documents.

3. Poor quality images shall be rescanned. The original paper record shall be retained and appropriately filed so that it is preserved.
g. Paper Record Destruction

1. All scanned documents shall be retained until the digitized image and indexing is verified as accurate and complete.

2. Once the digitized image and indexing are verified as accurate and complete, and that the document can be reproduced with full legibility,the paper record may be destroyed with the consent of the department head; however:

No paper record designated as a vital and/or historical record shall be destroyed.The City Clerk, in consultation with the City Attorneys' office, shall identify those classes of records that are vital and/or historical records.Vital and/or historical records, at a minimum, shall include:

1. City historical/archival information;

2. Records affecting the title to real property or liens;

3. Settlement and/or Litigation Agreements; and

4. Bond Documents
Every illegible page shall be permanently preserved electronically in the same form and identified/denoted as such (i.e., poor source original). h. Destruction of Records after Reproduction
In accordance with Government Code Section 34090.5, the City may without written approval of the City Council or the written approval of the City Attorney, shall dispose of the public record/document, if all of the following conditions are met:

1. The public record, paper, or document is photographed, microphotographed, reproduced by electronically recorded video images on magnetic surfaces, recorded in the electronic data processing system, recorded on optical disk, reproduced on film or any other medium that is a trusted system and that does not permit additions, deletions, or changes to the original document, or reproduced on film, optical disk, or any other medium in compliance with Government Code Section 12168.7 for recording of permanent records or non-permanent records.

2. The device used to reproduce the public record, paper, or document on film, optical disk, or any other medium is one which accurately and legibly reproduces the original thereof in all details and that does not permit additions, deletions, or changes to the original document text and images.

3. The photographs, microphotographs, or other reproductions on film, optical disk, or any other medium are made as accessible for public reference as the original records were.

4. A true copy of archival quality of the film, optical disk, or any other medium reproductions shall be kept in a safe and separate place for security purposes.

5. Poor quality documents shall be scanned and noted as illegible.The electronic version shall be a true and correct copy of the original and shall be permanently preserved as an electronic record.

6. Every reproduction shall be deemed to be an original record and a transcript, exemplification, or certified copy of any reproduction shall be deemed to be a transcript, exemplification, or certified copy of the original.

7. Compliance with these procedures ensures that every reproduction is deemed an original record.

PROCEDURE FOR STORING ELECTRONICALLY ORIGINATED RECORDS IN EDMS a. City records that exist electronically may be stored in the EDMS if they can be converted electronically to TIFF or PDF format.

1. Conversion should be performed with a minimum 300 dots per inch (DPI) and adjusted higher, on an individual record basis, to provide accurate and complete reproduction. For image files coming from in other formats, such as JPEG, BMP, or GIF, the resolution should be adjusted to closely match the DPI of the original image file.

2. If an electronic record cannot be converted to TIFF or PDF format, such records should be printed and the instructions followed for converting and storing a paper record.

3. If electronic submissions for maps, design plans, or other architectural drawings will be accepted from the public with the intent of storing the record in the EDMS, such submissions shall be of the highest possible resolution and quality in PDF format, with a minimum 300 DPI. b. Records without a permanent and/or long-term retention pursuant to the City 's Records Retention Schedule, shall not be placed in the EDMS. Unless a draft is being retained as a City record, preliminary drafts should not be stored into the EDMS.
c. Department staff is responsible for converting and storing permanent records and indexing that department's electronic records into the EDMS. The information attached to each record through indexing will include at least its name, date, and retention period. d. Optical Character Recognition. Optical Character Recognition (OCR) will be performed on every predominantly text-based electronic document converted and stored into the EDMS. e. Quality Control and Assurance. Once an electronic record is converted and stored in the EDMS. f. Duplicates stored on City server and/or cloud-based storage. Once an electronic record is converted and stored in the EDMS, the electronic record on the City's server and/or cloud-based storage may be deleted as a duplicate.

TRUSTED SYSTEM
Government Code Section 34090.5 authorizes the conversion of hard copy materials and records onto other electronic mediums (i.e., burning CDs or DVDs or other format reasonably accepted within the industry, as may be determined by the City Clerk) as long as the following conditions are met:
a. The record, paper, or document is photographed, microphotographed, reproduced by electronically recorded video images, recorded in electronic data processing system, recorded on optical disk, or any other medium that is a trusted system and that does not permit additions, deletions, or changes to the original document;
b. The device or method used to reproduce the record, paper, or document reproduces the original in all details and does not permit additions, deletions, or changes to the original document ir�ae;25 of 1374

c. The reproductions are made accessible for public reference as the original records were; and d. A true copy of archival quality of the film, optical disk, or any other medium reproductions shall be kept in a safe and separate place for security purposes.

If the above conditions are met, subject to system verification by the City Clerk and City Attorney, the public official having custody of the records (department head) may convert the hard copy to a permissible electronic format and destroy the hard copy.

CITY OF UPLAND

PROFESSIONAL SERVICES AGREEMENT
This Agreement is made and entered into as of January 12, 2026 by and between the City of Upland, a public agency organized and operating under the laws of the State of California with its principal place of business at 460 N. Euclid Avenue, Upland, CA 91786 ("City"), and Complete Paperless Solutions(CPS), a LLC with its principal place of business at 5031 E. La Palma Avenue, Suite 206, Anaheim, CA 92807 (hereinafter referred to as "Consultant"). City and Consultant are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement.

RECITALS
A. City is a public agency of the State of California and is in need of professional services for the following project:

Set-up and design of Enterprise Document Management System (hereinafter referred to as "the Project").

B. Consultant is duly licensed and has the necessary qualifications to provide such services.

C. The Parties desire by this Agreement to establish the terms for City to retain Consultant to provide the services described herein.

AGREEMENT
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:

1. Services.

Consultant shall provide the City with the services described in the Scope of Services attached hereto as Exhibit "A."

2. Compensation.
a. Subject to paragraph 2(b) below, the City shall purchase the equipment and shall pay for ongoing support services (for each 12 month period of this agreement) as set forth in Exhibit "A."
b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of $181,000. This amount is to cover all printing and related costs, and the City will not pay any additional fees for printing expenses. Periodic payments shall be made within 30 days of receipt of an invoice which includes a detailed description of the work performed.

3. Additional Work.

If changes in the work seem merited by Consultant or the City, and informal consultations with the other party indicate that a change is warranted, it shall be processed in the following manner: a letter outlining the changes shall be forwarded to the City by Consultant with a 1

statement of estimated changes in fee or time schedule. An amendment to this Agreement shall be prepared by the City and executed by both Parties before performance of such services, or the City will not be required to pay for the changes in the scope of work. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement.

4. Maintenance of Records.

Books, documents, papers, accounting records, and other evidence pertaining to costs incurred shall be maintained by Consultant and made available at all reasonable times during the contract period and for four (4) years from the date of final payment under the contract for inspection by City.

5. Time of Performance.

The term of this Agreement shall be from January 12, 2026 to January 12, 2029 unless earlier terminated as provided herein. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Project. Consultant shall perform its services in a prompt and timely manner within the term of this Agreement and shall commence performance upon receipt of written notice from the City to proceed ("Notice to Proceed).

6. Delays in Performance.
a. Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non- performing party. For purposes of this Agreement, such circumstances include but are not limited to, abnormal weather conditions; floods; earthquakes; fire; epidemics; pandemics; war; riots and other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances; sabotage or judicial restraint.
b. Should such circumstances occur, the non-performing party shall, within a reasonable time of being prevented from performing, give written notice to the other party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement.

7. Compliance with Law.
a. Consultant shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local government, including Cal/OSHA requirements. b. If required, Consultant shall assist the City, as requested, in obtaining and maintaining all permits required of Consultant by federal, state and local regulatory agencies. c. If applicable, Consultant is responsible for all costs of clean up and/ or removal of hazardous and toxic substances spilled as a result of his or her services or operations performed under this Agreement.

8. Standard of Care
Consultant's services will be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions. 2

9. Assignment and Subconsultant
Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Consultant from employing independent associates, and subconsultants as Consultant may deem appropriate to assist in the performance of services hereunder.

10. Independent Contractor
Consultant is retained as an independent contractor and is not an employee of City. No employee or agent of Consultant shall become an employee of City. The work to be performed shall be in accordance with the work described in this Agreement, subject to such directions and amendments from City as herein provided.

11. Insurance. Consultant shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. a. Commercial General Liability
(i) The Consultant shall take out and maintain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City. (ii) Coverage for Commercial General Liability insurance shall be at least as broad as the following:
(1) Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent. (iii) Commercial General Liability Insurance must include coverage for the following:
(1) Bodily Injury and Property Damage
(2) Personal Injury/Advertising Injury
(3) Premises/Operations Liability
(4) Products/Completed Operations Liability
(5) Aggregate Limits that Apply per Project
(6) Explosion, Collapse and Underground (UCX) exclusion deleted
(7) Contractual Liability with respect to this Agreement (8) Property Damage
(9) Independent Contractors Coverage
(iv) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement.
3

(v) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage. (vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured. b. Automobile Liability
(i) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City.
(ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto).
(iii) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status. (iv) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention.
c. Workers' Compensation/Employer's Liability
(i) Consultant certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement.
(ii) To the extent Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Consultant shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the "Workers' Compensation and Insurance Act," Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer's Liability Coverage in amounts indicated herein. Consultant shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers' compensation coverage of the same type and limits as specified in this section.
d. Professional Liability (Errors and Omissions)
At all times during the performance of the work under this Agreement the Consultant shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein.

This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form specifically designed to protect against acts, errors or omissions of the Consultant. "Covered Professional Services" as designated in the policy must specifically 4

include work performed under this Agreement. The policy must"pay on behalf of"the insured and must include a provision establishing the insurer's duty to defend. e. Minimum Policy Limits Required
(i) The following insurance limits are required for the Agreement:

Combined Single Limit
Commercial General Liability $1,000,000 per occurrence/ $2,000,000 aggregate for bodily injury, personal injury, and property
damage
Automobile Liability $1,000,000 combined single limit Employer's Liability $1,000,000 per accident or disease Professional Liability $1,000,000 per claim and aggregate (errors and omissions)
(ii) Defense costs shall be payable in addition to the limits. (iii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement. f. Evidence Required
Prior to execution of the Agreement, the Consultant shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer's equivalent) signed by the insurer's representative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance.
g. Policy Provisions Required
(i) Consultant shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration.
(ii) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Consultant's policy is primary insurance and that any 5

insurance, self-insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss.
(iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement.
(iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to provide a waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(v) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability.

Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant's indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law.
h. Qualifying Insurers
(i) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements:
(1) Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

Additional Insurance Provisions
(i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.
(ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
6

(iii) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (iv) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.
j. Subconsultant Insurance Requirements. Consultant shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this section.

Policies of commercial general liability insurance provided by such subcontractors or subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, City may approve different scopes or minimum limits of insurance for particular subcontractors or subconsultants.

12. Indemnification.
a. To the fullest extent permitted by law, Consultant shall defend (with counsel of City's choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant's services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney's fees and other related costs and expenses. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.
b. If Consultant's obligation to defend, indemnify, and/or hold harmless arises out of Consultant's performance of "design professional" services (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant's indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant's liability for such claim, including the cost to defend, shall not exceed the Consultant's proportionate percentage of fault.

13. California Labor Code Requirements.
a. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects ("Prevailing Wage Laws"). If the services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subconsultants to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), 7

employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor(Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4. b. If the services are being performed as part of an applicable "public works" or "maintenance" project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subconsultants performing such services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants, as applicable. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1. c. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant's sole responsibility to comply with all applicable registration and labor compliance requirements. Any stop orders issued by the Department of Industrial Relations against Consultant or any subcontractor that affect Consultant's performance of services, including any delay, shall be Consultant's sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Consultant or any subcontractor.

14. Verification of Employment Eligibility.

By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subconsultants and sub-subconsultants to comply with the same.

15. Reserved.

16. Laws and Venue.

This Agreement shall be interpreted in accordance with the laws of the State of California.

If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of San Bernardino, State of California. 17 Termination or Abandonment
a. City has the right to terminate or abandon any portion or all of the work under this Agreement by giving ten (10)calendar days written notice to Consultant. In such event, City shall be immediately given title and possession to all original field notes, drawings and specifications, written reports and other documents produced or developed for that portion of the work completed and/or being abandoned. City shall pay Consultant the reasonable value of services rendered for any portion of the work completed prior to termination. If said termination occurs prior to completion of any task for the Project for which a payment request has not been 8

received, the charge for services performed during such task shall be the reasonable value of such services, based on an amount mutually agreed to by City and Consultant of the portion of such task completed but not paid prior to said termination. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed services and shall not be entitled to damages or compensation for termination of work.
b. Consultant may terminate its obligation to provide further services under this Agreement upon thirty(30)calendar days'written notice to City only in the event of substantial failure by City to perform in accordance with the terms of this Agreement through no fault of Consultant.
18 Documents. Except as otherwise provided in "Termination or Abandonment," above, all original field notes, written reports, Drawings and Specifications and other documents, produced or developed for the Project shall, upon payment in full for the services described in this Agreement, be furnished to and become the property of the City.

19. Organization
Consultant shall assign a Project Manager. The Project Manager shall not be removed from the Project or reassigned without the prior written consent of the City.

20. Limitation of Agreement.

This Agreement is limited to and includes only the work included in the Project described above.

21. Notice
Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to:

DISTRICT: CONSULTANT:

City of Upland Complete Paperless Solutions
460 N. Euclid Avenue 5031 E. La Palma Avenue, Suite 206 Upland, CA 91786 Anaheim, CA 92807
Attn: IT Manager
and shall be effective upon receipt thereof.

22. Third Party Rights
Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Consultant.

23. Equal Opportunity Employment.

Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, 9

national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

24. Entire Agreement
This Agreement, with its exhibits, represents the entire understanding of City and Consultant as to those matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereunder. Each Party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This Agreement may not be modified or altered except in writing signed by both Parties hereto. This is an integrated Agreement.

25. Severability
The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the remaining provisions unenforceable, invalid or illegal.

26. Successors and Assigns
This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each Party to this Agreement. However, Consultant shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void.

27. Non-Waiver
None of the provisions of this Agreement shall be considered waived by either Party unless such waiver is specifically specified in writing.

28. Time of Essence
Time is of the essence for each and every provision of this Agreement.

29. City's Right to Employ Other Consultants
City reserves its right to employ other consultants, including engineers, in connection with this Project or other projects.

30. Prohibited Interests
Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid, nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no director, official, officer or employee of City, during the term of his or her service with City, shall 10

have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
[SIGNATURES ON FOLLOWING PAGE]
11

SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT

BETWEEN CITY OF UPLAND

AND COMPLETE PAPERLESS SOLUTIONS (CPS)
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF UPLAND Complete Paperless Solutions (CPS) By: By:

Michael Blay
City Manager Its:

Printed Name:

ATTEST:

By:

Ken Johnson
City Clerk
APPROVED AS TO FORM:

By:

Best Best & Krieger LLP
City Attorney
12

EXHIBIT A
13

ESTIMATE cps I Complete Paperless
Complete Paperless Solutions, [email protected] Solutions LLC +1 (866)661-2425
20264 Garrey Rd
Walnut,CA 91789-2302
Bill to Ship to
Richard Jeganathan Richard Jeganathan
City of Upland City of Upland
460 N.Euclid Avenue 460 N.Euclid Avenue
Upland,CA 91786 Upland,CA 91786
Estimate details
Estimate no.:2864
Estimate date: 12/04/2025
Expiration date:03/31/2026
# Date Product or service SKU Description Qty Rate Amount

1. AS-AXRP12-36 "AXR Replicated Assureon Data 1 $110,921.00 $110,921.00 Vault Node Pair.Each site's
Assureon server(in single-write
mode)has 2x 3.84TB SSD(RAID-
1)for OS/DB/Cache and 36TB
after RAID before format(32.76TiB
after RAID and format),using 1
array of 5x 12TB(RAID-6).

Add 1 drive pack to expand
capacity to 72TB."

2. AS-EKEL-32 Assureon encryption key escrow 1 $990.00 $990.00 license and support for up to 32TB
of data.Annual Fee.

3. OSE-ASU Annual Enterprise On Site Support, 1 $13,311.00 $13,311.00 Assureon AXR

4. PS-BHOS-ASU One day of Assureon installation 2 $9,142.00 $18,284.00 professional services delivered on-
site by a Nexsan representative.

Includes travel and other
expenses.

Subtotal $143,506.00
Sales tax $8,596.38
Note to customer
NCPA/Omnia Partners
Total $152,102.38

Expiry 03/31/2026
date
Accepted date Accepted by

4 or UN
`tCALIFORNIA LEVINE ACT DISCLOSURE STATEMENT
Ogt�� 4Q"
California Government Code Section 84308, commonly referred to as the "Levine Act," prohibits City Officers from participating in any action concerning a license, permit,other entitlement for use,franchise, or contract(collectively"license, permit,or contract") if they receive political contribution(s)from a party, or its agent(s), totaling more than $500 within the twelve (12) months before the proceeding, while a proceeding is pending, and for twelve (12) months following the date of a final decision in a proceeding.

The Levine Act also requires a member of the Upland City Council who has received such a contribution to disclose the contribution on the record of the proceeding and recuse themselves before the proceeding unless the violation has been properly cured.

Current Upland City Council Members are listed at:
https://www.uplandca.gov/city-council-treasurer
Parties and their Agents are responsible for accessing the link to review the names and disclosing their applicable contributions to City Officers on the record of a proceeding.

As a party to a proceeding,you are also required to provide information below about contributions made by you, your agents on behalf of you or your organization, your organization subject to the proceeding with the City, and any organization you direct or control pursuant to the aggregation rules at FPPC Reg. § 18438.5, except for uncompensated officers of a nonprofit organization. This form is to be submitted to the City of Upland and is a public record. If you have any questions about this form, please contact your City representative for assistance.

1. Have you or your company,or any agent/board member on behalf of you or your company/entity, made any political contributions of more than $500 to any Upland City Council Member in the 12 months preceding the date of the submission of your proposal or application,or the anticipated date of any Council action?
YES If yes, please identify the Council Member(s):

X NO

2. Do you or your company/entity, or any agency on behalf of you or your company/entity, anticipate or plan to make any political contribution of more than $500 to any Upland City Council Member in the 12 months following any Council action related to your proposal or application? YES If yes, please identify the Council Member(s):

X NO
Answering yes to either of the two questions above does not preclude the Upland City Council from awarding a contract or approving an application or any subsequent action. It does, however, preclude the identified Council Member(s)from participating in any actions related to your proposal or application. 1/5/2026 Z7uni
Date Sig ture of authorized individual
Complete Paperless Solutions/Jamie Dunn
Company/Applicant Name
(Levine Act definitions on reverse side)

LEVINE ACT DISCLOSURE STATEMENT DEFINITIONS
Term Definition Law
A proceeding to grant, deny, revoke, restrict, or modify a license, permit or other entitlement for use, that
does not solely involve purely ministerial decisions
and is:

Covered (1)Applied for by the party; FPPC Reg 18438.2(a) "proceedings" (2) Formally or informally requested by the party; or (3)A contract between the agency and the party or a
franchisee granted by the agency to the party, other
than a contract that is competitively bid, a labor
contract, or a personal employment contract.

Any person who files an application for, or is the
Party subject of, a proceeding involving a license, permit, or Gov. Code 84308(a)(1) other entitlement for use.

Any person who is not a party but who actively
supports or opposes a particular decision in a
proceeding involving a license, permit, or other
entitlement for use and who has a financial interest in Gov. Code 84308(a)(2) Participant the decision.A person actively supports or opposes a FPPC Reg 18438.4 particular decision in a proceeding if that person
lobbies in person the officers or employees of the
agency, testifies in person before the agency, or
otherwise acts to influence officers of the agency.

A person who represents a party or participant for
compensation and appears before or otherwise
Agent communicates with the governmental agency for the FPPC Reg 18438.3 purpose of influencing the pending proceeding. See
FPPC Reg 18438.3 for exceptions for certain
consultants.

A contract required by law to be awarded to the lowest
responsible bidder with a responsive bid, or, if the FPPC Reg Competitively Bid successful bidder refuses or fails to execute the 18438.2(a)(3)(A) contract, to the next lowest bidder with a responsive
bid.

A contract or agreement reached through collective
bargaining or with a representative group regarding
Labor Contract the salary, benefits, or terms and conditions under an FPPC Reg employment or retirement policy for employees or 18438.2(a)(3)(B) retirees, including a project labor agreement entered
under Public Contract Code Section 2500.

Personal A contract for employment, including the terms and Employment conditions of employment, between the agency and FPPC Reg Contract an agency employee.A contract with an independent 18438.2(a)(3)(C)-(D) contractor is NOT a personal employment contract.

����°� °p`q� CITY
�r. .__� ... ]��/�: J/L//1 y �/'� "The City of Gracious Living" ''' 5
oid
DATE: January 12,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:KERI JOHNSON,CITY CLERK
SUBJECT: ACCEPT THE RESIGNATION OF PUBLIC WORKS COMMITTEE CITIZEN ADVISORY MEMBER
RECOMMENDED ACTION:

It is recommended that the City Council accept the resignation from Public Works Citizen Advisory Member John Ickis and direct the City Clerk to post the notice of unscheduled vacancy.

GOAL STATEMENT
The proposed action supports the City's goal to provide opportunities for the citizenry to participate in local government through service on various committees,commissions,and boards.

BACKGROUND
The Public Works Committee is a standing committee of the City Council and consists of two Councilmembers and five citizen advisory members. The function of the committee is to provide an opportunity for review and fact finding relative to significant projects,programs,or activities in public works operations prior to consideration by the entire Council. Citizen Advisory Members of the Public Works Committee are the reviewing body for street tree removal requests.

ISSUES AND ANALYSIS
Mr. Ickis submitted his resignation to the City Clerk's office on December 22,2025. Mr. Ickis was appointed to the Committee in February 2023 and was nominated by Councilmember Zuniga.The term of the appointment will expire in December 2026.

The resignation creates an unscheduled vacancy and Government Code Section 54974 requires vacancies be posted for ten(10)working days before new appointments can be made.

ENVIRONMENTAL DETERMINATION
The proposed action is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA. The proposed action is not included within the definition of a"project" and thus is exempt.

FISCAL IMPACTS
There is no fiscal impact associated with this action.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Not a Project.

:,' Up`q� CITYUPLAND
, �` "The City of Gracious Living"
DATE: January 12,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:STEPHEN PARKER,ASSISTANT CITY MANAGER

STACI SULLIVAN,FINANCE MANAGER
SUBJECT: CONSIDER APPROVAL OF NOVEMBER WARRANT AND PAYROLL REGISTERS RECOMMENDED ACTION:

It is recommended that the City Council approve the November warrant registers totaling $8,182,872.82 (check numbers 55043-55352 and direct disbursements)and payroll registers totaling$2,127,122.18(check numbers 164424 — 164463 and electronic fund transfers 58904—59495).

GOAL STATEMENT
The proposed action supports the City's goal of managing the City's resources in a fiscally responsible and transparent manner.

BACKGROUND
The City Council is presented with the financial disbursements for the purchase of materials,supplies,services,capital projects,and payroll warrants issued in the prior month. This process provides the City Council with the opportunity to review the monthly expenses of the city.

ISSUES AND ANALYSIS
In accordance with Government Code 37208,the Finance Manager hereby certifies that the attached warrant registers, direct disbursements and payroll registers have been found to conform to the approved budget and have been paid.

These demands are submitted to the City Council for review and approval.

ENVIRONMENTAL DETERMINATION
The proposed action is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA. The proposed action is not included within the definition of a"project" and thus is exempt.

FISCAL IMPACTS
Funds are available for the payment of the warrant registers,direct disbursements and payroll registers in accordance with the Fiscal Year 2025-26 operating budget.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Not a Project.

t
City of Upland
Accounts Payable Check Reconciliation Register
iti ci 11/01/2025-11/30/2025
CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 55043 11/05/2025 PRINTED 17 ADAMSON POLICE PRODUCTS 6,184.53 55044 11/05/2025 PRINTED 207 ADLERHORST INTERNATIONAL LLC 550.00 55045 11/05/2025 PRINTED 358 ADVANCED AUTO,SMOG CHECK CENTER 80.00 55046 11/05/2025 PRINTED 1380 ADVANTEC CONSULTING ENGINEERS,INC 24,200.00 55047 11/05/2025 PRINTED 12564 ALL CITY MANAGEMENT SERVICES INC 12,196.80 55048 11/05/2025 PRINTED 699 APPLIED CONCEPTS 252.50 55049 11/05/2025 PRINTED 119661 BEST BEST&KRIEGER LLP 135,354.56 55050 11/05/2025 PRINTED 1503 BROWN AND CALDWELL 11,965.55 55051 11/05/2025 PRINTED 475 CITY OF MONTCLAIR 15,980.35 55052 11/05/2025 PRINTED 1755 CIVICA LAW GROUP,APC 25,305.50 55053 11/05/2025 PRINTED 966 COMMERCIAL DOOR METAL SYSTEMS,INC 3,492.27 55054 11/05/2025 PRINTED 2154 COMMERCIAL TIRE CENTER 480.00 55055 11/05/2025 PRINTED 29001 DELANEY,CHRISTOPHER 359.93 55056 11/05/2025 PRINTED 1153 DENCO LIEN SALES,INC 900.00 55057 11/05/2025 PRINTED 40011 DIVINCENZO,ERIC 269.86 55058 11/05/2025 PRINTED 96251 FORD OF UPLAND 1,221.42 55059 11/05/2025 PRINTED 1395 GARCIA,CARLOS 36.90 55060 11/05/2025 PRINTED 58311 GHA TECHNOLOGIES INC 578.82 55061 11/05/2025 PRINTED 549 GOLDEN BELL PRODUCTS INC 115,472.50 55062 11/05/2025 PRINTED 1748 HALEY CONIGLIO 1,000.00 55063 11/05/2025 PRINTED 1941 HASA INC 1,735.76 55064 11/05/2025 PRINTED 56561 HLP INC 12,453.30 55065 11/05/2025 PRINTED 329 HOLLIDAY ROCK CO INC 1,170.18 55066 11/05/2025 PRINTED 16340 INFOSEND INC 13.77 55067 11/05/2025 PRINTED 3430 INLAND EMPIRE STAGES,LTD 884.00 55068 11/05/2025 PRINTED 153 INLAND EMPIRE UTILITIES AGENCY 42,968.55 55069 11/05/2025 PRINTED 4884 INMARK 43.05 55070 11/05/2025 PRINTED 17528 INNOVATIVE PRINTING CONCEPTS 191.88 55071 11/05/2025 PRINTED 9970 JON'S FLAGS&POLES 2,995.45 55072 11/05/2025 PRINTED 1732 GREGORY KILEY 3,900.00 55073 11/05/2025 PRINTED 20251 KIRK,JACOB 222.00 55074 11/05/2025 PRINTED 373 LA POLICE GEAR,INC. 583.12 55075 11/05/2025 PRINTED 1708 LEADSONLINE PARENT LLC 5,672.00 55076 11/05/2025 PRINTED 16385 MAIN STREET SIGNS 97.88 55077 11/05/2025 PRINTED 183 MCLEES,MEAGAN 117.46 55078 11/05/2025 PRINTED 1894 MONTOYA,YESICA 330.76 55079 11/05/2025 PRINTED 238 MOUNTAIN VIEW CHEVROLET,INC 1,543.38 55080 11/05/2025 PRINTED 476 NATIONAL AUTO FLEET GROUP 224,155.28 55081 11/05/2025 PRINTED 117121 NUCKLES OIL COMPANY INC 46,149.89 55082 11/05/2025 PRINTED 1740 O-REILLY AUTO ENTERPRISES,LLC 219.07 55083 11/05/2025 PRINTED 1631 STACEY PADRON 323.45 55084 11/05/2025 PRINTED 869 PROFORMA ON TARGET PROMOTIONS 5,726.16 55085 11/05/2025 PRINTED 2070 RAFTELIS FINANCIAL CONSULTANTS,INC 5,047.50 55086 11/05/2025 PRINTED 1864 REAL GONE PEST CONTROL 280.00 55087 11/05/2025 PRINTED 2082 REVIVAL ANIMAL HEALTH,LLC 2,382.22 55088 11/05/2025 PRINTED 4746 RIO HONDO COLLEGE 118.55 55089 11/05/2025 PRINTED 99181 ROBERT HALF 2,615.60 55090 11/05/2025 PRINTED 16607 STAPLES BUSINESS ADVANTAGE 852.22 55091 11/05/2025 PRINTED 1014 SUNSET AUDIO VISUAL 260.00 55092 11/05/2025 PRINTED 1716 TEAMDYNAMIX HOLDINGS,INC 3,176.34

CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 55093 11/05/2025 PRINTED 99981 THOMSON REUTERS-WEST PAYMENT CENTER 7,591.88 55094 11/05/2025 PRINTED 9334 UPLAND INTERFAITH COUNCIL 45.00 55095 11/05/2025 PRINTED 79181 VELTO,BILL 76.01 55096 11/05/2025 PRINTED 1725 WEST COAST ARBORISTS INC 33,940.00 55097 11/05/2025 PRINTED 1325 WILLDAN ENGINEERING 9,690.00 55098 11/05/2025 PRINTED 14050 WILLDAN FINANCIAL SERVICES 1,800.00 55099 11/05/2025 PRINTED 1985 APRIL RODORACIO 125.00 55100 11/05/2025 PRINTED 999999 EFREN DE LA MORA 1,630.00 55101 11/05/2025 PRINTED 999999 SOKHNA GUEYE 176.00 55102 11/05/2025 PRINTED 999999 V3 ELECTRIC 704.00 55103 11/05/2025 PRINTED 999999 WESTON AMARO 115.00 55104 11/12/2025 PRINTED 207 ADLERHORST INTERNATIONAL LLC 312.20 55105 11/12/2025 PRINTED 15750 AFLAC PREMIUM HOLDING 1,123.85 55106 11/12/2025 PRINTED 25 AGUILAR-RILEY,VIRGINIA 940.50 55107 11/12/2025 PRINTED 1937 DIANA L FRIELING 2,003.00 55108 11/12/2025 PRINTED 1396 ALVAREZ,MARIA ELENA 750.00 55109 11/12/2025 PRINTED 1729 ANTHESIS SERVICES 921.58 55110 11/12/2025 PRINTED 2134 ARDUENGO INVESTIGATIONS,PROFESSIONAL LAW CORPORAT 4,725.00 55111 11/12/2025 PRINTED 2026 CLAUDIA LARISSA MUNOZ 1,100.00 55112 11/12/2025 PRINTED 3987 BALDY VIEW GYMNASTICS 1,820.00 55113 11/12/2025 PRINTED 1348 BAST,KAY 432.00 55114 11/12/2025 PRINTED 120021 BRIGHTVIEW 7,392.00 55115 11/12/2025 PRINTED 195 CALIFORNIA NEWSPAPERS PARTNERSHIP 7,831.00 55116 11/12/2025 PRINTED 883 COMCATE SOFTWARE INC 8,321.36 55117 11/12/2025 PRINTED 521 COUPLAND,DONNA 410.40 55118 11/12/2025 PRINTED 16636 DELL MARKETING LP 18,739.24 55119 11/12/2025 PRINTED 1153 DENCO LIEN SALES,INC 195.00 55120 11/12/2025 PRINTED 1570 DIRECTV ENTERTAINMENT HOLDINGS LLC 109.24 55121 11/12/2025 PRINTED 4456 FEDERAL EXPRESS 16.71 55122 11/12/2025 PRINTED 2014 LAVENA FLORES 135.00 55123 11/12/2025 PRINTED 3266 FOOTHILL FAMILY SHELTER 8,000.00 55124 11/12/2025 PRINTED 99418 FRANCHISE TAX BOARD 370.50 55125 11/12/2025 PRINTED 123041 FRIENDS OF UPLANMLSHLTR INC 2,843.50 55126 11/12/2025 PRINTED 78 FRONTIER 2,480.93 55127 11/12/2025 PRINTED 78 FRONTIER 1,100.00 55128 11/12/2025 PRINTED 78 FRONTIER 125.37 55129 11/12/2025 PRINTED 78 FRONTIER 164.28 55130 11/12/2025 PRINTED 78 FRONTIER 164.83 55131 11/12/2025 PRINTED 2153 GEORGE HILLS COMPANY 10,241.90 55132 11/12/2025 PRINTED 58311 GHA TECHNOLOGIES INC 11,983.53 55133 11/12/2025 PRINTED 1748 HALEY CONIGLIO 2,200.00 55134 11/12/2025 PRINTED 1362 HALVORSON,TORIN 235.00 55135 11/12/2025 PRINTED 1345 JULIE HERNANDEZ 6,297.50 55136 11/12/2025 PRINTED 1787 VANESSA ANN HIDALGO 729.00 55137 11/12/2025 PRINTED 329 HOLLIDAY ROCK CO INC 4,526.19 55138 11/12/2025 PRINTED 1333 HR GREEN PACIFIC 4,653.50 55139 11/12/2025 PRINTED 36271 INLAND EMPIRE PRINTING 105.06 55140 11/12/2025 PRINTED 153 INLAND EMPIRE UTILITIES AGENCY 68,378.36 55141 11/12/2025 PRINTED 4137 INLAND FAIR HOUSING MEDIATION BOARD 777.58 55142 11/12/2025 PRINTED 14657 INLAND VALLEY RECOVERY SVCS 3,980.00 55143 11/12/2025 PRINTED 59251 J&S STRIPING 6,476.73 55144 11/12/2025 PRINTED 1357 JACKS KEY SERVICE 2,280.96 55145 11/12/2025 PRINTED 1548 KEYSER MARSTON ASSOCIATES,INC 1,548.75 55146 11/12/2025 PRINTED 675 LANDIVAR,CARLO 135.00 55147 11/12/2025 PRINTED 1609 LANDSCAPE WEST MANAGEMENT SERVICES,INC 1,360.00

CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 55148 11/12/2025 PRINTED 3020 LAW ENFORCEMENT MEDICAL SVCS 2,925.00 55149 11/12/2025 PRINTED 3013 MAYA QUINTERO 1,039.50 55150 11/12/2025 PRINTED 16385 MAIN STREET SIGNS 293.46 55151 11/12/2025 PRINTED 1123 HYATT LEGAL PLANS,INC 735.00 55152 11/12/2025 PRINTED 2122 MOVIES BY KIDS O.C. 1,050.00 55153 11/12/2025 PRINTED 1834 DEBORAH NAKATANI 840.00 55154 11/12/2025 PRINTED 1724 VETERINARY PET INSURANCE COMPANY 348.45 55155 11/12/2025 PRINTED 30971 OCCUPATIONAL HEALTH CENTERS 668.00 55156 11/12/2025 PRINTED 14483 ONTARIO ICE SKATING CENTER 1,029.00 55157 11/12/2025 PRINTED 1975 SHERRI FERNANDEZ 528.00 55158 11/12/2025 PRINTED 33021 PELLITTERI,CHRISTOPHER 506.80 55159 11/12/2025 PRINTED 99181 ROBERT HALF 1,961.70 55160 11/12/2025 PRINTED 67381 ROUTE 66 CAR WASH INC 883.00 55161 11/12/2025 PRINTED 58 SAFARILAND,LLC 2,380.74 55162 11/12/2025 PRINTED 1970 SHARP BUSINESS SYSTEMS 3,506.65 55163 11/12/2025 PRINTED 407 SINGLETON,DENICE 762.00 55164 11/12/2025 PRINTED 21671 CHARTER COMMUNICATIONS HOLDINGS,LLC 669.00 55165 11/12/2025 PRINTED 21671 CHARTER COMMUNICATIONS HOLDINGS,LLC 222.48 55166 11/12/2025 PRINTED 21671 CHARTER COMMUNICATIONS HOLDINGS,LLC 152.00 55167 11/12/2025 PRINTED 21671 CHARTER COMMUNICATIONS HOLDINGS,LLC 1,079.80 55168 11/12/2025 PRINTED 21671 CHARTER COMMUNICATIONS HOLDINGS,LLC 134.98 55169 11/12/2025 PRINTED 9325 STJOSEPH CHURCH 11,214.28 55170 11/12/2025 PRINTED 16607 STAPLES BUSINESS ADVANTAGE 630.06 55171 11/12/2025 PRINTED 1760 STRIVE FOR PROGRESS LLC 210.00 55172 11/12/2025 PRINTED 1014 SUNSET AUDIO VISUAL 7,541.00 55173 11/12/2025 PRINTED 1154 T-MOBILE USA 2,350.00 55174 11/12/2025 PRINTED 1156 T.R.L.SYSTEMS,INC 19,823.54 55175 11/12/2025 PRINTED 4463 THE COUNSELING TEAM INTERNATIONAL 8,000.00 55176 11/12/2025 PRINTED 1347 TINKERSPACE,INC 42.00 55177 11/12/2025 PRINTED 626 TMP ENTERPRISES,LLC 200.00 55178 11/12/2025 PRINTED 16541 ANDREW TODD 77.00 55179 11/12/2025 PRINTED 1296 TRANSTECH ENGINEERS,INC 983.00 55180 11/12/2025 PRINTED 125411 TYLER TECHNOLOGIES INC 225.00 55181 11/12/2025 PRINTED 87661 UPLAND COMMUNITY FOUNDATION 1,000.00 55182 11/12/2025 PRINTED 4481 VCA CENTRAL ANIMAL HOSPITAL 142.69 55183 11/12/2025 PRINTED 1404 VELDMAN,MADISON 135.00 55184 11/12/2025 PRINTED 990 VEOLIA NORTH AMERICA,INC 140.57 55185 11/12/2025 PRINTED 14735 VERIZON WIRELESS 136.80 55186 11/12/2025 PRINTED 14735 VERIZON WIRELESS 271.87 55187 11/12/2025 PRINTED 14735 VERIZON WIRELESS 311.95 55188 11/12/2025 PRINTED 14735 VERIZON WIRELESS 2,220.62 55189 11/12/2025 PRINTED 14735 VERIZON WIRELESS 118.45 55190 11/12/2025 PRINTED 14735 VERIZON WIRELESS 20.02 55191 11/12/2025 PRINTED 14735 VERIZON WIRELESS 7,509.61 55192 11/12/2025 PRINTED 14735 VERIZON WIRELESS 720.34 55193 11/12/2025 PRINTED 14735 VERIZON WIRELESS 426.99 55194 11/12/2025 PRINTED 14735 VERIZON WIRELESS 628.95 55195 11/12/2025 PRINTED 1697 WATERWORKFORCE,INC 11,205.00 55196 11/12/2025 PRINTED 5193 ZAILO,ROBERT 409.20 55197 11/12/2025 PRINTED 999999 ALLYSON FITE 50.00 55198 11/12/2025 PRINTED 999999 CHRISTINA ESTRADA 50.00 55199 11/12/2025 PRINTED 999999 JEREMIAH DAPKEY 1,000.00 55200 11/12/2025 PRINTED 999999 STEPHANIE RAMIREZ 50.00 55201 11/12/2025 PRINTED 999999 SUNNI BOJORQUEZ 50.00 55202 11/19/2025 PRINTED 36721 ALHAMBRA REPROGRAPHICS INC 269.45

CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 55203 11/19/2025 PRINTED 207 ADLERHORST INTERNATIONAL LLC 107.75 55204 11/19/2025 PRINTED 1891 REUBEN A RIVAS 8,500.00 55205 11/19/2025 PRINTED 12564 ALL CITY MANAGEMENT SERVICES INC 12,196.80 55206 11/19/2025 PRINTED 1243 AMERICAN GLOBAL SECURITY, INC 12,450.81 55207 11/19/2025 PRINTED 6109 AMERICAN HERITAGE LIFE INS CO 186.18 55208 11/19/2025 PRINTED 1678 JOHN P ANDREWS 100.00 55209 11/19/2025 PRINTED 131971 ANNEALTA GROUP 10,815.00 55210 11/19/2025 PRINTED 226 ARCHITERRA DESIGN GROUP 2,350.00 55211 11/19/2025 PRINTED 289 ARROW TRAILER SUPPLIES INC 72.06 55212 11/19/2025 PRINTED 308 ASPINALL,ROBIN JEAN 100.00 55213 11/19/2025 PRINTED 6683 ATMAA INC 3,140.00 55214 11/19/2025 PRINTED 1876 BARR COMMERCIAL DOOR REPAIR INC 9,950.00 55215 11/19/2025 PRINTED 1374 BAY ALARM COMPANY 742.81 55216 11/19/2025 PRINTED 1769 BIO-TOX LABORATORIES 1,722.00 55217 11/19/2025 PRINTED 819 BRINKS,INC 1,237.69 55218 11/19/2025 PRINTED 1503 BROWN AND CALDWELL 15,533.90 55219 11/19/2025 PRINTED 1007 CALDWELL,CHRISTINE 100.00 55220 11/19/2025 PRINTED 1600 CDL BASIC TRAINING LLC 150.00 55221 11/19/2025 PRINTED 45421 COSTAR REALTY INFORMATION GROUP INC 695.21 55222 11/19/2025 PRINTED 125321 CROPPER ROWE,LLP 16,600.00 55223 11/19/2025 PRINTED 2136 CROSSTOWN ELECTRICAL&DATA,INC 17,064.02 55224 11/19/2025 PRINTED 129871 CROWN TOYOTA 845.72 55225 11/19/2025 PRINTED 1863 DAVID L BORGER 100.00 55226 11/19/2025 PRINTED 1153 DENCO LIEN SALES,INC 295.00 55227 11/19/2025 PRINTED 124 DEPARTMENT OF JUSTICE 848.00 55228 11/19/2025 PRINTED 126011 DEPT OF INDUSTRIAL RELATIONS 675.00 55229 11/19/2025 PRINTED 584 DIRECT LIGHTING MANUFACTURING LLC 4,547.05 55230 11/19/2025 PRINTED 1323 DONNOE&ASSOCIATES,INC 550.00 55231 11/19/2025 PRINTED 73401 ERNIE'S DISCOUNT ROOTER 450.00 55232 11/19/2025 PRINTED 1562 EVCO CLEANING SUPPLIES LLC 374.66 55233 11/19/2025 PRINTED 10485 EXPERIAN 75.00 55234 11/19/2025 PRINTED 1820 F.M.THOMAS AIR CONDITIONING,INC 7,464.00 55235 11/19/2025 PRINTED 123041 FRIENDS OF UPLANMLSHLTR INC 4,717.68 55236 11/19/2025 PRINTED 1774 ANDRES GARCIA 203.00 55237 11/19/2025 PRINTED 111251 GNA BROOK FIRE PROTECTION INC 2,310.93 55238 11/19/2025 PRINTED 290 GRAINGER 1,478.98 55239 11/19/2025 PRINTED 2049 GREEN'S AUTO TECH 4,777.87 55240 11/19/2025 PRINTED 1938 GUARANTEED JANITORIAL SERVICE,INC. 7,392.96 55241 11/19/2025 PRINTED 2051 H L HITCHCOCK CONSTRUCTION INC 12,946.30 55242 11/19/2025 PRINTED 329 HOLLIDAY ROCK CO INC 1,437.84 55243 11/19/2025 PRINTED 15090 HOLLIDAY TRUCKING INC 5,525.47 55244 11/19/2025 PRINTED 4495 HOSE-MAN INC 163.70 55245 11/19/2025 PRINTED 1333 HR GREEN PACIFIC 128,105.00 55246 11/19/2025 PRINTED 1895 IMAGE GROUP DISPLAY INC 2,174.00 55247 11/19/2025 PRINTED 16340 INFOSEND INC 14,566.18 55248 11/19/2025 PRINTED 47821 INLAND VALLEY HOPE PARTNERS 1,151.10 55249 11/19/2025 PRINTED 114501 INTERWEST CONSULTING GROUP 14,665.28 55250 11/19/2025 PRINTED 59251 J&S STRIPING 3,357.80 55251 11/19/2025 PRINTED 284 J G BAUTISTA CONSULTING 5,400.00 55252 11/19/2025 PRINTED 1357 JACKS KEY SERVICE 95.04 55253 11/19/2025 PRINTED 545 JEFF JENKINS SERVICE TECHNICIAN 985.00 55254 11/19/2025 PRINTED 1269 JOHNSON,JEFFREY 100.00 55255 11/19/2025 PRINTED 841 JOHNSTONE SUPPLY OF UPLAND 203.60 55256 11/19/2025 PRINTED 93421 KABAYAN,ANTHONY 134.00 55257 11/19/2025 PRINTED 1732 GREGORY KILEY 3,900.00

CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 55258 11/19/2025 PRINTED 1441 KNIGHT CLAREMONT INC 2,151.51 55259 11/19/2025 PRINTED 944 KOSMONT COMPANIES 4,772.30 55260 11/19/2025 PRINTED 1802 KTUA 959.25 55261 11/19/2025 PRINTED 21341 MATT CHLOR INC 6,015.84 55262 11/19/2025 PRINTED 1096 MCFADDEN-DALE INDUSTRIAL HARDWARE,LLC 438.50 55263 11/19/2025 PRINTED 1655 MICHAEL BAKER INTERNATIONAL INC 5,038.44 55264 11/19/2025 PRINTED 2057 TRACY MONTEZ 134.00 55265 11/19/2025 PRINTED 238 MOUNTAIN VIEW CHEVROLET,INC 2,761.70 55266 11/19/2025 PRINTED 7816 MR T'S TOWING INC 2,550.00 55267 11/19/2025 PRINTED 167 NPG INC 7,500.00 55268 11/19/2025 PRINTED 340 O'BRIEN,KYLE 1,156.00 55269 11/19/2025 PRINTED 1740 O-REILLY AUTO ENTERPRISES,LLC 376.97 55270 11/19/2025 PRINTED 30971 OCCUPATIONAL HEALTH CENTERS 330.00 55271 11/19/2025 PRINTED 6625 P F SERVICES INC 522.50 55272 11/19/2025 PRINTED 1991 PAVEMENT COATINGS CO 30,726.14 55273 11/19/2025 PRINTED 16823 PRE PAID LEGAL SVC,INC 173.40 55274 11/19/2025 PRINTED 2021 PROTERRA BUILDERS INC 221,714.48 55275 11/19/2025 PRINTED 300 PVP COMMUNICATIONS 2,449.16 55276 11/19/2025 PRINTED 62081 QUADIENT LEASING USA,INC 2,150.13 55277 11/19/2025 PRINTED 17258 ICC GENERAL CODE,INC 3,265.40 55278 11/19/2025 PRINTED 1528 RISE INTERPRETING,INC 1,360.00 55279 11/19/2025 PRINTED 67381 ROUTE 66 CAR WASH INC 621.00 55280 11/19/2025 PRINTED 2008 RUFF RUFF POOP BAGS 974.75 55281 11/19/2025 PRINTED 6610 SAN BERNARDINO COUNTY SHERIFF 22.95 55282 11/19/2025 PRINTED 11671 SAN BERNARDINO COUNTY 15,243.56 55283 11/19/2025 PRINTED 26331 SENDLDORFER,BRIAN 264.74 55284 11/19/2025 PRINTED 1947 SHOETERIA INC 399.99 55285 11/19/2025 PRINTED 131121 SHRED-IT USAJV LLC 1,756.92 55286 11/19/2025 PRINTED 1106 SPORT PINS INTERNATIONAL,INC 296.31 55287 11/19/2025 PRINTED 1608 STAFFING NETWORK HOLDINGS,LLC 77,387.98 55288 11/19/2025 PRINTED 1884 STAFFMARK INVESTMENT LLC 8,834.60 55289 11/19/2025 PRINTED 16607 STAPLES BUSINESS ADVANTAGE 632.50 55290 11/19/2025 PRINTED 625 STILES ANIMAL REMOVAL 200.00 55291 11/19/2025 PRINTED 1156 T.R.L.SYSTEMS,INC 848.52 55292 11/19/2025 PRINTED 99981 THOMSON REUTERS-WEST PAYMENT CENTER 2,005.40 55293 11/19/2025 PRINTED 2100 TRUE POLYGRAPH LLC 1,375.00 55294 11/19/2025 PRINTED 483 ULINE,INC 1,521.93 55295 11/19/2025 PRINTED 5522 UNITED RENTALS INC 1,336.33 55296 11/19/2025 PRINTED 1725 WEST COAST ARBORISTS INC 21,741.00 55297 11/19/2025 PRINTED 999999 ALANA PINE 50.00 55298 11/19/2025 PRINTED 999999 ALEXANDRIA SALAS 29.21 55299 11/19/2025 PRINTED 999999 HAMID MOHAJERI MOGHADDAM 380.00 55300 11/19/2025 PRINTED 999999 JAMIE EMBREE 160.00 55301 11/19/2025 PRINTED 999999 MELVIN HARRISON 160.00 55302 11/26/2025 PRINTED 17 ADAMSON POLICE PRODUCTS 4,976.78 55303 11/26/2025 PRINTED 1470 ALVARRAN,NICK 715.00 55304 11/26/2025 PRINTED 1130 BLANCO,MARCELO 2,465.61 55305 11/26/2025 PRINTED 120021 BRIGHTVIEW 196,429.57 55306 11/26/2025 PRINTED 195 CALIFORNIA NEWSPAPERS PARTNERSHIP 1,236.31 55307 11/26/2025 PRINTED 12511 CALIFORNIA COMPUTER SCHOOLS 125.00 55308 11/26/2025 PRINTED 1799 COMCAST CABLE COMMUNICATIONS MANAGEMENT LLC 741.24 55309 11/26/2025 PRINTED 1570 DIRECTV ENTERTAINMENT HOLDINGS LLC 284.98 55310 11/26/2025 PRINTED 99418 FRANCHISE TAX BOARD 370.50 55311 11/26/2025 PRINTED 78 FRONTIER 43.19 55312 11/26/2025 PRINTED 78 FRONTIER 833.85

CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 55313 11/26/2025 PRINTED 78 FRONTIER 80.40 55314 11/26/2025 PRINTED 78 FRONTIER 645.00 55315 11/26/2025 PRINTED 78 FRONTIER 645.00 55316 11/26/2025 PRINTED 78 FRONTIER 645.00 55317 11/26/2025 PRINTED 78 FRONTIER 164.80 55318 11/26/2025 PRINTED 1090 GOVINVEST INC 7,700.00 55319 11/26/2025 PRINTED 5206 H D L COREN&CONE 4,985.57 55320 11/26/2025 PRINTED 158 HD SUPPLY FACILITIES MAINTENANCE LTD 107.46 55321 11/26/2025 PRINTED 16340 INFOSEND INC 1,505.29 55322 11/26/2025 PRINTED 153 INLAND EMPIRE UTILITIES AGENCY 97,444.78 55323 11/26/2025 PRINTED 14657 INLAND VALLEY RECOVERY SVCS 902.50 55324 11/26/2025 PRINTED 17528 INNOVATIVE PRINTING CONCEPTS 1,342.41 55325 11/26/2025 PRINTED 106951 INTEGRATED TECHNOLOGY 3,283.79 55326 11/26/2025 PRINTED 1969 KIMLEY-HORN AND ASSOCIATES,INC 4,145.16 55327 11/26/2025 PRINTED 20251 KIRK,JACOB 266.00 55328 11/26/2025 PRINTED 1845 LWP CLAIMS SOLUTIONS INC 4,145.00 55329 11/26/2025 PRINTED 679 MCCANN,NICHOLAS 667.23 55330 11/26/2025 PRINTED 7816 MR VS TOWING INC 1,650.00 55331 11/26/2025 PRINTED 1768 NEIGHBORHOOD PARTNER HOUSING SERVICES INC 12,000.00 55332 11/26/2025 PRINTED 16877 NEXTDAY DELIVERY SERVICE,INC 285.43 55333 11/26/2025 PRINTED 1568 ALLISON NOW 400.72 55334 11/26/2025 PRINTED 1781 PLANETBIDS,LLC 12,978.00 55335 11/26/2025 PRINTED 67381 ROUTE 66 CAR WASH INC 834.00 55336 11/26/2025 PRINTED 58 SAFARILAND,LLC 84.05 55337 11/26/2025 PRINTED 601 SAN ANTONIO WATER CO 254,568.89 55338 11/26/2025 PRINTED 1970 SHARP BUSINESS SYSTEMS 5,243.04 55339 11/26/2025 PRINTED 131121 SHRED-IT USAJV LLC 277.82 55340 11/26/2025 PRINTED 16607 STAPLES BUSINESS ADVANTAGE 349.53 55341 11/26/2025 PRINTED 90177 SWRCB 36,393.00 55342 11/26/2025 PRINTED 432 TEAGUE,LON 359.00 55343 11/26/2025 PRINTED 2125 TOWNSEND PUBLIC AFFAIRS,INC 4,000.00 55344 11/26/2025 PRINTED 62321 TPX COMMUNICATIONS 2,597.59 55345 11/26/2025 PRINTED 11484 U S BANK 2,200.00 55346 11/26/2025 PRINTED 1707 RICHARD VANDERBILT 176.31 55347 11/26/2025 PRINTED 14735 VERIZON WIRELESS 40.04 55348 11/26/2025 PRINTED 14735 VERIZON WIRELESS 7,634.19 55349 11/26/2025 PRINTED 1261 WEX HEALTH INC 198.00 55350 11/26/2025 PRINTED 1480 NADINA R REARTE 400.00 55351 11/26/2025 PRINTED 14050 WILLDAN FINANCIAL SERVICES 1,250.00 55352 11/26/2025 PRINTED 999999 M GAISER ENTERPRISES 734.07 PRINTED CHECKS(310 COUNT) $ 2,536,488.60
110425000 11/04/2025 MANUAL 43651 U S BANK NATIONAL ASSN 77,432.42 110425001 11/04/2025 MANUAL 32091 SOUTHERN CALIF EDISON CO 44,137.57 110425002 11/04/2025 MANUAL 65181 CALPERS 244,046.81 110725000 11/07/2025 MANUAL 627 STATE OF CALIFORNIA EMPLOYMENT DEVELOPMENT 17,400.00 111025000 11/10/2025 MANUAL 11484 U S BANK 1,000,000.00 111425000 11/14/2025 MANUAL 2153 GEORGE HILLS COMPANY 31,471.96 111425001 11/14/2025 MANUAL 2153 GEORGE HILLS COMPANY 46,751.89 111425002 11/14/2025 MANUAL 1499 EMPOWER TRUST COMPANY,LLC 80,358.52 111425003 11/14/2025 MANUAL 1589 LIVELY INC 3,395.11 111425004 11/14/2025 MANUAL 441 MIDAMERICA ADMIN&RETIREMENT SOLUTIONS,LLC 2,078.69 111425005 11/14/2025 MANUAL 621 KAREN LONG 187.50 111425006 11/14/2025 MANUAL 736 UPLAND POLICE MANAGEMENT ASSN 1,072.00 111425007 11/14/2025 MANUAL 2041 AFSCME DC 36 990.00

CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 111425008 11/14/2025 MANUAL 737 UPLAND POLICE OFFICERS ASSN 5,217.00 111425009 11/14/2025 MANUAL 125761 CITY EMPLOYEE ASSOCIATES 504.00 111425010 11/14/2025 MANUAL 1597 TRUSTMARK VOLUNTARY BENEFIT ADMINISTRATOR 2,184.90 111425011 11/14/2025 MANUAL 1594 COBRA PROFESSIONALS,INC 3,039.93 111425012 11/14/2025 MANUAL 618 ICMA-RC 1,637.50 111825000 11/18/2025 MANUAL 1449 CALIFORNIA ASSET MANAGEMENT PROGRAM-CAMP 2,000,000.00 111825001 11/18/2025 MANUAL 32091 SOUTHERN CALIF EDISON CO 255,924.68 111825002 11/18/2025 MANUAL 543 SOUTHERN CALIF GAS COMPANY 2,289.85 111925000 11/19/2025 MANUAL 1845 LWP CLAIMS SOLUTIONS INC 45,218.24 111925001 11/19/2025 MANUAL 153 INLAND EMPIRE UTILITIES AGENCY 782,415.44 112125000 11/21/2025 MANUAL 65181 CALPERS 244,235.06 112625000 11/26/2025 MANUAL 760 WATER FACILITIES AUTHORITY 414,292.89 112625001 11/26/2025 MANUAL 91491 LIBRARY SYSTEMS&SERVICES LLC 124,334.00 112625002 11/26/2025 MANUAL 441 MIDAMERICA ADMIN&RETIREMENT SOLUTIONS,LLC 32,250.14 112625003 11/26/2025 MANUAL 441 MIDAMERICA ADMIN&RETIREMENT SOLUTIONS,LLC 1,832.11 112625004 11/26/2025 MANUAL 621 KAREN LONG 187.50 112625005 11/26/2025 MANUAL 736 UPLAND POLICE MANAGEMENT ASSN 1,072.00 112625006 11/26/2025 MANUAL 2041 AFSCME DC 36 990.00 112625007 11/26/2025 MANUAL 737 UPLAND POLICE OFFICERS ASSN 5,124.00 112625008 11/26/2025 MANUAL 125761 CITY EMPLOYEE ASSOCIATES 504.00 112625009 11/26/2025 MANUAL 1594 COBRA PROFESSIONALS,INC 3,060.77 112625010 11/26/2025 MANUAL 618 ICMA-RC 1,662.50 112625011 11/26/2025 MANUAL 1282 WESTERN ALLIANCE BUSINESS TRUST 85,812.15 112825000 11/28/2025 MANUAL 1499 EMPOWER TRUST COMPANY,LLC 79,992.98 112825001 11/28/2025 MANUAL 1589 LIVELY INC 3,395.11 MANUAL CHECKS(52 COUNT) $ 5,646,499.22
54767 10/08/2025 VOID 999999 WESTON AMARO (115.00) VOID CHECKS(1 COUNT) $ (115.00)
PRINTED CHECKS(310 COUNT) $ 2,536,488.60
MANUAL CHECKS(52 COUNT) $ 5,646,499.22
VOID CHECKS(1 COUNT) $ (115.00)
PRINTED&MANUAL CHECK TOTALS $ 8,182,872.82

pF Up
oF° City of Upland
iVendor Payments Made Greater Than$100,000
`4w5,,,,'r 11/01/2025-11/30/2025
TOTAL PAID FOR NOVEMBER 2025
VENDOR LISTING(SUM OF PAYMENTS>$100,000 TOTAL DESCRIPTION BEST BEST&KRIEGER LLP $ 135,354.56 CITY ATTORNEY/LEGAL SERVICES BRIGHTVIEW $ 203,821.57 LANDSCAPE SERVICES CALIFORNIA ASSET MANAGEMENT PROGRAM-CAMP $ 2,000,000.00 INVESTMENT ACTIVITY CALPERS $ 488,281.87 RETIREMENT/PENSION
EMPOWER TRUST COMPANY,LLC $ 160,351.50 RETIREMENT/DEFERRED COMP GOLDEN BELL PRODUCTS INC $ 115,472.50 MANHOLE PEST CONTROL SERVICES HR GREEN PACIFIC $ 132,758.50 DEV PLAN/MAP REVIEW&STAFF AUGMENTATION INLAND EMPIRE UTILITIES AGENCY $ 991,207.13 WATER/WASTEWATER TREATEMENT AGENCY LIBRARY SYSTEMS&SERVICES LLC $ 124,334.00 CONTRACT LIBRARY SERVICES NATIONAL AUTO FLEET GROUP $ 224,155.28 PURCHASE 4 DODGE DURANGOS FOR PD PROTERRA BUILDERS INC $ 221,714.48 PROGRESS PAYMENT 5 FOR GENERATOR REPLACEMENT SAN ANTONIO WATER CO $ 254,568.89 WATER-UTILITY BILLING SOUTHERN CALIF EDISON CO $ 300,062.25 ELECTRICITY-UTILITY BILLING U S BANK $ 1,002,200.00 INVESTMENT ACTIVITY WATER FACILITIES AUTHORITY $ 414,292.89 WATER/WASTEWATER TREATMENT AGENCY Grand Total $ 6,768,575.42

of UPL
4, ':.01-, CITY OF UPLAND
�- Payroll Costs
• •1:
140,0101
Payroll
10/26/2025 Through 11/08/2025 Check Date: 11/13/2025 Checks $2,843.52
Manual Checks $59,869.74
Void Checks $0.00
Direct Deposit $809,509.19
Manual Direct Deposit
Void Direct Deposit
$872,222.45 1
Taxes
10/26/2025 Through 11/08/2025 Check Date: 11/13/2025 Federal 175,351.06
State 56,128.13
231,479.19 I
Prepared by: Yesica Montoya
$1,103,701.64
M:IPAYROLLIForms\Payroll Costs & Register Cover Page 1

Cl44� '`` `� ,:.,.

CITY OF UPLAND
iiii , �, Payroll Costs
es11LxF00
Payroll
11/09/2025 Through 11/22/2025 Check Date: 11/26/2025 Checks $3,310.53
Manual Checks $0.00
Void Checks $0.00
Direct Deposit $809,273.77
Manual Direct Deposit $2,244.92
Void Direct Deposit -4,308.67
$810,520.55 I
Taxes
11/09/2025 Through 11/22/2025 Check Date: 11/26/2025 Federal 161,748.79
State 51,151.20
212,899.99 I
Prepared by: Yesica Montoya
$1,023,420.54
M:IPAYROLLIForms\Payroll Costs & Register Cover Page 1

4<�°v °p`qt CITFUP LAND
oid "The City of Gracious Living"
DATE: January 12,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:STEPHEN PARKER,CPA,ASSISTANT CITY MANAGER

STACI SULLIVAN,FINANCE MANAGER
SUBJECT: ANNUAL COMPREHENSIVE FINANCIAL REPORT AND RELATED REPORTS FOR THE FISCAL YEAR ENDED JUNE 30,2025
RECOMMENDED ACTION:

It is recommended that the City Council receive and file the Annual Comprehensive Financial Report(ACFR), the Auditor's Communication with Those Charged with Governance, the Auditor's Report on Internal Control over Financial Reporting and Compliance and Other Matters, and the Independent Accountants' Report of Agreed-Upon Procedures Applied to Appropriations Limit Worksheets for the Fiscal Year ended June 30,2025.

GOAL STATEMENT
The proposed action supports the City's goal of managing the City's resources in a fiscally responsible manner.

BACKGROUND
Each year,the Finance Division is responsible for the preparation of the ACFR following an independent audit. The ACFR presents a summary of financial position and financial transactions for Fiscal Year 2024-25.

The ACFR has been prepared by the Administrative Services Department in conformity with generally accepted accounting principles.This report includes all funds and entities that are within the control of the City.

ISSUES AND ANALYSIS
The ACFR is organized into three sections: 1) the Introductory Section includes the letter of transmittal, the City's organizational chart and a list of principal officials for the Fiscal Year ended June 30,2025;2)the Financial Section includes the independent auditor's report, management's discussion and analysis, the basic financial statement and supplementary financial information; 3)the Statistical Section includes information on financial trends,revenue and debt capacity,demographic,economic and operating information for multiple years. To gain an initial understanding of the report,the reader is directed to the letter of transmittal and management's discussion and analysis.

The firm of Van Lant& Fankhanel, LLP, Certified Public Accountants, has conducted an independent audit of the financial statements of the City of Upland for the Fiscal Year ended June 30,2025, and has issued an"unqualified" opinion thereon. An "unqualified" opinion is the highest rating possible and means that the auditors believe the financial statements of the City fairly present, in all material aspects,the financial position and changes in financial position and cash flows for the City for the year ended June 30, 2025, in conformance with generally accepted accounting principles (GAAP) and the government accounting standards board(GASB). In addition to their report on the City's financial statements,the independent auditors have also issued three(3)other required reports and letter to the City Council: 1)Auditor Communications Letter;2)Report on Internal Controls Over Financial Reporting and On Compliance and Other Matters;and 3)Report on Agreed-Upon Procedures relating to the calculation of the City's appropriations limit for the year ended June 30,2025.

The first letter is a direct communication between the auditors and the governing body and advises the City Council of certain significant matters related to the audit, such as the most sensitive estimates and disclosures included in the financial statements, as well as whether they encountered any difficulties in dealing with management or had any disagreements with management. The auditors noted no such difficulties or disagreements during the course of their audit.

The second letter indicates the auditors discovered no deficiencies in internal control that they considered to be a material weakness or significant deficiency.

The final item is the Report on Agreed-Upon Procedures Applied to Appropriations Limit Worksheets for the Year Ended June 30, 2025. The auditors noted no issues in reviewing staff's calculation of the appropriations limit for Fiscal Year 2024-25.

ENVIRONMENTAL DETERMINATION
The proposed action is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA. The proposed action is not included within the definition of a"project" and thus is exempt.

FISCAL IMPACTS
There is no fiscal impact associated with this action.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Not a Project.

earl o 'ap l a ' Cdifoxnia
Annual Comprehensive
Financial Report
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Fiscal Year Ended
June 30, 2025

CITY OF UPLAND, CALIFORNIA

ANNUAL COMPREHENSIVE FINANCIAL REPORT
Year Ended June 30, 2025
Prepared by
Finance Division

City of Upland
Annual Comprehensive Financial Report
Year Ended June 30, 2025

TABLE OF CONTENTS
Page

INTRODUCTORY SECTION
Letter of Transmittal i -v
List of City Officials vi
Organizational Chart vii
GFOA Certificate of Achievement for Excellence in Financial Reporting viii

FINANCIAL SECTION
Independent Auditor's Report 1 -3
Management's Discussion &Analysis 4- 13
Basic Financial Statements
Government-wide Financial Statements:

Statement of Net Position 16
Statement of Activities 17- 18
Fund Financial Statements:

Balance Sheet- Governmental Funds 19-20
Reconciliation of the Balance Sheet of Governmental Funds to the Statement of Net Position 22 Statement of Revenues, Expenditures and Changes in Fund Balances-Governmental Funds 23-24 Reconciliation of the Statement of Revenues, Expenditures, and Changes in Fund Balances of Governmental Funds to the Statement of Activities 25 Statement of Net Position - Proprietary Funds 26 Statement of Revenues, Expenses and Changes in Net Position - Proprietary Funds 27 Statement of Cash Flows- Proprietary Funds 28 Statement of Net Position - Fiduciary Funds 29 Statement of Changes in Net Position- Fiduciary Funds 30 Notes to Financial Statements 31 -70
Required Supplementary Information
Schedule of Revenues, Expenditures and Changes in Fund Balances- Budget and Actual:

General Fund 72
Housing Special Revenue Fund 73
Other Grants Special Revenue Fund 74
ARPA Special Revenue Fund 75
Notes to Required Supplementary Information 76 Schedule of Changes in the Net Pension Liability—Miscellaneous Plan 77-78 Schedule of Changes in the Net Pension Liability—Safety Plan 79 Schedule of the City's Proportionate Share of the Net Pension Liability 80 Schedule of Contributions 81 -82
Schedule of Changes in the Net OPEB Liability and Related Ratios 83-84 Supplementary Information
Non-major Governmental Funds: 87-88
Combining Balance Sheet 89-92
Combining Statement of Revenues, Expenditures and Changes in Fund Balances 93-96 Budgetary Comparison Schedules for Non-major Funds:

Gas Tax 97

City of Upland
Annual Comprehensive Financial Report
Year Ended June 30, 2025
TABLE OF CONTENTS -Continued
Page
Supplementary Information -Continued
Home Program 98
CalHome Program 99
Community Development Block Grant 100
Measure I 101
Air Quality Management District 102
Parking and Business Improvement 103
SB 509 Public Safety Augmentation 104
Asset Forfeiture 105
Public Safety Grants 106
CARES Act 107
Fire DIF 108
Police DIF 109
Quimby Fees 110
General DIF 111
Storm Drain DIF 112
Street and Traffic Facility DIF 113
General Capital Projects 114
Street&Alley Repair 115
Park DIF 116
Internal Service Funds: 118
Combining Statement of Net Position 119 Combining Statement of Revenues, Expenses, and Changes in Net Position 120 Combining Statement of Cash Flows 121
Custodial Funds: 123- 124
Combining Statement of Fiduciary Net Position 125- 127 Combining Statement of Changes in Fiduciary Net Position 129- 131

STATISTICAL SECTION
Net Position by Component 135- 136
Changes in Net Position 137- 140
Fund Balances of Governmental Funds 141 - 142 Changes in Fund Balances of Governmental Funds 143- 144 Assessed Value and Estimated Actual Value of Taxable Property by Major Type 145- 146 Water Sales by User Type 147
Direct and Overlapping Property Tax Rates 149- 150 Principal Property Tax Payers 151
Principal Water Purchasers 152
Property Tax Levies and Collections 153
Ratios of Outstanding Debt by Type 155- 156
Direct and Overlapping Bond Debt 157
Legal Debt Margin Information 159- 160 Pledged Revenue Coverage 161 - 162
Demographic and Economic Statistics 163
Principal Employers 164
Full-time Equivalent City Government Employees by Function 165 Capital Asset Statistics by Function 167- 168 Operating Indicators by Function 169- 170

INTRODUCTORY SECTION

° City of Upland
Administrative Services/Finance
4/FOR—
December 18,2025
To the Honorable Mayor, Members of the City Council and Citizens of the City of Upland, California:

The Annual Comprehensive Financial Report of the City of Upland, California for the fiscal year ended June 30, 2025 is hereby submitted.

The Annual Comprehensive Financial Report(ACFR) is prepared in accordance with generally accepted accounting principles as promulgated by the Government Accounting Standards Board (GASB). GASB has primary responsibility for determining current accounting and financial reporting standards for activities and transactions of state and local government entities.

Responsibility for both the accuracy of the data, and the completeness and fairness of the presentation, including all disclosures, rests with the City. To the best of our knowledge, the data enclosed is accurate in all material aspects; it is presented in a manner designed to fairly set forth the financial position and results of operations of the City as measured by the financial activity of its various funds; and all disclosures necessary to enable the reader to gain the maximum understanding of the City's financial activities have been included. For a more detailed discussion and analysis of the City's financial performance, refer to Management's Discussion and Analysis on page 4.

The Scope of the Annual Comprehensive Financial Report
In accordance with Generally Accepted Accounting Principles (GAAP), the ACFR combines the financial statements of the City of Upland together with the Successor Agency to the former Upland Community Redevelopment Agency (UCRA), the Upland Public Financing Authority (Authority) and the City of Upland Financing Authority (Financing Authority). Although the Successor Agency to UCRA and the Authority are legally separate from the City, the City has certain responsibilities with respect to the fiscal accountability of those entities.

The City of Upland
The City of Upland is situated on the western border of San Bernardino County, bordered by the cities of Claremont, Montclair, Ontario and Rancho Cucamonga. Upland, known as the "City of Gracious Living",is nestled at the base of the San Gabriel Mountains and encompasses

15.2 square miles. It has an estimated population of 79,684 people as of July 2024.

It was the year of 1882 when brothers, George and W.B. Chaffey, arrived in California from Canada seeking a new place for a colony. The wide stretch of green against the foothills was lush and fertile, and they had found that for which they were looking. After acquiring the land, UplandCA.gov • (909) 931-4100 • City of Upland, 460 N. Euclid Avenue, Uoo, °bpi'

_44 oc City of Upland
,Adr"th-vjit Administrative Services/Finance they used wise and long-range planning which facilitated giving Upland its unique characteristics. Upland's wide,main,thorough way named Euclid Avenue(which the Chaffey's named after the "Father" of geometry) is still an attraction and the envy of many. Upland was incorporated on May 15, 1906 and utilizes a Council-Manager form of government. The City provides a wide range of traditional municipal and public enterprise services.

Services Provided by the City of Upland
Municipal Services Public Enterprise Services
General Administrative Support Water Utility
Public Safety Solid Waste Utility
Highways and Streets Sewer Utility
Public Improvements
Planning and Zoning
Development Services and Housing
Library and Cultural
Recreation and Parks
The City Council consists of a directly elected Mayor and City Treasurer, and four Council members elected by residents in their respective districts. Council terms are four years.

Elections are held every two years at which time either the Mayor, City Treasurer and one Council member, or three Council members are elected. The City Council appoints a City Manager to administer the affairs of the City, as well as a City Attorney. A listing of names of officials of the City of Upland and a City organization chart are included in the Introductory Section of this ACFR.

Officials responsible for City financial administration are the City Treasurer, City Manager, and the Assistant City Manager. The City Treasurer is elected by the community at large to a four- year term. The City Treasurer is the custodian of all City funds. The Assistant City Manager is appointed by the City Manager and is responsible for establishing and maintaining the general accounting system for the City, auditing and approving for payment of all demands or charges upon the City.

Local Economy
The United States'economy is estimated to have grown by 3.8%in 2025 compared to the same quarter a year ago largely due to consumers making and spending more. The City of Upland saw a decrease in its sales tax revenues, which reduced by 0.8% in Fiscal Year 2024/25. The decrease is primarily due to a decline in auto/transportation sales and fuel stations given the reduction of gas per gallon costs.

UplandCA.gov • (909) 931-4100 • City of Upland, 460 N. Euclid Avenue, Uot5g, vi'

_____________
scesThe federal government's approval of the American Rescue Plan Act (ARPA) in March 2021 provided Upland with $15.2 million, and a unique opportunity to invest in the community.

During Fiscal Year 2024/25, the City spent $2.3 million on public safety enhancements, upgraded technology systems, park improvements and infrastructure projects. All ARPA funding must be fully expended no later than December 31, 2026.

The U.S. Federal Reserve has shifted from a rapid tightening in 2022 to holding steady and beginning cuts,with four interest rate reductions over the past year.Nevertheless,with the year- over-year Consumer Price Index (CPI) rising to 3.0% as of September 2025, the economic outlook remains uncertain. Ongoing tariff uncertainty,and tighter credit conditions are expected to constrain growth,resulting in modest expansion in consumer spending and business activity.

These conditions are further compounded by signs of labor market softening. The unemployment rate increased to 4.6% in November 2025, the highest level observed since September 2021, accompanied by net job losses in June and August 2025.

In June 2021, the City Council adopted a pension funding policy, which was revised in December 2021. The City Council will continue to make intentional efforts to address its pension liability, including setting aside funds to contribute to the City's Section 115 Pension Trust as called for in the pension funding policy, and making additional discretionary payments to CalPERS beyond those required by actuarial valuations.

In June 2024,the City Council adopted a resolution reaffirming a General Fund Reserve Policy, which was originally adopted June 2021. The Reserve Policy establishes an economic uncertainty reserve of 25% and an emergency disaster contingency reserve. When those are fully funded, any year-end operating surplus will go to the pension stabilization reserve (45%), infrastructure improvement reserve (30%), building replacement reserve (15%) and general plan update reserve (5%), with the remaining 5% set aside as unassigned. This intentional setting aside of funds ensures that money is available to address needs both in the present and the future.

The City of Upland's economic growth continued during Fiscal Year 2024/25. Real estate assessed values increased from the prior fiscal year by $634.9 million or a net taxable value increase of 4.9%. The inflation adjustment for 2025/26 will be the full 2.0% allowed by Proposition 13 as received in the prior year. The median sale price of a detached single family residential home in Upland is $860,500; a 0.6% increase compared to the previous year.

As interest rates decline, housing inventory is expected to moderately increase in 2026 which will keep both home sales and prices strong. The market conditions should continue to keep property tax revenue stable in the coming year.

Sales tax revenue for Fiscal Year 2024/25 totaled $23.8 million, a 3.3% decline from the previous year. This performance places the City behind most other San Bernardino County III
UplandCA.gov • (909) 931-4100 • City of Upland, 460 N. Euclid Avenue, Uomg, °bpi'

ss/Finance______________
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communities, indicating a downward economic trend locally. Looking ahead, HdL's latest forecast projects that sales tax revenues in Fiscal Year 2025/26 will fall by an additional $1.6 million. This anticipated decline is driven by a more cautious outlook for the building and construction sector, as well as rising economic uncertainty amid increasing recession risks.

Financial Controls
Management of the City is responsible for establishing and maintaining an internal control structure designed to ensure that the assets of the City are protected from loss, theft, or misuse and to ensure that adequate accounting data is compiled to allow for the preparation of financial statements in conformity with GAAP. The internal control structure is designed to provide reasonable,but not absolute,assurance that these objectives are met. The concept of reasonable assurance recognizes that: 1) the cost of a control should not exceed the benefits likely to be derived; and 2) the valuation of costs and benefits require estimates and judgments by management.

Budgetary Controls
The City's budget policy provides for an orderly process that allows for the adoption of the budget by June 30 biennially. The City maintains a budget control system to ensure compliance with legal provisions embodied in the annual appropriated budget approved by the City Council.

The legal level of budgetary control, that is, the level at which expenditures cannot exceed appropriations, is the fund level within the General Fund, Special Revenue and Capital Projects Funds. For budgeting purposes, the General Fund is composed of several departments while all other budgeted funds are each considered to be a single department. The City maintains an encumbrance accounting system as one technique to further maintain budgetary control.

Revenues are also estimated in the adoption of the biennial budget. Revenues and expenditures are monitored throughout the year, with a first quarter, and mid-year budget updated provided to the City Council each fiscal year.

Budgets for the various funds are adopted on a basis consistent with generally accepted accounting principles(GAAP).Annual appropriated budgets are legally adopted for the general, special revenue, capital projects, and debt service fund types, except for the HUD Economic Development Initiative Special Revenue Fund and the Public Financing Authority Debt Service funds for which no budget is legally adopted and therefore no budget comparison schedule will be presented.
iv
UplandCA.gov • (909) 931-4100 • City of Upland, 460 N. Euclid Avenue, Uomg, vi'

ss/Finance______________
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OTHER RELEVANT INFORMATION
Auditor's Opinion
Included in the Financial Section is the independent auditors' opinion, which is a significant part of the ACFR. In this report, Van Lant & Fankhanel, LLP, Certified Public Accountants, express their opinion that the financial statements are presented fairly in conformity with generally accepted accounting principles. The opinion is unmodified and therefore signifies a substantial level of achievement.

Certificate of Achievement
The Government Finance Officers Association of the United States and Canada (GFOA) awarded a Certificate of Achievement for Excellence in Financial Reporting to the City of Upland for its ACFR for the fiscal year ended June 30, 2024. To receive the award, a governmental unit must publish an easily readable and efficiently organized ACFR whose contents conform to program standards, and satisfy both generally accepted accounting principles and applicable legal requirements. A Certificate of Achievement is valid for a period of one year only. We believe our current report conforms to the Certificate of Achievement program requirements and we are submitting it to GFOA.

Acknowledgements
Our sincere appreciation and thanks for the support of the City Council and City department staff for their continuing cooperation. Special thanks are also extended to the Finance Division staff whose dedication and perseverance resulted in producing this report.

In keeping with past practice, a copy of this ACFR will be placed on file in the City's library and sent to the City Council, City management personnel, bond rating agencies and other agencies (such as financial institutions and governments), which have expressed an interest in the financial affairs of the City of Upland. This ACFR will also be available online at www.uplandca.gov .

Respectfully submitted,
' 4 44-1&
Ii fr Blay Stephen Parker, CPA
Ci Panager Assistant City Manager
v
UplandCA.gov • (909) 931-4100 • City of Upland, 460 N. Euclid Avenue, Uot5g,c7°bpi'

Officials of the City of Upland
Elected Officials
Bill Velto, Mayor
Shannan Maust Councilmember District 1
James Breitling Councilmember District 2
Carlos A. Garcia Councilmember District 3
Rudy Zuniga Councilmember District 4
Greg Bradley City Treasurer
Executive Staff
Michael Blay, City Manager
Stephen Parker, CPA Assistant City Manager-Administrative Services Damien Arrula Assistant City Manager- Public Works
Marcelo Blanco Chief of Police
Robert D. Dalquest Development Services Director Stephen Deitsch City Attorney
vi Page 68 of 1374

City of Upland
Organizational Chart
Fiscal Year 2024-25
Citizens of Upland
I_
City Treasurer City Council
City Manager City Attorney
Assistant City Manager Assistant City Manager Administrative Services Development Services Police Public Works Planning City Clerk Investigations Engineering Finance I
Human Resources Building Patrol Street Maintenance Risk Management
Economic Development School Resource Officer Storm Drain Maintenance Information Technology Housing Traffic Safety Facility Maintenance Library Contract Successor Agency Cadet Program Park Maintenance }
Animal Services Contract Code Enforcement Fleet Management } Animal Control Recreation and Community Services
\ Asset Forfeiture /
Water Utility Services
Sewer Maintenance
vii Page 69 of 1374

Government Finance Officers Association
Certificate of
Achievement
for Excellence
in Financial
Reporting
Presented to
City of Upland
California
For its Annual Comprehensive
Financial Report
For the Fiscal Year Ended
June 30, 2024
c 4lit, P- )*i t(
Executive Director/CEO
viii Page 70 of 1374

FINANCIAL SECTION

Van Lant &
Fankhanel LLP
-I Certified Public Accountants E-
Independent Auditor's Report
The Honorable City Council
City of Upland, California
Opinions
We have audited the accompanying financial statements of the governmental activities, business-type activities, the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information of the City of Upland, California (City), as of and for the year ended June 30, 2025, and the related notes to the financial statements,which collectively comprise the City's basic financial statements as listed in the table of contents.

In our opinion, based on our report and the report of other auditors, the financial statements referred to above present fairly, in all material respects, the financial position of the governmental activities, business- type activities, the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information of the City of Upland, as of June 30, 2025, and the respective changes in financial position, and, where applicable, cashflows thereof for the year then ended in accordance with accounting principles generally accepted in the United States of America.

We did not audit the financial statements of the West End Consolidated Water Company and the San Antonio Water Company,which represent 100%, 100%, and 100%, respectively, of the assets, net position, and revenues of the aggregate discretely presented component units as of December 31, 2024, and the respective changes in financial position, and where applicable, cash flows thereof for the year then ended.

Those statements were audited by other auditors whose report has been furnished to us, and our opinions, insofar as it relates to the amounts included for the West End Consolidated Water Company and the San Antonio Water Company, are based solely on the report of other auditors.

Basis for Opinions
We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of the City and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

Responsibilities of Management for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to error or fraud.

Van Lant&Fankhanel,LLP
29970 Technology Drive. Suite 105 A
hv1urrieta. CA 92563
909 856 6879 1 Page 72 of 1374

In preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the City's ability to continue as a going concern for twelve months beyond the financial statement date, including any currently known information that may raise substantial doubt shortly thereafter.

Auditor's Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinions. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with generally accepted auditing standards and Government Auditing Standards will always detect a material misstatement when it exists.

The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements.

In performing an audit in accordance with generally accepted auditing standards and Government Auditing Standards, we:
• Exercise professional judgment and maintain professional skepticism throughout the audit. • Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, no such opinion is expressed. • Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements.
• Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the City's ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit.

Required Supplementary Information
Accounting principles generally accepted in the United States of America require that the management's discussion and analysis and other required supplementary information, as listed in the table of contents, be presented to supplement the basic financial statements. Such information is the responsibility of management and, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the 2 Page 73 of 1374

information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance.

Supplementary Information
Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the City's basic financial statements. The accompanying combining statements and budgetary schedules, as listed in the table of contents, are presented for purposes of additional analysis and are not a required part of the basic financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the basic financial statements. The information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the combining statements, as listed in the table of contents, are fairly stated, in all material respects, in relation to the basic financial statements as a whole.

Other Information
Management is responsible for the other information included in the annual report. The other information comprises the introductory and statistical sections but does not include the basic financial statements and our auditor's report thereon. Our opinions on the basic financial statements do not cover the other information, and we do not express an opinion or any form of assurance thereon.

In connection with our audit of the basic financial statements, our responsibility is to read the other information and consider whether a material inconsistency exists between the other information and the basic financial statements, or the other information otherwise appears to be materially misstated. If, based on the work performed, we conclude that an uncorrected material misstatement of the other information exists, we are required to describe it in our report.

Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued a report date December 22, 2025, on our consideration of the City's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City's internal control over financial reporting and compliance.

Its- 4=dt YeA*140711/ 11 f
December 22, 2025
Murrieta, CA
3 Page 74 of 1374

Management's Discussion and Analysis
Fiscal Year Ended June 30,2025
The discussion and analysis of the City of Upland's (the City) financial performance provides an overview of the City's financial activities for the fiscal year ended June 30, 2025. It should be read in conjunction with the basic financial statements and the accompanying notes to the financial statements.

Financial Highlights
• The City's Total Net Position at the close of the fiscal year is $472.3 million; this is an increase of$18.1 million or

4.0%in comparison with the prior year.
• The City's total assets and deferred outflows increased by$0.6 million during the fiscal year. The largest change was cash increased by $15.6 million, receivables increased by 1.2 million and capital assets inventory decreased by $0.2 million. Other significant changes include a $14.5 million decrease in deferred outflows of resources primarily for pensions and other post-employment benefits (OPEB) related to the differences between the employer's contributions and the employer's proportionate share of contributions. • The City's liabilities and deferred inflows decreased by $17.5 million. Significant changes from prior year balances include a decrease of$12.4 million in deferred inflows of resources primarily for pension and OPEB related items due to a change in employer's proportion and differences; a decrease of$5.7 million for noncurrent liabilities due in more than one year primarily due to a decrease of $4.4 in net pension liability; an increase of $1.0 million for current liabilities due in less than one year; a decrease in unearned revenue of$2.3 million as the City spent ARPA funds received in 2021 and 2022; and an increase of$2.9 million in accounts payable and other current liabilities. • As of the close of the current fiscal year, the City's governmental funds reported combined ending fund balances of $81.9 million, an increase of$4.9 million in comparison with the prior year. • As of the close of the current fiscal year, the City's enterprise funds reported combined total net position of$191.7 million, an increase of$9.2 million in comparison with the prior year. • At the end of the fiscal year, the unassigned fund balance for the General Fund was ($7.4 million) due to GASB rules surrounding an internal borrowing. This represents an improvement of$1.2 million from the prior year.Restricted fund balance increased by$3.4 million to $10.9 million and assigned fund balance remained at zero as fund balance cannot be assigned if unassigned fund balance is negative. Additional information can be found in footnote 1 section P and footnote 14.

Using This Annual Report
This annual report consists of a series of financial statements. The Statement of Net Position and Statement of Activities provide information about the activities of the city as a whole and present a long-term view of the City's finances. For governmental activities,these statements tell how these services were financed in the short term as well as what remains for future spending. Fund financial statements report the City's operations in more detail than the government-wide statements.

Reporting the City's Most Significant Funds
An analysis of the City's major funds begins on page 9. The fund financial statements begin on page 19 and provide detailed information about the most significant funds, not the City as a whole. Some funds are required to be established by State law, grant requirements or by bond covenants. The City Council has established many other funds to help it control and manage other monies for specific purposes. The City's two kinds of funds - governmental and proprietary -use different accounting approaches.
4 Page 75 of 1374

• Governmental funds-Most of the City's basic services are reported in governmental funds which focus on how money flows into and out of those funds, and the balances left at year-end that are available for spending. These funds are reported using an accounting method called modified accrual accounting. This method measures cash and all other financial assets that can readily be converted into cash. The governmental fund statements provide a detailed short- term view of the City's general government operations and the basic services it provides. Governmental fund information helps the reader determine whether there are more or fewer financial resources that can be used (in the future)to finance the City's programs. The difference of results in the governmental fund's statements to those in the government-wide financial statements are explained in a reconciliation schedule following the governmental funds financial statements.
• Proprietary funds - When the City charges customers for the services it provides, whether to outside customers or to other units of the City, these services are generally reported in proprietary funds. Proprietary funds are reported in the same way that all activities are reported in the Statement of Net Position and the Statement of Activities. In fact, the City's enterprise funds(a component of proprietary funds)are the same as the business-type activities that are reported in the government-wide statements but provide more detail and additional information, such as cash flows. The City uses internal service funds (the other component of proprietary funds) to report activities that provide supplies and services for the City's other programs and activities;an example of such is the City's Self-Insurance fund. The internal service funds are reported with governmental activities in the government-wide financial statements. • Fiduciary Funds—The City is responsible for other assets that,because of a trust arrangement, can be used only for the trust beneficiaries. All the City's fiduciary activities are reported in a separate Statement of Fiduciary Net Position and Statement of Changes in Fiduciary Net Position on pages 29 and 30 respectively. The City excludes these activities from the City's other financial statements because the City cannot use these assets to finance its operations. The City is responsible for ensuring the assets reported in these funds are used for their intended purposes.

Reporting the City as a Whole
The Statement of Net Position and the Statement of Activities include all the assets and liabilities using the accrual basis of accounting, similar to accounting used by most private-sector companies. All the current year's revenues and expenses are recorded regardless of when cash is received or paid. These two statements report the City's net position and changes in net position. One can think of the City's net position as one way to measure the City's financial health,or financial position.

Over time, increases or decreases in the City's net position are an indicator of whether its financial health is improving or deteriorating. There are other nonfinancial factors that should be considered to assess the overall health of the City, such as the condition of the City's roads.
5 Page 76 of 1374

City of Upland's Total Net Position
As noted earlier, the City's combined Total Net Position is $472.3 million. The City's net position increased by $18.1 million due to an increase in liabilities and assets (including deferred outflows of resources) of$0.6 million and a decrease of deferred inflows of resources by$17.5 million. Program expenses by function,general revenues by major source,excess and/or deficiency of revenues over expenses, changes in and total net position are presented in the Statement of Activities.

The City's combined Net Position for the fiscal year ended June 30, 2025 was:

Table 1
Net Position(In Millions)
Governmental Business-type
Activities Activities Total
2025 2024 2025 2024 2025 2024 Current and other assets $ 116.1 $ 110.9 $ 129.6 $ 119.4 $ 245.7 $ 230.3 Capital assets 287.8 286.6 106.9 108.3 394.7 394.9 Total assets 403.9 397.5 236.5 227.7 640.4 625.2 Deferred outflows of
resources 30.6 45.2 1.7 1.7 32.3 46.9 Long-term liabilities 120.6 123.2 34.8 37.9 155.4 161.1 Other liabilities 16.3 18.5 11.0 8.1 27.3 26.6 Total liabilities 136.9 141.7 45.8 46.0 182.7 187.7 Deferred inflows of
resources 17.0 29.2 0.7 1.0 17.7 30.2 Net position:

Net investment in
capital assets 271.4 269.1 87.4 86.8 358.8 355.9 Restricted 48.3 42.0 - - 48.3 42.0 Unrestricted (39.1) (39.3) 104.3 95.6 65.2 56.3 Total net position $ 280.6 $ 271.8 $ 191.7 $ 182.4 $ 472.3 $ 454.2 6 Page 77 of 1374

The City's programs for governmental activities include General Government, Public Safety, Public Works and Engineering, Development Services, and Community Services. The programs for business-type activities include Water, Solid Waste, and Sewer operations. A comparison of each program's revenue and expenses are:

Table 2
Change in Net Position
(In Millions)
Governmental Business-type
Activities Activities Total
2025 2024 2025 2024 2025 2024 Revenues
Program Revenues
Charges for services $ 16.2 $ 14.0 $ 67.4 $ 59.6 $ 83.6 $ 73.6 Operating
Contributions/Grants 7.7 9.3 0.1 0.1 7.8 9.4 Capital Contributions 11.5 9.8 - - 11.5 9.8 General Revenues
Taxes
Property Taxes 22.7 21.8 - - 22.7 21.8 Sales Tax 23.8 24.6 - - 23.8 24.6 Franchise Taxes 1.3 1.5 - - 1.3 1.5 Transient Occupancy Taxes 0.4 0.4 - - 0.4 0.4 Business License Taxes 1.2 1.3 - - 1.2 1.3 Other Taxes 0.4 0.6 - - 0.4 0.6 Investment Income 3.7 2.3 - 1.7 3.7 4.0 Motor Vehicle In Lieu 0.1 0.1 - - 0.1 0.1 Sale of Capital Asset - - - - - - Miscellaneous Revenues 0.1 0.1 2.9 - 3.0 0.1 Total Revenues 89.1 85.8 70.4 61.4 159.5 147.2 Expenses
General government 10.2 7.3 - - 10.2 7.3 Public Safety 35.4 33.5 - - 35.4 33.5 Public Works 15.6 13.7 - - 15.6 13.7 Development Services 11.8 9.5 - - 11.8 9.5 Community Services 7.3 6.9 - - 7.3 6.9
Interest on long term debt 0.5 0.9 - - 0.5 0.9 Water - - 27.7 25.4 27.7 25.4 Refuse - - 21.2 18.6 21.2 18.6 Sewer - - 12.9 12.6 12.9 12.6 Total Expenses 80.8 71.8 61.8 56.6 142.6 128.4 Transfers 0.5 - (0.5) - - - Change in Net Position 8.3 14.0 8.6 4.8 16.9 18.8 Net Position-Beginning,as
previous
reported error corrections 271.8 257.8 182.4 177.6 454.2 435.4 Net position-Beginning,as
adjusted - - 1.2 - 1.2 -
Net Position end of year $ 280.6 $ 271.8 $ 191.7 $ 182.4 $ 472.3 $ 454.2 7 Page 78 of 1374

Governmental Activities
Governmental activities' net position increased in total by$8.8 million. The City's governmental activities revenue totaled $89.1 million which is a$3.3 million increase from the prior year. Significant changes are highlighted below:
• Charges for services revenue totaled$16.2 million which is an increase of$2.2 million, or 15.7%,primarily related to a$0.2 million increase in general government revenue, $0.6 million increase in public safety revenue,decrease of$0.2 million decrease in engineering and public works services revenue, $1.2 million increase in development services revenue, and a$0.4 million increase in community services revenue. • Operating grants and contributions decreased by $1.6 million primarily due to fewer ARPA projects completed in engineering and public works resulting in less revenue earned. Public safety increased by $1.0 million, general government and public safety decreased by $0.6 million and $0.6 million, respectively. The City received a total of $15.2 million under the ARPA funding,to date $12.1 million has been spent on various projects. • Capital grants and contributions increased by$1.7 million, or 17.3%. Most of the increase occurred in the engineering and public works department due to increases in Gas Tax, RMRA and Measure I revenues, and an increase in interest income and unrealized gain on investments.
• Property tax increased by $0.9 million over the previous year, or 4.1%, as current secured tax grew due to increased home values and transfers of ownership.
• Sales tax decreased by $0.8 million, or 3.3%. The decrease is primarily due to a decreases in auto/transportation sales and fuel stations given the decrease of gas per gallon costs. • Investment income saw an increase of$1.4 million this year as a result of investments in higher interest rate fixed securities as historically low interest rate securities mature, in addition to investment increases in Local Agency Investment Fund(LAIF)and California Asset Management Pool(CAMP).

Governmental activities expenses totaled$80.8 million this year,which is a$9.0 million, or 12.5%, increase over the prior year. General government costs increased$2.9 million due to a change in Net Pension Liability and related deferred inflows and outflows; public safety costs increased $1.9 million; public works costs increased $1.9 million; development services costs increased $2.3 million; community services costs increased $0.4 million; and interest on long-term debt decreased $0.4 million.
8 Page 79 of 1374

GOVERNMETNAL EXPENSE
$80.8 MILLION
Community Interest on long term debt
1%
Services General
Government
Development 9% 13%
Services
14%
Public Safety
44%
Engineering&Public
Works
19%
General Government Public Safety Engineering&Public Works Development Services Community Services Interest on long term debt Business-type Activities
Total resources available during the year to finance Proprietary Fund (Business-type) activities were $191.7 million, an increase of$8.1 million and a prior year correction of$1.2 million over the net position as of June 30, 2024 of$182.4 million.

As shown in the Statement of Activities,the amount paid by users for services was$67.4 million compared to$59.6 million reported in the prior year. The cost of all Proprietary (Business-type) activities increased $5.2 million this year to $61.8 million compared to $56.6 million reported last year. Significant changes are highlighted below by specific proprietary fund.

The City's Major Funds
The City's governmental funds reported a combined fund balance of $81.9 million, and its enterprise funds reported combined net position of$191.7 million. Major changes are discussed below:
• The fund balance at year-end for the City's General Fund of$21.6 million is an increase from the prior year of$3.8 million. Revenues increased by$2.0 million as result of an increase in property tax of$0.9 million, investment income of$1.5 million,licenses and permits of$0.4 million,and a decrease in sales tax of$0.8 million.Other one-time financing sources decreased by $4.0 million as a result of the one-time reconciliation of Development Impact Fees in 2024. 9 Page 80 of 1374

Expenditures increased by $8.4 million. The change is due to increases in all functions: $4.0 million in public safety, $0.3 million in engineering and public works, $0.6 million in community services, $2.6 million in general government, and$1.4 million in development services.Increase in expenditures was due to an increase of$3.7 million in PERS UAL costs, $1.8 million in personnel costs, $2.0 million in contract and other services, $0.4 million in Workers' Comp and General Liability, and $0.3 million in Information Systems. Other one-time financing uses decreased by $6.1 million, primarily to internal service funds for claim expenses, software equipment, and vehicle purchases, resulting in a net increase in expenditures of$2.3 million.
• The Housing Fund's fund balance decreased$0.9 million,or 8.2%over prior year. This decrease is a result of a decrease in land held for resale. Overall increase of$0.2 million in revenue, and an increase in expenses of$0.6 million due to land held for resale and increased low income housing activity. • The Other Grants Special Revenue Fund newly falls under the City's major funds as the fund balance decreased $1.5 million. This decrease is a result of expenditures in general government$1.0 million in public safety for police station locker room upgrades and the downtown surveillance camera installation, $0.4 million in development services for traffic control improvements and the downtown parking structure design, and $0.9 million in community services for the Baldy View dog park.
• The ARPA Fund has a$0 fund balance at year end due to year-end adjustments for unearned revenue.ARPA Fund has remaining cash of$3.3 million encumbered in various public safety enhancements,upgraded technology systems,park improvements and infrastructure projects. Total expenses for the fiscal year were $2.3 million, a decrease of $2.5 million, or 52.1%, over the last fiscal year. ARPA monies must be fully expended by December 31, 2026, except for transportation and Title I projects which much be expended by September 30,2026. • Total Water Enterprise Fund revenues exceeded total expenses by $7.5 million. Operating revenues increased by$4.8 million compared to the prior year,including increases of$4.0 million due to an increase in water rates and an increase of$0.8 million in licenses and permits revenue and other revenue. Operating expenses increased by$0.7 million due to increases in maintenance and operations of$0.9 million,depreciation of$0.3 million,and a decrease in administrative costs of$0.5 million.Non-operating revenue decreased by a net amount of$0.1 million,due to an increase in investment income and decrease in joint venture income.
• The Solid Waste Utility Fund net position increased approximately $1.0 million, or 255.18%, mainly due to a $1.2 million prior year fund balance correction and a transfer in of$0.5 million for Fiscal Year 2024/25 for reimbursement of landfill costs from the Sewer Fund. Charges for services were up $1.8 million due to a Consumer Price Index(CPI) rate increase. Operating expenses increased $2.6 million which is made up of a $3.0 million increase for contractual services due to contract amendments approved in August and December 2024 which included barrel pressure washing, catch basin cleaning, sweeping service program along with Pacific Trail and power washing around City Hall and the Library, and a $0.4 million decrease in administrative costs due to a reduction in salary costs to Solid Waste due to Burrtec assuming responsibility for residential billing effective July 1,2023.Non-operating revenue increased by a net amount of$0.1 million,due to increases in investment income and intergovernmental income. • The Sewer Utility Fund net position remained at $34.4 million. Operating revenues increased by $1.2 million due to the increase in charges for services of$0.9 million,and licenses and permits of$0.3 million as well.Operating expenses increased overall by $0.5 million primarily due to a slight increase in administrative expenses of$0.2 million, $0.5 million increase in contractual services with Inland Empire Utilities Agency, and a decrease of $0.2 million in maintenance and operations due to completion of capital improvement projects in Fiscal Year 2024/25.

General Fund Budgetary Highlights
Over the course of the year, the operating budget received several revisions. The budget amendments and supplemental appropriations approved after the beginning of the year are included in the final budget column (net of interagency transactions) on page 72 of the financial statements. Comparing the Fiscal Year 2024/25 adopted General Fund budget of $58.6 million to the final budget of$59.1 million reflects an increase of$0.5 million. Actual expenditures for the General Fund of$59.8 million were $0.7 million higher than final budgeted amounts. The general government function's actual expenditures were $2.4 million higher than the final budgeted amount. This budget variance is primarily the result of the 10 Page 81 of 1374

City's budget practice of recording personnel vacancy and maintenance and operations allowance of($2.7 million) in the general government accounts, an increase of $0.4 million due to a funds transfer to the OPEB trust fund, and overall decreased spending of$0.1 million in maintenance and operations.

The Fiscal Year 2024/25 adopted revenue budget was approved at $58.5 million and was projected to increase by $0.8 million to $59.4 million which reflected expected increases in property tax revenue and investment income. By the end of the year, actual General Fund revenues exceeded final budgeted revenues by an additional$2.7 million. Notable increases included property tax which exceeded the adjusted budgeted balance by$0.5 million, licenses and permits by$0.3 million, charges for services by $0.3 million, fines and penalties by$0.4 million, investment income which exceeded the budgeted amount by $2.7 million, and other revenue by $0.5 million. Revenue categories that did not meet their final adjusted expectations included sales tax,franchise taxes,other taxes and rental income. Sales tax revenue was projected to decrease by approximately $0.3 million, but the actual decrease was $1.4 million primarily due to decreased sales in the autos- transportation sector. With signs of weakness in the labor market, concerns are heightened regarding consumer demand specifically facing auto sales with tariffs and restrictive financing conditions. The General Fund's overall positive results for the year increased fund balance,allowing staff to fund reserves in compliance with the fund balance and pension funding policies approved by City Council. Fund Balance detail can be found in more detail in footnote 14 to the financial statements.

Capital Assets and Debt Administration
Capital Assets
As of June 30, 2025, the City had $394.7 million invested in a broad range of capital assets, including police vehicles, buildings, park facilities, roads, and water and sewer lines. This represents an decrease (net of accumulated depreciation) of $0.2 million from the prior year. This decrease is the result of decreases in new capital assets being depreciated.

Governmental activities capital assets increased by$1.2 and Business-type activities decreased by$1.4 million.

Table 3
Capital Assets at Year-End
(Net of Depreciation, in Millions)
Governmental Business-type
Activities Activities Total
2025 2024 2025 2024 2025 2024
Land $ 5.1 $ 5.1 $ 3.0 $ 3.0 $ 8.1 $ 8.1 Rights of way 103.4 103.4 - - 103.4 103.4 Street trees 3.5 3.5 - - 3.5 3.5 Construction in progress 3.9 12.2 2.0 4.3 5.9 16.5 Other capital assets 171.9 162.4 101.9 101.0 273.8 263.4 Totals $ 287.8 $ 286.6 $ 106.9 $ 108.3 $ 394.7 $ 394.9 The City's Fiscal Year 2024/25 capital budget appropriated an additional $14.2 million for capital projects, primarily for streets and infrastructure projects, including Foothill Boulevard improvements which is estimated to cost$13.2 million, as well as Water Utility capital projects to improve the San Antonio Canyon Water Treatment Plant and upgrade the SCADA system.A few major projects completed in Fiscal Year 2024/25 were Arrow Highway Rehabilitation(Benson to Mountain and Mountain to San Antonio),Palm Ave(9th to Arrow) and Water Main Replacement(Benson to Mountain, Mountain to San Antonio,and Palm Avenue). Additional information on the City's capital assets can be found in Note 4 to the financial statements.
11 Page 82 of 1374

Long-Term Liabilities
As of June 30,2025,the City had$162.2 million in outstanding debt versus$167.0 million in the prior year. This represents an overall decrease of$4.8 million. The decrease is due to $4.5 million in net pension liability, and $2.8 million in other long-term liabilities, offset by a net increase of$1.5 million in claims payable, $0.6 million in compensated absences, and $0.5 million in OPEB liability.

Table 4
Long-Term Debt at Year-End
(In Millions)
Governmental Business-type
Activities Activities Total
2025 2024 2025 2024 2025 2024
Compensated Absences $ 3.2 $ 2.7 $ 0.6 $ 0.5 $ 3.8 $ 3.2 Net OPEB
Liability/Obligation 7.4 7.1 1.7 1.6 9.1 8.7 Net Pension Liability 90.7 94.3 0.1 1.0 90.8 95.3 Claims Payable 7.7 6.2 - - 7.7 6.2 Multifamily Housing Rev
Bonds 10.4 11.1 - - 10.4 11.1 Energy Efficiency Lease 1.6 1.8 - - 1.6 1.8 CREBS Lease Agreement 4.1 4.2 - - 4.1 4.2 Water Revenue Bonds - - 13.2 14.0 13.2 14.0 Water Refunding Bonds - - 6.0 6.5 6.0 6.5 SWRCB Loan Payable - - 15.5 16.0 15.5 16.0 Totals $ 125.1 $ 127.4 $ 37.1 $ 39.6 $ 162.2 $ 167.0 Additional detailed information on long-term debt activity can be found in Note 5 to the financial statements. Claims payable information can be found in Note 9 to the financial statements. Calculations and information related to the OPEB liability can be found in Note 6 to the financial statements and additional Net Pension Liability information can be found in Note 10 to the financial statements.

Economic Condition and Outlook
The City of Upland's economic growth continued during Fiscal Year 2024/25. Real estate assessed values increased from the prior fiscal year by$634.9 million or a net taxable value increase of 4.9%. The inflation adjustment for 2025/26 will be the full 2.0% allowed by Proposition 13 as received in the prior year. The median sale price of a detached single family residential home in Upland is $860,500; a 0.6%increase compared to the previous year.

As interest rates decline,housing inventory is expected to moderately increase in 2026 which will keep both home sales and prices strong. The market conditions should continue to keep property tax revenue stable in the coming year.

Sales tax revenue for Fiscal Year 2024/25 totaled$23.8 million, a 3.3% decline from the previous year. This performance places the City behind most other San Bernardino County communities, indicating a downward economic trend locally. Looking ahead, HdL's latest forecast projects that sales tax revenues in Fiscal Year 2025/26 will fall by an additional $1.6 million. This anticipated decline is driven by a more cautious outlook for the building and construction sector, as well as rising economic uncertainty amid increasing recession risks. 2 Page 83 of 1374

Contacting the City's Financial Management
This financial report is designed to provide our citizens, taxpayers, customers, investors, and creditors, with a general overview of the City's finances. If you have any questions regarding this report or need additional financial information, please contact the Administrative Services Department at 460 North Euclid Avenue,Upland, CA 91786. 13 Page 84 of 1374

BASIC FINANCIAL STATEMENTS
14 Page 85 of 1374

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15 Page 86 of 1374

City of Upland
Statement of Net Position
June 30, 2025
Component Units
West End
Consolidated San Antonio
Primary Government Water Company Water Company
Governmental Business-type December 31, December 31, Activities Activities Total 2024 2024
ASSETS
Cash and Investments $ 94,931,382 $ 44,546,981 $ 139,478,363 $ 1,021,988 $ 4,961,083 Receivables:

Accounts,Net 1,401,541 11,475,235 12,876,776 62,679 1,125,255 Accrued Interest 441,538 - 441,538 - - Notes,Net 8,793,752 - 8,793,752 - -
Leases 4,239,520 - 4,239,520 - -
Accrued Interest on Notes 3,198,619 - 3,198,619 - - Due From Other Governments 8,763,400 38,681 8,802,081 - - Inventory and Prepaid Items 358,592 8,305,134 8,663,726 12,751 102,857 Internal Balances (17,337,778) 17,337,778 - - - Land Held for Resale 330,000 - 330,000 - - Restricted Assets:

Cash and Investments with Fiscal Agent - 15,502,547 15,502,547 - - Cash and Investments 10,995,479 577,468 11,572,947 - - Investment in Joint Ventures - 31,815,557 31,815,557 - - Capital Assets,Not Being Depreciated: 115,924,150 4,964,054 120,888,204 495,870 1,457,627 Capital Assets,Net of Accumulated Deprecation: 171,906,422 101,893,584 273,800,006 839,813 24,622,297 Total Assets 403,946,617 236,457,019 640,403,636 2,433,101 32,269,119

DEFERRED OUTFLOWS OF RESOURCES
OPEB Related Items 2,121,458 477,730 2,599,188 - - Pension Related Items 28,522,030 1,257,330 29,779,360 - - Total Deferred Outflows of Resources 30,643,488 1,735,060 32,378,548 - -

LIABILITIES
Accounts Payable 5,530,648 7,535,216 13,065,864 362,611 202,389 Accrued Salaries and Benefits 666,979 171,586 838,565 - - Accrued Interest Payable - 84,987 84,987 - - Deposits Payable 1,776,896 577,468 2,354,364 - 1,700 Retention Payable 310,506 97,614 408,120 - - Unearned Revenue 3,491,125 243,360 3,734,485 - - Noncurrent Liabilities:

Due Within One Year 4,560,736 2,249,487 6,810,223 - - Due in More Than One Year 120,588,328 34,805,718 155,394,046 - 133,710 Total Liabilities 136,925,218 45,765,436 182,690,654 362,611 337,799

DEFERRED INFLOWS OF RESOURCES
Lease Related 4,239,520 - 4,239,520 - - Deferred Gain on Refunding - 289,557 289,557 - - OPEB Related Items 1,925,172 433,529 2,358,701 - - Pension Related Items 10,859,223 - 10,859,223 - - Total Deferred Inflows of Resources 17,023,915 723,086 17,747,001 - -

NET POSITION
Net Investment in Capital Assets 271,432,541 87,375,896 358,808,437 1,335,683 26,079,924 Restricted for:

Public Safety 3,019,201 - 3,019,201 - - Engineering and Public Works 5,960,416 - 5,960,416 - - Development Services 28,195,400 - 28,195,400 - - Community Services 11,154,891 - 11,154,891 - - Unrestricted (39,121,477) 104,327,661 65,206,184 734,807 5,851,396 Total Net Position $ 280,640,972 $ 191,703,557 $ 472,344,529 $ 2,070,490 $ 31,931,320 The accompanying notes are an integral part of this statement. 16 Page 87 of 1374

City of Upland
Statement of Activities
Year Ended June 30, 2025
Program Revenues _
Charges Operating Capital
for Grants and Grants and
Functions/Programs Expenses Services Contributions Contributions Primary Government:

Governmental Activities:

General Government $ 10,177,540 $ 548,786 $ 585,043 $ 210,022 Public Safety 35,369,622 2,000,514 4,447,542 190,468 Engineering and Public Works 15,596,022 1,693,608 865,566 11,074,413 Development Services 11,846,049 10,868,408 1,680,551 - Community Services 7,309,119 1,082,796 149,042 - Interest on Long-Term Debt 552,610 - - - Total Governmental Activities 80,850,962 16,194,112 7,727,744 11,474,903 Business-type Activities:

Water Utility 27,676,498 33,885,917 - - Solid Waste Utility 21,204,315 20,298,341 104,040 - Sewer Utility 12,925,965 13,177,765 - - Total Business-type Activities 61,806,778 67,362,023 104,040 - Total Primary Government $ 142,657,740 $ 83,556,135 $ 7,831,784 $ 11,474,903 Component Units:

West End Consolidated Water Company $ 808,990 $ 287,658 $ - $ - San Antonio Water Company 5,336,688 5,231,000 - Total Component Units $ 6,145,678 $ 5,518,658 $ - $ - General Revenues:

Taxes:

Property Taxes
Sales Taxes
Franchise Taxes
Transient Occupancy Taxes
Business License Tax
Other Taxes
Motor Vehicle in-lieu
Miscellaneous Revenues
Investment Income
Transfers In/(Out)
Total General Revenues and Transfers
Change in Net Position
Net Position - Beginning, as previously reported
Error Corrections
Net Position - Beginning, as adjusted
The accompanying notes are an integral part of this statement.

Net Position - Ending
17 Page 88 of 1374

Net(Expense) Revenue and Changes in Net Position _ Component Units
West End
Consolidated San Antonic
Primary Government Water Company Water Company
Governmental Business-type December 31, December 31, Activities Activities Total 2024 2024
$ (8,833,689) $ - $ (8,833,689) $ - $ - (28,731,098) - (28,731,098) - -
(1,962,435) - (1,962,435) - -
702,910 - 702,910 - -
(6,077,281) - (6,077,281) - -
(552,610) - (552,610) - -
(45,454,203) - (45,454,203) - -
6,209,419 6,209,419 - --
-
(801,934) (801,934) - -
-
251,800 251,800 - -
-
5,659,285 5,659,285 - -
(45,454,203) 5,659,285 (39,794,918) - -
(521,332) -
- (105,688)
(521,332) (105,688)
22,726,721 - 22,726,721 - -
23,802,311 - 23,802,311 - -
1,307,281 - 1,307,281 - -
407,993 - 407,993 - -
1,170,067 - 1,170,067 - -
420,582 - 420,582 - -
124,346 - 124,346 - -
121,115 - 121,115 - -
3,689,678 2,969,387 6,659,065 - 187,549
535,698 (535,698) - - -
54,305,792 2,433,689 56,739,481 - 187,549 8,851,589 8,092,974 16,944,563 (521,332) 81,861 271,789,383 182,423,135 454,212,518 2,591,822 31,849,459 1,187,448 1,187,448 - -
271,789,383 183,610,583 455,399,966 2,591,822 31,849,459 $ 280,640,972 $ 191,703,557 $ 472,344,529 $ 2,070,490 $ 31,931,320 18 Page 89 of 1374

City of Upland
Balance Sheet
Governmental Funds
June 30, 2025
Special Revenue
General Housing Other Grants ARPA
ASSETS
Cash and Investments $ 25,283,091 $ 4,845,928 $ - $ 3,312,124 Restricted Cash 10,726,609 205,914 - -
Receivables:

Accounts 1,001,477 295,714 - -
Accrued Interest 441,538 - - -
Notes, net 54,341 4,799,127 - -
Leases 4,239,520 - - -
Accrued Interest on Notes - 1,929,947 - -
Due from Other Governments 4,245,931 - 2,364,771 - Due from Other Funds 2,709,434 - - -
Inventory and Prepaid Items 189,890 - - - Land Held for Resale - 330,000 - -
Total Assets $ 48,891,831 $ 12,406,630 $ 2,364,771 $ 3,312,124

LIABILITIES
Accounts Payable $ 3,174,411 $ 145,818 $ 25,488 $ 227,629 Accrued Salaries and Benefits 543,483 22,572 - 4,595 Due to Other Funds - - 1,896,661 -
Deposits Payable 1,391,129 209,277 - -
Retentions Payable - - 16,802 39,136
Advances from Other Funds 17,337,778 - - - Unearned Revenue - - 425,488 3,040,764
Total Liabilities 22,446,801 377,667 2,364,439 3,312,124

DEFERRED INFLOWS OF RESOURCES
Unavailable Revenue 555,814 1,929,947 2,364,771 - Lease Related 4,239,520 - - -
Total Deferred Inflows of Resources 4,795,334 1,929,947 2,364,771 -

FUND BALANCE(DEFICITS)
Nonspendable 244,231 - - -
Restricted 10,911,937 10,099,016 - -
Committed 17,980,673 - - -
Assigned - - - -
Unassigned (7,487,145) - (2,364,439) -
Total Fund Balances(Deficits) 21,649,696 10,099,016 (2,364,439) - Total Liabilities, Deferred Inflows
and Fund Balances(Deficits) $ 48,891,831 $ 12,406,630 $ 2,364,771 $ 3,312,124 The accompanying notes are an integral part of this statement. 19 Page 90 of 1374

Non-major
Governmental Total
$ 49,347,848 $ 82,788,991
62,956 10,995,479
79,201 1,376,392
441,538
3,940,284 8,793,752
4,239,520
1,268,672 3,198,619
2,152,698 8,763,400
2,709,434
189,890
330,000
$ 56,851,659 $ 123,827,015
$ 967,371 $ 4,540,717
53,105 623,755
812,773 2,709,434
176,490 1,776,896
254,568 310,506
17,337,778
24,873 3,491,125
2,289,180 30,790,211
2,051,777 6,902,309
4,239,520
2,051,777 11,141,829
244,231
52,255,559 73,266,512
17,980,673
869,320 869,320
(614,177) (10,465,761)
52,510,702 81,894,975
$ 56,851,659 $ 123,827,015
20 Page 91 of 1374

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21 Page 92 of 1374

City of Upland
Reconciliation of the Balance Sheet of Governmental Funds to the Statement of Net Position
June 30, 2025
Fund balances of governmental funds $ 81,894,975 Amounts reported for governmental activities in the Statement of Net Position are different because:

Capital assets used in governmental activities are not financial resources and, therefore, are not reported in the funds.

Capital Assets 426,666,155
Accumulated Depreciation (140,052,704) 286,613,451 Other long-term assets are not available to pay for current period expenditures and, therefore, are reported as unavailable revenues in the funds. 6,902,309
Long term liabilities are not due and payable in the current period and are not reported in the funds.

Compensated Absences (3,022,733)
Multifamily Housing Revenue Note (10,372,857) CREBS Lease Payable (4,090,007)
Energy Efficiency Lease Payable (1,624,661) Net Pension Liability (86,459,842)
Net OPEB Liability (7,034,723)
Amounts for deferred inflows and deferred outflows related to the City's Net Pension Liability are not reported in the funds.

Deferred Outflows Related to Pensions 27,718,991 Deferred Inflows Related to Pensions (10,859,223) Deferred Outflows Related to OPEB 2,008,912 Deferred Inflows Related to OPEB (1,823,042) Internal service funds are used by management to charge the costs of certain activities, such as equipment management, to individual funds.

The assets and liabilities of the internal service funds must be added to the statement of net position. 789,422
Net position of governmental activities $ 280,640,972 The accompanying notes are an integral part of this statement. 22 Page 93 of 1374

City of Upland
Statement of Revenues, Expenditures, and Changes in Fund Balances Governmental Funds
Year Ended June 30, 2025
Special Revenue
General Housing Other Grants ARPA

REVENUES
Taxes $ 49,880,578 $ - $ - $ - Licenses&Permits 2,506,381 - - -
Charges for Services 3,172,342 50,964 - - Fines and Penalties 946,800 - - - Investment Income 3,634,827 250,692 - 210,022 Rental Income 741,594 5,476,228 - -
Intergovernmental 586,856 - 525,730 2,351,130 Other Revenue 621,435 234,381 - -
Total Revenues 62,090,813 6,012,265 525,730 2,561,152

EXPENDITURES
Current:

General Government 6,800,253 - 16,146 477,962 Public Safety 32,800,878 - 858,820 200,605 Engineering and Public Works 10,121,042 - - 862,905 Development Services 4,053,722 5,882,274 531,754 694,149 Community Services 5,531,850 - 578,177 115,509 Debt Service:

Principal 290,880 697,495 - -
Interest 220,359 332,251 - -
Total Expenditures 59,818,984 6,912,020 1,984,897 2,351,130 Excess(Deficiency)of Revenues
over Expenditures 2,271,829 (899,755) (1,459,167) 210,022

OTHER FINANCING SOURCES(USES)
Transfer In 1,941,486 - - -
Transfer Out (384,853) - - (476,217) Total Other Financing Sources(Uses) 1,556,633 - - (476,217) Net Change in Fund Balances 3,828,462 (899,755) (1,459,167) (266,195) Fund Balances, Beginning of year,as previously reported 17,821,234 10,998,771 - 266,195 Change within financial reporting entity(nonmajor to major) - - (905,272) - Fund Balances, Beginning of year,as adjusted 17,821,234 10,998,771 (905,272) 266,195 Fund Balances, Ending $ 21,649,696 $ 10,099,016 $ (2,364,439) $ - 23 Page 94 of 1374

Non-major
Governmental Total
$ 1,478,111 $ 51,358,689
4,685,353 7,191,734
3,223,306
946,800
2,246,909 6,342,450
4,500 6,222,322
7,571,705 11,035,421
43,179 898,995
16,029,757 87,219,717
7,294,361
2,374,223 36,234,526
8,159,335 19,143,282
682,369 11,844,268
325,406 6,550,942
988,375
552,610
11,541,333 82,608,364
4,488,424 4,611,353
125,000 2,066,486
(929,571) (1,790,641)
(804,571) 275,845
3,683,853 4,887,198
47,921,577 77,007,777
905,272 -
48,826,849 77,007,777
$ 52,510,702 $ 81,894,975
The accompanying notes are an integral part of this statement. 24 Page 95 of 1374

City of Upland
Reconciliation of the Statement of Revenues, Expenditures and Changes in Fund Balances of Governmental Funds to the Statement of Activities Year Ended June 30, 2025
Net change in fund balances-total governmental funds $ 4,887,198 Amounts reported for governmental activities in the Statement of Activities are different because:

Governmental funds report capital outlays as expenditures. However, in the Statement of Activities the cost of these assets is allocated over their estimated useful lives as depreciation expense.

Capital Expenditures 9,469,059
Depreciation Expense (8,129,468)
Loss on Disposal (297,159)
Revenues in the Statement of Activities that do not provide current financial resources are not reported as revenues in the funds. 1,947,137 The issuance of long-term debt provides current financial resources to governmental funds, while the repayment of principal of long-term debt consumes the current financial resources of governmental funds.

Neither transaction, however, has any effect on net position. Also, government funds report the effect of premiums, discounts and similar items when debt is first issued, whereas these amounts are deferred and amortized in the Statement of Activities. The effect of these differences are as follows:

Principal Paid on Leases 290,880
Principal Paid on 2021 Multifamily Housing Loan 697,495 Some expenses reported in the Statement of Activities do not require the use of current financial resources and are not reported as governmental fund expenditures:

Net Change in Compensated Absences (467,196)
Net Change in Net Pension Liability 3,365,524
Net Change in Net OPEB Liability (348,331) Net Change in Deferred Outflows Pension Related Amounts (14,058,661) Net Change in Deferred Inflows Pension Related Amounts 11,192,957 Net Change in Deferred Outflows OPEB Related Amounts 9,568 Net Change in Deferred Inflows OPEB Related Amounts 775,515 Internal service funds are used by management to charge the costs of certain activities, such as equipment management, to individual funds.

The net revenue (expense) of the internal service funds is reported with governmental activities. (482,929)
Change in net position of governmental activities $ 8,851,589 The accompanying notes are an integral part of this statement. 25 Page 96 of 1374

City of Upland
Statement of Net Position
Proprietary Funds
June 30, 2025
Governmental
Business-type Activities-Enterprise Funds Activities Water Solid Waste Sewer Internal
Utility Utility Utility Totals Service Funds ASSETS
Current Assets:

Cash and Investments $ 33,211,665 $ 1,728,012 $ 9,607,304 $ 44,546,981 $ 12,142,391 Accounts Receivable, Net 6,062,925 3,089,237 2,323,073 11,475,235 25,149 Due from Other Governments 31,456 71 7,154 38,681 - Inventory and Prepaid Items 8,304,822 - 312 8,305,134 168,702 Total Current Assets 47,610,868 4,817,320 11,937,843 64,366,031 12,336,242 Noncurrent Assets:

Restricted Cash and Investments 538,796 - 38,672 577,468 - Cash with Fiscal Agent 15,502,547 - - 15,502,547 - Advances to Other Funds 13,160,000 - 4,177,778 17,337,778 - Equity Interest 31,815,557 - - 31,815,557 - Capital Assets, Not Being Depreciated:

Land 2,954,861 - - 2,954,861 -
Construction in Progress 1,308,696 78,008 622,489 2,009,193 - Capital Assets, Net of Accumulated Depreciation 82,229,551 52,469 19,611,564 101,893,584 1,217,121 Total Noncurrent Assets 147,510,008 130,477 24,450,503 172,090,988 1,217,121 Total Assets 195,120,876 4,947,797 36,388,346 236,457,019 13,553,363

DEFERRED OUTFLOWS OF RESOURCES
OPEB Related Items 306,184 42,626 128,920 477,730 112,546 Pension Related Items 832,866 96,365 328,099 1,257,330 803,039 Total Deferred Outflows of Resources 1,139,050 138,991 457,019 1,735,060 915,585

LIABILITIES
Current Liabilities:

Accounts Payable 2,809,967 3,140,469 1,584,780 7,535,216 989,931 Accrued Salaries and Benefits 111,500 16,140 43,946 171,586 43,224 Accrued Interest Payable 84,987 - - 84,987 - Unearned Revenue - 243,360 - 243,360 -
Retentions Payable 95,348 - 2,266 97,614 - Deposits Payable 538,796 - 38,672 577,468 - Current Portion of Long-Term Liabilities:

Claims and Judgments Payable - - - - 2,004,272 Compensated Absences 192,023 29,863 81,324 303,210 71,749 Loans Payable 424,277 - - 424,277 -
Revenue Bonds Payable 1,522,000 - - 1,522,000 - Total Current Liabilities 5,778,898 3,429,832 1,750,988 10,959,718 3,109,176 Noncurrent Liabilities:

Claims and Judgments Payable - - - - 5,745,597 Net OPEB Liability 1,072,183 149,267 451,445 1,672,895 394,105 Net Pension Liability 108,796 9,785 37,777 156,358 4,219,946 Compensated Absences 230,301 28,639 66,684 325,624 108,572 Loans Payable 15,069,841 - - 15,069,841 - Revenue Bonds Payable 17,581,000 - - 17,581,000 - Total Noncurrent Liabilities 34,062,121 187,691 555,906 34,805,718 10,468,220 Total Liabilities 39,841,019 3,617,523 2,306,894 45,765,436 13,577,396

DEFERRED INFLOWS OF RESOURCES
Deferred Gain on Refunding 289,557 - - 289,557 - OPEB Related Items 277,855 38,683 116,991 433,529 102,130 Pension Related Items - - - - -
Total Deferred Outflows of Resources 567,412 38,683 116,991 723,086 102,130

NET POSITION
Net Investment in Capital Assets 67,013,632 130,477 20,231,787 87,375,896 1,217,121 Unrestricted 88,837,863 1,300,105 14,189,693 104,327,661 (427,699) Total Net Position $ 155,851,495 $ 1,430,582 $ 34,421,480 $ 191,703,557 $ 789,422 The accompanying notes are an integral part of this statement. 26 Page 97 of 1374

City of Upland
Statement of Revenues, Expenses, and Changes in Net Position Proprietary Funds
Year Ended June 30, 2025
Governmental
Business-type Activities-Enterprise Funds Activities Water Solid Waste Sewer Internal
Utility Utility Utility Totals Service Funds

OPERATING REVENUES
Charges for Services $ 32,836,588 $ 20,298,341 $ 12,757,862 $ 65,892,791 $ 10,552,030 Licenses and Permits 894,514 - 419,863 1,314,377 - Other 154,815 - 40 154,855 111,447
Total Operating Revenue 33,885,917 20,298,341 13,177,765 67,362,023 10,663,477

OPERATING EXPENSES
Administrative Costs 4,246,337 1,404,766 865,813 6,516,916 - Maintenance and Operations 18,864,935 - 2,900,078 21,765,013 6,409,597 Contractual Services 373,988 19,798,433 8,217,399 28,389,820 253,724 Customer Service 154,273 - - 154,273 - Claims Expense - - - - 4,732,357
Depreciation 2,702,061 1,116 936,959 3,640,136 350,286 Total Operating Expenses 26,341,594 21,204,315 12,920,249 60,466,158 11,745,964 Operating Income(Loss) 7,544,323 (905,974) 257,516 6,895,865 (1,082,487)

NONOPERATING REVENUES(EXPENSES)
Investment Income 2,079,419 68,129 821,839 2,969,387 319,705 Share of Joint Venture Net Income(loss) (371,030) - - (371,030) - Gain/(Loss)on Disposal of Capital Assets (353,831) - (5,716) (359,547) 20,000 Interest Expense (610,043) - - (610,043) - Intergovernmental - 104,040 - 104,040 - Total Nonoperating Revenues(Expenses) 744,515 172,169 816,123 1,732,807 339,705 Income Before Contributions and Transfers 8,288,838 (733,805) 1,073,639 8,628,672 (742,782) Transfers In - 574,167 - 574,167 259,853 Transfers Out - - (1,109,865) (1,109,865) - Change in Net Position 8,288,838 (159,638) (36,226) 8,092,974 (482,929) Total Net Position, Beginning,as previously reported 147,562,657 402,772 34,457,706 182,423,135 1,272,351 Error corrections - 1,187,448 - 1,187,448 - Total Net Position, Beginning,as adjusted 147,562,657 1,590,220 34,457,706 183,610,583 1,272,351 Total Net Position, Ending $155,851,495 $ 1,430,582 $ 34,421,480 $191,703,557 $ 789,422 The accompanying notes are an integral part of this statement. 27 Page 98 of 1374

City of Upland
Statement of Cash Flows
Proprietary Funds
Year Ended June 30, 2025
Governmental
Business-type Activities-Enterprise Funds Activities Water Solid Waste Sewer Internal
Utility Utility Utility Totals Service Funds Cash Flows from Operating Activities
Cash Received from Customers $ 34,145,981 $ 20,300,231 $ 13,402,547 $ 67,848,759 $ - Cash Received from User Departments - - - - 10,667,807 Cash Paid to Suppliers for Goods and Services (19,785,006) (18,762,990) (10,345,036) (48,893,032) (7,542,049) Cash Paid to Employees for Services (4,852,492) (679,169) (1,958,975) (7,490,636) (1,571,186) Net Cash from Operating Activities 9,508,483 858,072 1,098,536 11,465,091 1,554,572 Cash Flows from Noncapital Financing Activities
Grant Revenue - 104,040 - 104,040 -
Cash Paid(to)from Other Funds 880,000 574,167 (830,500) 623,667 259,853 Net Cash from Noncapital Financing Activities 880,000 678,207 (830,500) 727,707 259,853 Cash Flows from Capital and Related Financing Activities Acquisition and Construction of Capital Assets (2,060,020) (60,325) (421,439) (2,541,784) (524,525) Proceeds from the Sale of Assets - - - - 20,000 Principal Paid on Debt (1,856,366) - - (1,856,366) - Interest Paid on Debt (656,765) - _ - (656,765) - Net Cash from Capital and Related Financing Activities (4,573,151) (60,325) (421,439) (5,054,915) (504,525) Cash Flows from Investing Activities
Interest on Investments 2,079,419 68,129 _ 821,839 2,969,387 319,705 Net Cash from Investing Activities 2,079,419 68,129 821,839 2,969,387 319,705 Net Increase(Decrease)in Cash and Cash Equivalents 7,894,751 1,544,083 668,436 10,107,270 1,629,605 Cash and Cash Equivalents,Beginning of Year 41,358,257 183,929 8,977,540 50,519,726 10,512,786 Cash and Cash Equivalents,End of Year $ 49,253,008 $ 1,728,012 $ 9,645,976 $ 60,626,996 $ 12,142,391 Reconciliation of Operating Income to Net Cash
Provided(Used)by Operating Activities
Operating income(loss) $ 7,544,323 $ (905,974) $ 257,516 $ 6,895,865 $ (1,082,487) Adjustments to reconcile operating income(loss)to net
cash provided(used)by operating activities:

Depreciation 2,702,061 1,116 936,959 3,640,136 350,286 (Increase)Decrease in Accounts Receivable 123,998 80,092 231,346 435,436 4,330 (Increase)Decrease in Due from Other Governments 152,848 482 (6,564) 146,766 - (Increase)Decrease in Inventory and Prepaid Items (1,038,910) - (312) (1,039,222) 211,336 (Increase)Decrease in Deferred Outflows-Pensions (3,442) 4,997 (8,754) (7,199) 449,272 (Increase)Decrease in Deferred Outflows-OPEB 15,134 25 (1,753) 13,406 13,573 Increase(Decrease)in Accounts Payable 739,605 1,818,598 (43,540) 2,514,663 334,201 Increase(Decrease)in Accrued Salaries and Benefits 24,370 5,139 6,992 36,501 7,593 Increase(Decrease)in Retention Payable (110,873) - (55,994) (166,867) - Increase(Decrease)in Deposits Payable (16,782) - - (16,782) - Increase(Decrease)in Compensated Absences 88,576 15,573 28,376 132,525 35,906 Increase(Decrease)in Net Pension Liability (570,261) (73,173) (223,610) (867,044) (214,290) Increase(Decrease)in Net OPEB Liability (2,400) 6,631 26,162 30,393 (27,677) Increase(Decrease)in Deferred Inflows-OPEB (139,764) (16,750) (48,288) (204,802) (61,790) Increase(Decrease)in Unearned Revenue - (78,684) - (78,684) - Increase(Decrease)in Claims and Judgments - - - - 1,534,319 Net Cash Provided(Used)by Operating Activities $ 9,508,483 $ 858,072 $ 1,098,536 $ 11,465,091 $ 1,554,572 The accompanying notes are an integral part of this statement. 28 Page 99 of 1374

City of Upland
Statement of Net Position
Fiduciary Funds
June 30, 2025
Successor
Agency
OPEB Private-purpose Custodial
Trust Fund Trust Fund Funds
ASSETS
Cash and Investments $ - $ 2,645,866 $ 12,750,255 Cash and Investments with Fiscal Agent - - 6,461,048 Investments:

Moderate Index PLUS 2,747,152 - - Notes Receivable,Net - 33,001 - Land Held for Resale - 2,493,000 67,231 Total Assets 2,747,152 5,171,867 19,278,534

DEFERRED OUTFLOWS OF RESOURCES
Deferred Charge on Refunding - 38,965 -

LIABILITIES
Accounts Payable - - 12,000
Accrued Salaries and Wages - 252 -
Deposits Payable - - 6,925,945
Interest Payable - 108,387 -
Bonds Payable - 9,518,400 -
Total Liabilities - 9,627,039 6,937,945

NET POSITION
Restricted for:

OPEB 2,747,152 - -
Successor Agency - (4,416,207) -
Individuals and Organizations - - 12,340,589 $ 2,747,152 $ (4,416,207) $ 12,340,589
The accompanying notes are an integral part of this statement. 29 Page 100 of 1374

City of Upland
Statement of Changes in Net Position
Fiduciary Funds
Year Ended June 30, 2025
Successor
Agency
OPEB Private-purpose Custodial
Trust Fund Trust Fund Funds

ADDITIONS
Contributions:

Taxes and assessments collected for others $ 528,909 $ 2,706,256 $ 6,456,092 Contributions from Bondholders - - 193,637 Investment Earnings:

Interest Income 251,151 13,245 142,268
Total Additions 780,060 2,719,501 6,791,997

DEDUCTIONS
General and Administrative - - 97,327
Development Services - 881,447 -
Recipient Payments - - 4,599,221
Distributions to Shareholders - - 5,183,971 Interest Expense - 268,073 -
Other Expenses 6,495 - -
Total Deductions 6,495 1,149,520 9,880,519 Change in Net Position 773,565 1,569,981 (3,088,522) Net Position - Beginning of Year 1,973,587 (5,986,188) 15,429,111 Net Position - End of Year $ 2,747,152 $ (4,416,207) $ 12,340,589 The accompanying notes are an integral part of this statement. 30 Page 101 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The basic financial statements of the City of Upland, California (City) have been prepared in conformity with generally accepted accounting principles (GAAP)as applied to government units. The Governmental Accounting Standards Board (GASB) is the accepted standard-setting body for establishing governmental accounting and financial reporting principles. The more significant of the City's accounting policies are described below.

A) Financial Reporting Entity
The City was incorporated on May 15, 1906 under the general laws of the State of California. The City is governed by an elected five-member board.

As required by generally accepted accounting principles, these financial statements present the City and its component units,entities for which the City is considered to be financially accountable.The City is considered to be financially accountable for an organization if the City appoints a voting majority of that organization's governing body and the City is able to impose its will on that organization or there is a potential for that organization to provide specific financial benefits to or impose specific financial burdens on the City.The City is also considered to be financially accountable for an organization if that organization is fiscally dependent (i.e., it is unable to adopt its budget, levy taxes, set rates or charges, or issue bonded debt without approval from the City). In certain cases, other organizations are included as component units if the nature and significance of their relationship with the City are such that their exclusion would cause the City's financial statements to be misleading or incomplete. The accompanying financial statements present the government and its component units, entities for which the government is considered to be financially accountable.

Blended component units are, in substance, part of the primary government's operations, even though they are legally separate entities. Thus, blended component units are appropriately presented as funds of the primary government. Each discretely presented component unit is reported in a separate column in the government-wide financial statements to emphasize that it is both legally and substantively separate from the government.

Blended Component Unit
The City of Upland has two blended component units, the Upland Public Financing Authority and the City of Upland Financing Authority(collectively, Authorities), both of whom are Joint Exercise of Powers Authorities under the Laws of the State of California. Both Authorities are authorized to issue bonds under the Mark- Roos Local Bond Pooling Act of 1985(Article 1 through 4, Section 6500).The City and the former Community Redevelopment Agency formed the Upland Public Financing Authority in December 1988, by execution of a Joint Exercise of Powers Agreement. The City and the City of Upland Parking Authority formed the City of Upland Financing Authority in January 2022, by execution of a Joint Exercise of Powers Agreement. The purpose of both Authorities is to provide financing to the City for various project purposes. Since the City Council serves as the governing board for both Authorities, they are considered to be blended component units. Blended component units, although legally separate entities, are in substance, part of the City's operations and so data from these units are reported with the data of the primary government. Separate financial statements are not issued for the Authorities.

Discretely Presented Component Units
The West End Consolidated Water Company(Company)is a mutual water company and, in accordance with the Internal Revenue Code Section 501(c)(12), is exempt from Federal income taxes. The Company was formed to provide water services to its shareholders. As of June 30, 2025, the City of Upland owns 91% of the outstanding stock of the Company, representing a majority equity interest. The primary purpose of stock ownership is to secure rights to well water pumped. The Company is governed by a 5 member board, made up of one member appointed from each participating agency. 31 Page 102 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—Continued The San Antonio Water Company is a mutual water company and, in accordance with the Internal Revenue Code Section 501(c)(12), is exempt from Federal income taxes. The Company was formed to develop, distribute, supply and deliver water to its shareholders. As of June 30, 2025, the City of Upland owns 71%of the outstanding stock of the Company, representing a majority equity interest. The primary purpose of stock ownership is to secure rights to well water pumped. The Company is governed by a 7-member board of directors elected annually by the shareholders. One Upland City Council member is also on the board of the Company.

Separately issued financial reports are available for the West End Consolidated Water Company and the San Antonio Water Company. These reports may be obtained by contacting the following offices:

West End Consolidated Water Company San Antonio Water Company 460 N. Euclid Avenue 139 N. Euclid Avenue
Upland, CA 91786 Upland, CA 91786
B) Basis of Accounting and Measurement Focus
The basic financial statements of the City are composed of the following:
a) Government-wide financial statements
b) Fund financial statements
c) Notes to the basic financial statements
Government-wide Financial Statements:

Government-wide financial statements display information about the reporting entity as a whole,except for its fiduciary activities. These statements include separate columns for the governmental and business-type activities of the primary government(including its blended component units),as well as its discretely presented component units. Eliminations have been made in the Statement of Activities so that certain allocated expenses are reported only once(by the function to which they were allocated). However,general government expenses have not been allocated as indirect expenses to the various functions of the City.

Government-wide financial statements are presented using the economic resources measurement focus and the accrual basis of accounting. Under the economic resources measurement focus, all (both current and long-term)economic resources and obligations of the reporting government are reported in the government- wide financial statements. Basis of accounting refers to when revenues and expenses are recognized in the accounts and reported in the financial statements. Under the accrual basis of accounting, revenues, expenses, gains, losses, assets, and liabilities resulting from exchange and exchange-like transactions are recognized when the exchange takes place. Revenues, expenses, gains, losses, assets and liabilities resulting from nonexchange transactions are recognized in accordance with the requirements of GASB Statement No. 33.

Program revenues include: 1) charges to customers or applicants who purchase, use, or directly benefit from goods, services, or privileges provided by a given function; and 2) grants and contributions that are restricted to meeting the operational or capital requirements of a particular function. Program revenues are netted with program expenses in the statement of activities to present the net cost of each program.

Taxes and other items not included among program revenues are reported instead as general revenues. 32 Page 103 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—Continued Amounts paid to acquire capital assets are capitalized as assets in the government-wide financial statements, rather than reported as an expense. Proceeds of long-term debt are recorded as a liability in the government- wide financial statements. Amounts paid to reduce long-term indebtedness of the reporting government are reported as a reduction of the related liability, rather than as an expense.

As a general rule, the effect of interfund activity has been eliminated from the government-wide financial statements. Exceptions to this general rule are payments in-lieu of taxes where the amounts are reasonably equivalent in value to the interfund services provided and other charges between the government's water and sewer function and various other functions of the government. Elimination of these charges would distort the direct cost and program revenues reported for the various functions concerned.

Fund Financial Statements
The underlying accounting system of the City is organized and operated on the basis of separate funds, each of which is considered to be a separate accounting entity. The operations of each fund are accounted for with a separate set of self-balancing accounts that comprise its assets, liabilities, fund equity, revenues and expenditures or expenses, as appropriate. Governmental resources are allocated to and accounted for in individual funds based upon the purposes for which they are to be spent and the means by which spending activities are controlled.

Fund financial statements for the primary government's governmental, proprietary, and fiduciary funds are presented after the government-wide financial statements. These statements display information about the major funds individually and nonmajor funds in the aggregate for governmental and enterprise funds.

Fiduciary statements include financial information for fiduciary funds. Fiduciary funds of the City primarily represent assets held by the City in a custodial capacity for other individuals or organizations.

Governmental Funds
The governmental fund financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current period. For this purpose, the City considers revenues to be available if they are collected within 60 days of the end of the current fiscal period. Expenditures generally are recorded when a liability is incurred, as under accrual accounting.

However, debt service expenditures as well as expenditures related to compensated absences, and claims and judgments, are recorded only when payment is due. General capital asset acquisitions are reported as expenditures in governmental funds. Issuance of long-term debt and acquisitions under capital leases are reported as other financing sources.

Sales taxes, property taxes,franchise taxes, intergovernmental revenue and rental income associated with the current fiscal period are all considered to be susceptible to accrual and so have been recognized as revenues of the current fiscal period to the extent normally collected within the availability period. Other revenue items are considered to be measurable and available when cash is received by the government.

Non-current portions of long-term receivables due from governmental funds are reported on their balance sheets in spite of their spending measurement focus. Special reporting treatments are used to indicate, however, that they should not be considered "available spendable resources," since they do not represent net current assets.
33 Page 104 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—Continued Proprietary and Fiduciary Funds
The City's enterprise and internal service funds are considered proprietary funds. Proprietary funds and fiduciary funds are presented using the accrual basis of accounting. Revenues are recognized when they are earned and expenses are recognized when the related goods or services are delivered. Proprietary funds are presented using the economic resources measurement focus. This means that all assets and all liabilities(whether current or noncurrent)associated with their activity are included on their balance sheets.

Proprietary fund type operating statements present increases(revenues)and decreases(expenses)in total net position.

Proprietary fund operating revenues, such as charges for services, result from exchange transactions associated with the principal activity of the fund. Exchange transactions are those in which each party receives and gives up essentially equal values. Non-operating revenues, such as subsidies, taxes, and investment earnings result from nonexchange transactions or ancillary activities. Amounts paid to acquire capital assets are capitalized as assets in the enterprise fund financial statements, rather than reported as an expense. Proceeds of long-term debt are recorded as a liability in the enterprise fund financial statements, rather than as another financing source. Amounts paid to reduce long-term indebtedness of the enterprise fund are reported as a reduction of the related liability, rather than as an expense.

The custodial funds account for monies held for the benefit of other organizations and governments to which the City provides accounting and investing services. The private-purpose trust funds are reported using the economic resources measurement focus and the accrual basis of accounting.

C) Fund Classifications
The City reports the following major governmental funds:

General Fund-The General Fund is the City's primary operating fund. It accounts for all financial resources of the general government, except those required to be accounted for in another fund. The General Fund finances the basic services provided to residents including police and recreation.

Housing Fund -This fund accounts for the activities of the City that were previously reported in the low-and moderate-income housing redevelopment agency fund of the former Community Redevelopment Agency.

The primary source of revenue is from rental income.

Other Grants Fund — This fund accounts for revenue and expenditures related to grants restricted for specific purposes other than public safety.

ARPA Fund -This fund accounts for the monies received and restricted by the American Rescue Plan Act.

The City reports the following major enterprise funds:

Water Utility Fund -This fund accounts for the sale of water to the City's citizens and businesses and also records expenditures for water operations and capital improvement projects.

Solid Waste Utility Fund - This fund accounts for the refuse pick-up services provided by private contract.

Billing and collection is accomplished by City staff for residential services and by the contracted agency for commercial services. Activities include recycling and green waste programs. 34 Page 105 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—Continued Sewer Utility Fund -This fund records all City sewer service transactions, and also includes the storm drain maintenance and NPDES programs.

Additionally, the City reports the following fund types:

Internal Service Funds - These funds are used to account for self-funded insurance, fleet management, information systems, and building maintenance and operations. Departments of the City are charged for the services provided or benefits received from these funds.

OPEB Trust Fund — Used to account for the prefunding of post-employment benefits other than pension.

Private Purpose Trust Fund-Used to account for the activities of the Redevelopment Obligation Retirement Fund, and other Successor Agency activities. Resources are accumulated to retire obligations previously incurred by the former Community Redevelopment Agency.

Custodial Funds- Used to account for monies held for assessment districts, West End, and for the Welfare Committee.

D) Cash and Investments
Investments are reported in the accompanying balance sheet at fair value, except for certain certificates of deposit and investment contracts that are reported at cost because they are not transferable and they have terms that are not affected by changes in market interest rates.

Changes in fair value that occur during a fiscal year are recognized as investment income reported for that fiscal year. Investment income includes interest earnings, changes in fair value, and any gains or losses realized upon the liquidation or sale of investments.

The City pools cash and investments of all funds, except for assets held by fiscal agents. Each fund's share in this pool is displayed in the accompanying financial statements as cash and investments. Investment income earned by the pooled investments is allocated to the various funds based on each fund's average cash and investment balance.

For purposes of the statement of cash flows, cash equivalents are defined as short-term, highly liquid investments that are both readily convertible to known amounts of cash or so near their maturity that they present insignificant risk of changes in value because of changes in interest rates, and have an original maturity date of three months or less. Cash equivalents represent the proprietary funds' share in the cash and investment pool of the City.

E) Inventories and Prepaid Items
Inventories held by the General Fund and Water Fund are recorded at cost on a first-in, first-out basis and, for the General Fund, are recorded as expenditures as used (the consumption method). General Fund inventories consist primarily of fuel, office supplies, and small hand tools. Water Fund inventory consists of stored water.

Certain payments to vendors reflect costs applicable to future accounting periods and are recorded as prepaid items in both the government-wide and fund financial statements. The cost of prepaid items is recorded as expenditures/expenses when consumed rather than when purchased. 35 Page 106 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—Continued F) Land Held for Resale
Land held for resale represents land that was acquired for resale in accordance with the objective of the Redevelopment Project Area. These costs will be charged to current year project expenditures when the related land and structures are sold. Land held for resale is valued at the lower of cost or the sales price per contract with the developer.

G) Property Taxes
Under California law, property taxes are assessed and collected by the counties up to 1% of assessed value, plus other increases approved by the voters.The property taxes go into a pool,and are then allocated to the cities based on complex formulas. Accordingly, the City accrues only those taxes which are received within 60 days after year end. The property tax calendar is as follows:

Property Tax Calendar County Remittance Dates and Percentages Lien date January 1 December 30% Advance Levy date July 1 January Collection No. 1 Due date November 1 and February 1 April 10% Advance Delinquent dates December 11 and April 11 May Collection No. 2 July Collection No. 3
H) Claims and Judgements
The City records a liability for litigation,judgments, and claims when it is probable that an asset has been impaired or a liability (including incurred but not reported) has been incurred prior to yearend and the probable amount of loss (net of any insurance coverage) can be reasonably estimated. This liability is recorded in the internal service fund that accounts for the City's self-insurance activities.

I) Employee Leave Benefits
Vacation: The City's policy permits employees to accumulate earned but unused vacation and similar compensatory leave balances, which are eligible for payment upon separation from City service. The liability for such leave is reported as incurred in the government-wide and proprietary fund financial statements. A liability for those amounts are recorded in the governmental funds only if the liability has matured as a result of employee resignations or retirements. The liability for compensated absences includes salary-related benefits, where applicable.

Sick Leave: A liability is recorded for unused sick leave balances only to the extent that it is probable that the unused balances will result in payments upon retirement. This is estimated by including in the liability the unused balances of employees currently entitled to receive a payment upon retirement, as well as those who are expected to become eligible to receive the benefit payout as a result of continuing their employment with the City. Other amounts of unused sick leave are excluded from the liability since their payment is contingent solely upon the occurrence of a future event(illness)which is outside the control of the City and the employee.
36 Page 107 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—Continued J) Capital Assets
Capital assets (including infrastructure)greater than $10,000 are capitalized and recorded at cost or at the estimated fair value of the assets at the time of acquisition where complete historical records have not been maintained. Contributed capital assets are valued at their acquisition value at the date of the contribution.

The costs of normal maintenance and repairs that do not add to the value of the asset or materially extend asset lives are not capitalized.

Capital assets include public domain (infrastructure) general capital assets consisting of certain improvements including roads, bridges, curbs and gutters, streets and sidewalks, medians, sewers and storm drains. As allowed by GASB Statement No. 34, certain infrastructure assets that were acquired, reconstructed or significantly improved prior to June 30, 1980 have not been included in the City's financial statements due to the unavailability of the information. Interest incurred during the construction phase of capital assets of enterprise funds is included as part of the capitalized value of the assets constructed.

Land and construction in progress are not depreciated. The other property, plant, equipment and infrastructure are depreciated using the straight-line method over the following estimated useful lives:

Governmental Activities Business-type Activities Buildings and Improvements 50 years Pipelines and Reservoirs 50 years Park Improvements 10-50 years Treatment Facilities 50 years Equipment 5-10 years Wells/Pumps 10-50 years Vehicles 5-10 years Sewer Manholes 50 years Infrastructure- Street System 30-100 years Equipment and Machinery 5-10 years Infrastructure- Storm Drains 100 years Vehicles 5-10 years K) Notes and Loans Receivable
The accompanying financial statements report certain loans receivable for loans made to private developers, private homeowners, and other parties. Where applicable, an allowance for doubtful accounts has been recorded to reflect management's best estimate of probable losses associated with non- repayment.

L) Deferred Outflows/Inflows of Resources
In addition to assets,the statement of financial position will sometimes report a separate section for deferred outflows of resources.This separate financial statement element represents consumption of net assets that applies to a future period(s)and so will not be recognized as an outflow of resources(expense/expenditure) until then. The City has certain items that qualify for reporting in this category: 1) a deferred charge on refunding resulting from the difference in the carrying value of refunded debt and its reacquisition price, which is deferred and amortized over the shorter of the life of the refunded or refunding debt, and 2)deferred outflows relating to the City's net pension and OPEB liabilities.

In addition to liabilities, the statement of financial position will sometimes report a separate section for deferred inflows of resources. This separate financial statement element represents an acquisition of net assets that applies to a future period(s) and so will not be recognized as an inflow of resources (revenue) until that time. The City reports deferred inflows for certain items under the modified accrual basis of accounting. Accordingly, unavailable revenue is reported only in the governmental funds balance sheet.

The governmental funds report unavailable revenues related to interest earned on loans. These amounts are deferred and recognized as an inflow of resources in the period that the amounts become available.

The City also reports deferred inflows relating to the net pension and OPEB liabilities and leases. 37 Page 108 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—Continued M) Pensions
For purposes of measuring the net pension liability and deferred outflows/inflows of resources related to pensions, and pension expense, information about the fiduciary net position of the City's California Public Employees' Retirement System (CaIPERS) plans (Plans) and additions to/deductions from the Plans' fiduciary net position have been determined on the same basis as they are reported by CaIPERS. For this purpose, benefit payments (including refunds of employee contributions) are recognized when due and payable in accordance with the benefit terms. Investments are reported at fair value.

N) Other Postemployment Benefits (OPEB)
For purposes of measuring the total OPEB liability, deferred outflows of resources and deferred inflows of resources related to OPEB, and OPEB expense, generally accepted accounting principles require that the reported results must pertain to liability and asset information within certain defined timeframes. For this report, the following timeframes are used: June 30, 2023 Valuation Date; June 30, 2023 Measurement Date; and July 1, 2023 through June 30, 2024 Measurement Period. 0) Net Position Flow Assumption
Sometimes the City will fund outlays for a particular purpose from both restricted (e.g., restricted bond or grant proceeds) and unrestricted resources. In order to calculate the amounts to report as restricted net position and unrestricted net position in the government-wide and proprietary fund financial statements, a flow assumption must be made about the order in which the resources are considered to be applied. It is the City's policy to consider restricted net position to have been depleted before unrestricted net position.

P) Fund Balance
Nonspendable Fund Balance: this includes amounts that cannot be spent because they are either not spendable in form (such as inventory) or legally or contractually required to be maintained intact (such as endowments).

Restricted Fund Balance: this includes amounts that can be spent only for specific purposes stipulated by legal requirements imposed by other governments, external resource providers, or creditors. City Council- imposed restrictions do not create restricted fund balance unless the legal document that initially authorized the revenue (associated with that portion of fund balance) also included language that specified the limited use for which the authorized revenues were to be expended.

Committed Fund Balance: this includes amounts that can only be used for specific purposes pursuant to constraints imposed by formal action of the City Council.Those committed amounts cannot be used for any other purpose unless the City Council removes or changes the specified use by taking the same type of action (for example, resolution, ordinance, minutes action, etc.)that it employed to previously commit those amounts. If the Council action that limits the use of the funds was separate from the action that initially created the revenues that form the basis for the fund balance, then the resultant fund balance is considered to be committed, not restricted. The City considers a minute action to constitute a formal action of City Council for the purposes of establishing committed fund balance.

The City's committed fund balance includes:
38 Page 109 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—Continued • Economic Uncertainty Reserve:

Fund balance in the General Fund has been committed for economic uncertainties. Under the City's Ordinance, this reserve can be used if an economic impact resulting in a 5% or more decrease in property or sales taxes occurs. The City Council, through resolution, has established the current Economic Uncertainty Reserve at$15,400,000.
• Emergency Disaster Contingency Reserve:

Fund balance in the General Fund has been committed for emergency contingencies. An emergency shall mean natural disasters, catastrophic events, or any situation requiring the declaration of an emergency as defined by Upland Municipal Code Section 2.20. The City Council, through resolution, has established the Emergency Disaster Contingency Reserve at$1,000,000.

Assigned Fund Balance: this includes amounts that are intended to be used for specific purposes as indicated either by the City Council or by persons to whom the City Council has delegated the authority to assign amounts for specific purposes.The City Manager authorizes assigned amounts for specific purposes pursuant to the policy-making powers granted through an adopted City Council resolution.

Unassigned Fund Balance: this includes the remaining spendable amounts which are not included in one of the other classifications. The General Fund is the only fund that reports a positive unassigned fund balance. In other governmental funds it is not appropriate to report a positive unassigned fund balance amount. However, in governmental funds other than the General Fund, if expenditures incurred for specific purposes exceed the amounts that are restricted, committed, or assigned to those purposes, it may be necessary to report a negative unassigned fund balance in that fund.

Q) Fair Value Measurements
Certain assets and liabilities are required to be reported at fair value. The fair value framework provides a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements)and the lowest priority to unobservable inputs (Level 3 measurements), as follows:

Level 1—Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets.

Level 2—Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly and fair value is determined through the use of models or other valuation methodologies including:
• Quoted prices for similar assets or liabilities in active markets; • Quoted prices for identical or similar assets or liabilities in markets that are inactive; • Inputs other than quoted prices that are observable for the asset or liability; • Inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3 — Inputs to the valuation methodology are unobservable and significant to the fair value measurement. These unobservable inputs reflect the City's own assumptions about the inputs market participants would use in pricing the asset or liability (including assumptions about risk). These unobservable inputs are developed based on the best information available in the circumstances and may include the City's own data.
39 Page 110 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—Continued R) Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenditures/expenses during the reporting period.

Actual results could differ from those estimates.

S) Leases
Lessor:The City is a lessor for noncancellable leases of land owned by the City.The City recognizes a lease receivable and a deferred inflow of resources in the government-wide and governmental fund financial statements.

At the commencement of a lease, the City initially measures the lease receivable at the present value of payments expected to be received during the lease term. Subsequently, the lease receivable is reduced by the principal portion of lease payments received. The deferred inflow of resources is initially measured as the initial amount of the lease receivable, adjusted for lease payments received at or before the lease commencement date. Subsequently, the deferred inflow of resources is recognized as revenue over the life of the lease term.

Key estimates and judgments include how the City determines: 1) the discount rate it uses to discount the expected lease receipts to present value; 2) lease term; and 3)lease receipts. • The City uses its estimated incremental borrowing rate as the discount rate for leases. • The lease term includes the noncancellable period of the lease. • Lease receipts included in the measurement of the lease receivable is composed of fixed payments from the lessee.
• The City monitors changes in circumstances that would require a remeasurement of its lease, and will remeasure the lease receivable and deferred inflows of resources if certain changes occur that are expected to significantly affect the amount of the lease receivable. 2) CASH AND INVESTMENTS
Cash and investments as of June 30, 2025 are classified in the accompanying financial statements as follows:

Government-wide
Statement of Net Position
Governmental Business-Type Fiduciary
Activities Activities Funds Total
Cash and Investments $ 94,931,382 $ 44,546,981 $ 15,396,121 $ 154,874,484 Restricted Cash and Investments 10,995,479 577,468 2,747,152 14,320,099 Cash and Investments with Fiscal Agent - 15,502,547 6,461,048 21,963,595 Total Cash and Investments $ 105,926,861 $ 60,626,996 $ 24,604,321 $ 191,158,178 40 Page 111 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
2) CASH AND INVESTMENTS-Continued
Cash and investments as of June 30, 2025 consist of the following:

Cash on Hand $ 33,148
Deposits with Financial Institutions 4,924,560
Investments 186,200,470
Total Cash and Investments $ 191,158,178
Investments Authorized by the California Government Code and the City's Investment Policy The table below identifies the investment types that are authorized for the City by the California Government Code (or the City's investment policy,where more restrictive). The table also identifies certain provisions of the California Government Code (or the City's investment policy, where more restrictive)that address interest rate risk, credit risk, and concentration of credit risk. This table does not address investments of debt proceeds held by bond trustees that are governed by the provisions of debt agreements, rather than the general provisions of the California Government Code or the City's investment policy.

Maximum Maximum
Maximum Percentage Investment in
Authorized Investment Type Maturity* of Portfolio* One Issuer* Municipal Securities 5 years None None
U.S. Treasury Obligations 5 years None None U.S. Government Agency Issues 5 years 50% 50% Commercial Paper 270 days 15% 10%
Bankers'Acceptances 180 days 40% 30% Negotiable Certificates of Deposits 5 years 30% None, if collateralized Medium Term Notes/Corporate Bonds 5 years 30% None Mutual Funds N/A 20% 10%
Money Market Mutual Funds N/A 20% 10%
Mortgage Pass-Through Securities 5 years 20% None California Asset Management Program (CAMP) N/A None None Local Agency Investment Fund (LAIF) N/A None None Supranational Securities 5 years 30% 10% *Based on state law requirements or investment policy requirements,whichever is more restrictive.

Investments Authorized by Debt Agreements
Investments of debt proceeds held by bond trustees are governed by provisions of the debt agreements, rather than the general provisions of the California Government Code or the City's investment policy. Generally, the table below identifies the investment types that are authorized for investments held by bond trustees, subject to certain additional restrictions in the debt agreements. The table also identifies certain provisions of these debt agreements that address interest rate risk, credit risk, and concentration of credit risk. 41 Page 112 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
2) CASH AND INVESTMENTS—Continued
Maximum
Authorized Investment Type Maturity
U.S. Treasury Obligations None
U.S. Government Agency Issues
(with certain exceptions) None
Banker's Acceptances 30-360 days
Commercial Paper 270 days
Money Market Funds N/A
State and Municipal Obligations None
Investment Agreements None
Repurchase Agreements None
Local Agency Investment Fund None
Disclosures Relating to Interest Rate Risk
Interest rate risk is the risk that changes in market interest rates will adversely affect the fair value of an investment. Generally, the longer the maturity of an investment, the greater the sensitivity of its fair value to changes in market interest rates. One of the ways the City manages its exposure to interest rate risk is by purchasing a combination of shorter term and longer-term investments and by timing cash flows from maturities so that a portion of the portfolio is maturing or coming close to maturity evenly over time as necessary to provide the cash flow and liquidity needed for operations.

Information about the sensitivity of the fair values of the City's investments (including investments held by bond trustees)to market interest rate fluctuations is provided by the following table that shows the distribution of the City's investments by maturity:

Remaining Maturity (in Months)
12 Months 13 to 36 37 to 60 More than
Investment Type Total Or Less Months Months 60 Months US Treasury Obligations $ 3,209,748 $ - $ 236,818 $ 2,972,930 $ U.S. Government Agency Securities 78,316,442 21,679,045 11,635,850 45,001,547 CAMP 40,835,362 40,835,362 - -
Certificates of Deposit 16,777,037 5,451,529 6,647,886 4,677,622 Medium-Term Notes 2,020,400 - - 2,020,400 Municipal Obligations 5,728,893 314,093 242,335 5,172,465 Money Market Mutual Funds 2,569,850 2,569,850 - - Local Agency Investment Fund (LAIF) 1,305,381 1,305,381 - - Mutual Funds 13,473,761 13,473,761 - - Held by Fiscal Agent
Money Market Mutual Funds 21,963,596 21,963,596 - - Total Pooled Investments $186,200,470 $107,592,617 $ 18,762,889 $ 59,844,964 $ Disclosures Relating to Credit Risk
Generally, credit risk is the risk that an issuer of an investment will not fulfill its obligation to the holder of the investment. This is measured by the assignment of a rating by a nationally recognized statistical rating organization. Presented below is the minimum rating required by the California Government Code, the City's Investment Policy, or debt agreements, and the actual rating as of year-end for each investment type. 42 Page 113 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
2) CASH AND INVESTMENTS—Continued
Minimum
Investment Type Total Legal Rating Aaa Aa3-Aa1 Al,A2,A3 Not Rated US Treasury Obligations $ 3,209,748 N/A $ 3,209,748 $ - $ - $ U.S. Government Agency Securities 78,316,442 N/A - 78,316,442 - CAMP 40,835,362 N/A - - - 40,835,362
Certificates of Deposit 16,777,037 N/A - - - 16,777,037 Medium-Term Notes 2,020,400 N/A - - 2,020,400 Municipal Obligations 5,728,893 N/A - 5,728,893 - Money Market Mutual Funds 2,569,850 A 2,569,850 - - Local Agency Investment Fund(LAIF) 1,305,381 N/A - - - 1,305,381 Mutual Funds 13,473,761 A 13,473,761 - -
Held by Fiscal Agent
Money Market Mutual Funds 21,963,596 A 21,963,596 - - Total Pooled Investments $186,200,470 $ 41,216,955 $ 84,045,335 $ 2,020,400 $ 58,917,780 Concentration of Credit Risk
The investment policy of the City contains no limitations on the amount that can be invested in any one issuer beyond that stipulated by the California Government Code. As of June 30, 2025, the City's investments with each of the following issuers exceed 5% of its total investments.

Reported
Issuer Investment Type Amount Maturity Interest (%) FHLB Federal Agency Securities $ 43,024,054 2025-2030 .200 -4.375 FHLMC Federal Agency Securities 24,743,664 2025-2030 .550 -4.850 FNMA Federal Agency Securities 9,532,545 2025-2030 .710 -4.850 Custodial credit risk for deposits is the risk that, in the event of the failure of a depository financial institution, a government will not be able to recover its deposits or will not be able to recover collateral securities that are in the possession of an outside party. The custodial credit risk for investments is the risk that, in the event of the failure of the counterparty (e.g., broker-dealer) to a transaction, a government will not be able to recover the value of its investment or collateral securities that are in the possession of another party. The California Government Code and the City's investment policy do not contain legal or policy requirements that would limit the exposure to custodial credit risk for deposits or investments, other than the following provision for deposits:

The California Government Code requires that a financial institution secure deposits made by state or local governmental units by pledging securities in an undivided collateral pool held by a depository regulated under state law (unless so waived by the governmental unit). The market value of the pledged securities in the collateral pool must equal at least 110% of the total amount deposited by the public agencies. California law also allows financial institutions to secure City deposits by pledging first trust deed mortgage notes having a value of 150% of the secured public deposits.

Investment in State Investment Pool
The City is a voluntary participant in the Local Agency Investment Fund (LAIF)that is regulated by the California Government Code under the oversight of the Treasurer of the State of California. The fair value of the City's investment in this pool is reported in the accompanying financial statements at amounts based upon the City's pro-rata share of the fair value provided by LAIF for the entire LAIF portfolio (in relation to the amortized cost of that portfolio). The balance available for withdrawal is based on the accounting records maintained by LAIF, which are recorded on an amortized cost basis.

CAMP
The City also participates in the California Asset Management Program (CAMP), a California Joint Powers 43 Page 114 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
2) CASH AND INVESTMENTS—Continued
Authority(JPA)established in 1989 to provide California public agencies with professional investment services.

The CAMP investment pool is permitted for all local agencies under California Government Code Section 53601(p).

Based upon the fair value measurements described in Note 1, the City held the following investments as of June 30, 2025:

Fair Value Hierarchy
Investment Type Total Level 1 Level 2 Level 3 US Treasury Obligations $ 3,209,748 $ 3,209,748 $ - $ - U.S. Government Agency Securities 78,316,442 - 78,316,442 - CA M P 40,835,362 - 40,835,362 -
Medium-Term Notes 2,020,400 - 2,020,400 - Certificates of Deposit 16,777,037 - 16,777,037 Municipal Obligations 5,728,893 - 5,728,893 - Total $146,887,882 $ 3,209,748 $143,678,134 $ - 3) INTERFUND RECEIVABLES, PAYABLES AND TRANSFERS
Due to/from - As of June 30, 2025, the General Fund has an outstanding receivable from the Other Grants Special Revenue Fund and non-major governmental funds of$1,896,661 and $812,773, respectively, to cover current year operating deficits. These deficits will be repaid with future revenues and when receivables are collected.

Interfund transfers for the year ended June 30, 2025 are as follows:

TRANSFERS IN
Nonmajor Solid Internal
General Governmental Waste Utility Service
TRANSFERS OUT Fund Funds Fund Funds Total General Fund $ - $ 125,000 $ - $ 259,853 $ 384,853 ARPA 476,217 - - - 476,217
Sewer Utility Fund 535,698 - 574,167 - 1,109,865 Nonmajor Governmental Funds 929,571 - - - 929,571 $ 1,941,486 $ 125,000 $ 574,167 $ 259,853 $ 2,900,506 The General Fund transferred$125,000 to the nonmajor governmental funds to fund projects and nonmajor funds transferred $929,571 to the General Fund for various capital projects from prior years. In addition, the General Fund transferred $259,853 to the Internal Service Funds for vehicle replacements and information systems. The Sewer Utility Fund Fund transferred $535,698 to the General Fund and $574,167 to the Solid Waste Utility Fund for personnel costs that should have been charged to the Sewer Utility fund in prior years. The ARPA fund transferred $476,217 to the General Fund from investment earnings.

Advances to/from Other Funds
The Water and Sewer Enterprise Funds advanced $15,750,000 and $5,000,000, respectively, to the General Fund. In order to enable the City to paydown a portion of the General Fund's share of the City's unfunded accrued liability ("UAL") with California Public Employees' Retirement System, the City is leasing the real property as 44 Page 115 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
3) INTERFUND RECEIVABLES, PAYABLES AND TRANSFERS—Continued described in the agreement dated April 1, 2022. The City of Upland Financing Authority, a joint powers public financing authority promises to pay to the City of Upland Sewer Fund, the amount of$5,000,000 and the City of Upland Water Fund $15,750,000. The principal balance of the note shall bear interest at the rate of 1.92 % per annum, and the final note payments are due and payable on October 1, 2037. The amount due to the Water and Sewer Enterprise Funds is $13,160,000 and $4,177,778, respectively, as of June 30, 2025. 4) CAPITAL ASSETS
Capital asset activity for the year ended June 30, 2025 is as follows:

Beginning Ending
Governmental Activities: Balance Increases Decreases Balance Capital Assets, Not Being Depreciated:

Land $ 5,053,450 $ - $ - $ 5,053,450 Rights of Way 103,432,811 - - 103,432,811 Street Trees 3,537,384 - - 3,537,384 Construction in Progress 12,245,147 6,384,623 (14,729,265) 3,900,505 Total Capital Assets, Not
Being Depreciated 124,268,792 6,384,623 (14,729,265) 115,924,150 Capital Assets Being Depreciated:

Building and improvements 46,397,548 2,670,012 (18,250) 49,049,310 Land Improvements 6,833,164 964,986 - 7,798,150 Park Improvements 13,067,751 1,688,093 - 14,755,844 Equipment 9,321,340 1,179,610 (67,872) 10,433,078 Vehicles 6,042,787 943,997 (212,574) 6,774,210 Infrastructure - Bridge 4,081,500 - - 4,081,500 Infrastructure -Street System 190,207,267 8,694,780 (3,269,820) 195,632,227 Infrastructure -Storm Drains 25,287,770 2,196,747 - 27,484,517 Total Capital Assets Being
Depreciated 301,239,127 18,338,225 (3,568,516) 316,008,836 Less Accumulated Depreciation:

Building and improvements (17,090,008) (891,731) 365 (17,981,374) Land Improvements (1,747,887) (509,771) - (2,257,658) Park Improvements (8,559,741) (443,085) - (9,002,826) Equipment (7,020,493) (741,514) 67,872 (7,694,135) Vehicles (3,885,652) (668,413) 212,575 (4,341,490) Infrastructure - Bridge (326,520) (81,630) (408,150) Infrastructure -Street System (94,583,777) (4,890,732) 2,990,545 (96,483,964) Infrastructure -Storm Drains (5,679,939) (252,878) - (5,932,817) Total Accumulated Depreciation (138,894,017) (8,479,754) 3,271,357 (144,102,414) Total Capital Assets Being
Depreciated, Net 162,345,110 9,858,471 (297,159) 171,906,422 Governmental Activities, Capital Assets, Net $ 286,613,902 $ 16,243,094 $ (15,026,424) $ 287,830,572 Depreciation expense was charged to the following functions for governmental activities in the Statement of Activities:
45 Page 116 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
4) CAPITAL ASSETS—Continued
General Government $ 1,089,374
Public Safety 1,005,782
Engineering and Public Works 5,624,640
Development Services 1,781
Community Services 758,177
$ 8,479,754
Beginning Ending
Business Type Activities: Balance Increases Decreases Balance Capital Assets, Not Being Depreciated:

Land $ 2,954,861 $ - $ - $ 2,954,861 Construction in Progress 4,385,583 1,550,836 (3,927,226) 2,009,193 Total Capital Assets, Not
Being Depreciated 7,340,444 1,550,836 (3,927,226) 4,964,054 Capital Assets Being Depreciated:

Pipelines 71,267,172 3,623,994 (1,636,908) 73,254,258 Reservoirs 54,824,551 97,868 - 54,922,419 Building and improvements 55,818 - - 55,818 Land Improvements 9,870 - - 9,870 Treatment Facilities 15,057,728 - - 15,057,728 Wells/pumps 5,340,879 - - 5,340,879 Sewer Manholes 3,007,098 - - 3,007,098 Machinery and Equipment 2,142,463 333,938 - 2,476,401 Vehicles 4,606,502 862,374 - 5,468,876 Total Capital Assets Being
Depreciated 156,312,081 4,918,174 (1,636,908) 159,593,347 Less Accumulated Depreciation:

Pipelines (21,841,774) (1,425,344) 1,277,361 (21,989,757) Reservoirs (16,718,182) (1,076,258) - (17,794,440) Land Improvements (8,154) (2,103) - (10,257) Treatment Facilities (8,000,646) (301,154) - (8,301,800) Wells/pumps (2,019,981) (105,253) - (2,125,234) Sewer Manholes (2,250,834) (34,780) - (2,285,614) Machinery and Equipment (1,650,158) (163,810) - (1,813,968) Vehicles (2,847,259) (531,434) - (3,378,693) Total Accumulated Depreciation (55,336,988) (3,640,136) 1,277,361 (57,699,763) Total Capital Assets Being
Depreciated, Net 100,975,093 1,278,038 (359,547) 101,893,584 Business Activities, Capital Assets, Net $ 108,315,537 $ 2,828,874 $ (4,286,773) $ 106,857,638 Depreciation expense was charged to the following programs for business-type activities in the Statement of Activities:

Water Utility $ 2,702,063
Solid Waste Utility 1,116
Sewer Utility 936,959
$ 3,640,138
46 Page 117 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
5) LONG-TERM LIABILITIES
Changes in long-term liabilities for governmental activities are as follows:

Beginning Ending Due in
Balance Additions Deletions Balance one year
Governmental Activities
Compensated Absences Payable, Net $ 2,699,952 $ 503,102 $ - $ 3,203,054 $ 1,523,221 Net OPEB Liability 7,108,174 320,654 - 7,428,828 Net Pension Liability 94,259,602 - 3,579,814 90,679,788 - Claims Payable 6,215,550 3,993,944 2,459,625 7,749,869 2,004,272 Loans from Direct Borrowings:
2021 Multifamily Housing Loan 11,070,352 - 697,495 10,372,857 719,356 Energy Efficiency Lease 1,801,523 - 176,862 1,624,661 183,160 CREBS Lease Agreement 4,204,025 - 114,018 4,090,007 130,727 Total Direct Borrowings 17,075,900 - 988,375 16,087,525 1,033,243 Total Government Activities $ 127,359,178 $ 4,817,700 $ 7,027,814 $ 125,149,064 $ 4,560,736 The liability for Net OPEB and Net Pension are generally liquidated by the General Fund and internal service funds.
2021 Multifamily Housing Loan (direct borrowing)
In July 2021, the City entered into a $12.9 million loan agreement with Western Alliance Business Trust (2021 Loan) for the purpose of refunding the 2017 Multifamily Housing Revenue Note (2017 Note). Proceeds from the loan were used to refund in full the 2017 Note, which was issued to refund the 2007 Multifamily Housing Revenue Bonds (2007 Bonds).

The 2007 Bonds were used to finance certain redevelopment projects in the project area of the former Community Redevelopment Agency and to advance refund previous Housing Revenue Bonds. Upon the issuance of the 2021 Loan, the 2017 Note is considered defeased and the liability was removed from these financial statements.

Principal and interest on the 2021 Loan are payable in monthly payments due the first of each month, with the final payment scheduled for August 1, 2037. Payments are secured by a pledge of revenues generated by apartment rentals that have been assigned to the Housing Fund of the City pursuant to Assembly Bills 1x26 and 1484. The loan agreement contains provisions that in an event of default, outstanding amounts may become immediately due if the City is unable to make payment.

The following represents the future annual debt service requirements:
47 Page 118 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
5) LONG-TERM LIABILITIES-Continued
Fiscal Year Ending
June 30, Principal Interest Total
2026 $ 719,356 $ 310,390 $ 1,029,746 2027 741,901 287,845 1,029,746
2028 765,153 264,592 1,029,745
2029 789,135 240,611 1,029,746
2030 811,777 217,969 1,029,746
2031-2035 4,456,844 691,885 5,148,729
2036-2038 2,088,691 75,729 2,164,420
Totals $ 10,372,857 $ 2,089,021 $ 12,461,878
Energy Efficiency Lease Agreement (direct borrowing)
In August 2017, the City entered into a lease-purchase agreement for the acquisition and installation of certain energy conservation equipment including lighting and HVAC (non-solar)with an aggregate principal borrowing of$2,797,094. The proceeds were to be used to pay for energy efficiency and conservation improvements as specified in the agreement. The payments bear interest at 3.60% and are due and payable semi-annually on February 24th and August 24th each year, maturing on August 24, 2032. The General Fund will generally be responsible for making the debt service payments annually.

The annual debt service requirements for the lease agreement as of June 30, 2025 are as follows:

Fiscal Year Ending
June 30, Principal Interest Total
2026 $ 183,160 $ 68,162 $ 251,322 2027 191,372 60,207 251,579
2028 200,307 51,879 252,186
2029 210,252 43,171 253,423
2030 222,403 34,009 256,412
2031-2033 617,167 41,138 658,305
Totals $ 1,624,661 $ 298,566 $ 1,923,227 CREBS Lease Agreement(direct borrowing)
In August 2017, the City entered into a lease-purchase agreement for the acquisition, construction and installation of certain energy conservation equipment and improvements (solar) with an aggregate principal borrowing of$4,548,393. The proceeds were to be used to pay for certain issuance costs and energy efficiency and conservation improvements as specified in the agreement. The payments bear interest at 3.46% and are due and payable semi-annually, on February 24th and August 24th each year, maturing on August 24, 2037.

The General Fund will generally be responsible for making the debt service payments annually.

The annual debt service requirements for the lease agreement as of June 30, 2025 are as follows:
48 Page 119 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
5) LONG-TERM LIABILITIES-Continued
Fiscal Year Ending
June 30, Principal Interest Total
2026 $ 130,727 $ 140,448 $ 271,175 2027 148,527 135,775 284,302
2028 167,479 130,475 297,954
2029 187,643 124,510 312,153
2030 209,083 117,836 326,919
2031-2035 1,807,624 448,088 2,255,712
2036-2038 1,438,924 76,629 1,515,553
Totals $ 4,090,007 $ 1,173,761 $ 5,263,768
Changes in long-term liabilities for business-type activities are as follows:

Beginning Ending Due in
Balance Additions Deletions Balance one year
Business-type Activities
Compensated absences payable, Net $ 496,309 $ 132,525 $ - $ 628,834 $ 303,210 Net OPEB Liability 1,642,502 30,393 - 1,672,895 Net Pension Liability 1,023,402 - 867,047 156,355 2022 Water Revenue Bonds 14,040,000 - 880,000 13,160,000 900,000 2021 Water Refunding Bonds 6,503,000 - 560,000 5,943,000 622,000 Loans from Direct Borrowings:

SWRCB Loan 15,910,484 - 416,366 15,494,118 424,277 Total Direct Borrowings 15,910,484 - 416,366 15,494,118 424,277 Total Business-type Activities $ 39,615,697 $ 162,918 $ 2,723,413 $ 37,055,202 $ 2,249,487 2022 Water Revenue Bonds
In March 2022, the City issued $15,750,000 of Water Revenue Bonds to finance capital improvements to the City's water system. The interest rate on the 2022 Bonds is 1.92%, payable semi-annually on April 1 and October 1 of each year until maturity on October 1, 2037. The City has purchased bond insurance to satisfy the reserve requirements for these Bonds.

The Bonds are secured by a pledge of net revenues of the water system. The City is required to set rates,fees, and charges for each fiscal year so as to yield system net revenues during each fiscal year equal to 125% of the annual debt service (including parity debt, if any).

All system net revenues, which approximate $7.5 million annually, are irrevocably pledged to the payment of the installment payments. Principal and interest payments on the bonds for the 2024/25 fiscal year totaled $1,141,120. The Bond indenture contains a provision that in an event of default, outstanding amounts may become immediately due if the City is unable to make payment. The future debt service requirements are as follows:
49 Page 120 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
5) LONG-TERM LIABILITIES—Continued
Fiscal Year Ending
June 30, Principal Interest Total
2026 $ 900,000 $ 244,032 $ 1,144,032 2027 915,000 226,608 1,141,608
2028 935,000 208,848 1,143,848
2029 955,000 190,704 1,145,704
2030 970,000 172,224 1,142,224
2031-2035 5,150,000 571,200 5,721,200
2036-2041 3,335,000 96,912 3,431,912
Totals $ 13,160,000 $ 1,710,528 $ 14,870,528 2021 Water Refunding Bonds
In October 2021,the City issued$6,553,000 of 2021 Water Revenue Refunding Bonds to provide for the current refunding of the remaining portion of the City's 2011 Revenue Refunding Bonds. The interest rate on the 2021 Bonds is 1.5%, payable semi-annually on April 1 and October 1 of each year until maturity on October 1, 2033.

The City has purchased bond insurance to satisfy the reserve requirements for these Bonds.

The City refunded the 2011 Revenue Refunding Bonds to decrease total debt service payments by approximately$1.36 million and to obtain an economic gain (difference between the present values of the debt service payments on the old and new debt) of$1.33 million.

The Bonds are secured by a pledge of net revenues of the water system. The City is required to set rates, fees, and charges for each fiscal year so as to yield system net revenues during each fiscal year equal to 125% of the annual debt service (including parity debt, if any).

All system net revenues, which approximate $7.5 million annually, are irrevocably pledged to the payment of the installment payments. Principal and interest payments on the bonds for the 2024/25 fiscal year totaled $653,345. The Bond indenture contains a provision that in an event of default, outstanding amounts may become immediately due if the City is unable to make payment. The future debt service requirements are as follows:

Fiscal Year Ending
June 30, Principal Interest Total
2026 $ 622,000 $ 84,480 $ 706,480 2027 633,000 75,068 708,068
2028 642,000 65,505 707,505
2029 651,000 55,808 706,808
2030 658,000 45,990 703,990
2031-2034 2,737,000 82,717 2,819,717
Totals $ 5,943,000 $ 409,568 $ 6,352,568 50 Page 121 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
5) LONG-TERM LIABILITIES—Continued
SWRCB Loan Payable (direct borrowing)
The City has entered into a Construction Installment Sale Agreement with the California State Water Resources Control Board (State), to finance the replacement of a 7.5 MG reservoir (Project). The State has agreed to provide Project funds not to exceed $16.5 million. As of June 30, 2025, the City has drawn down $16,446,414 under the agreement.

Interest is accrued on the loan at 1.9% per annum, beginning with each drawdown. The City must pay interest annually during Project construction. Principal payments are not required until Project completion, with a final payment date of April 1, 2053. The loan is secured by a lien on and pledge of net revenues in the City's Water Fund. The City is required to establish and maintain a reserve fund prior to Project completion, in an amount equal to one year's debt service on the loan.

The annual debt service requirements for the loan agreement as of June 30, 2025 are as follows:

June 30, Principal Interest Total
2026 $ 424,277 $ 294,388 $ 718,665 2027 432,338 286,327 718,665
2028 440,553 278,113 718,666
2029 448,923 269,742 718,665
2030 457,453 261,213 718,666
2031-2035 2,420,991 1,172,339 3,593,330
2036-2040 2,659,888 933,437 3,593,325
2041-2045 2,922,365 670,960 3,593,325
2046-2050 3,210,742 382,584 3,593,326
2051-2053 2,076,588 79,405 2,155,993
Totals $ 15,494,118 $ 4,628,508 $ 20,122,626
6) OTHER POST EMPLOYMENT BENEFITS
General Information About the OPEB Plan
Plan Description — The City administers a single-employer defined benefit healthcare plan ("the Plan").

Dependents are eligible to enroll, and benefits continue to surviving spouses.

Benefits Provided — Retirees are offered medical, dental, and vision coverage. Eligibility for retiree health benefits requires retirement from the City on or after age 50 (age 52 for PEPRA New hires) with at least five years of CaIPERS service. Retirement benefits must begin within 120 days of employment termination with the City. Enrollment must be completed within 60 days of retirement, or during any future open enrollment period, if the retiree is not already enrolled in the medical plan. Coverage is for life. Surviving spouses and eligible dependents may continue coverage. Eligible retirees who meet additional requirements based on years of service with the City and hire date receive a subsidy from the City. The retirees are not required to be enrolled in a City plan.A surviving spouse and other eligible dependents are entitled to continue coverage under a City- sponsored plan, but they are required to pay the full premium. The amount that the City contributes depends on the amount of service credit earned while working for the City. Small groups are receiving different benefits based on court orders and special arrangements.
51 Page 122 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
6) OTHER POST EMPLOYMENT BENEFITS—Continued
Monthly City Contribution
City Service Retiree Spouse
10 - 14 years $ 72.57 $ 45.00
15- 19 years 96.81 45.00
20 - 24 years 121.05 45.00
25 or more years 145.14 45.00
Employees Covered by Benefit Terms — As of the June 30, 2023 actuarial valuation, the following current and former employees were covered by the benefit terms under the Plan:

Retirees or spouses of retirees currently receiving benefits 246 Active employees 189
Total 435
Contributions—The Plan and its contribution requirements are established by Memoranda of Understanding with the applicable employee bargaining units and may be amended by agreements between the City and the bargaining units. The annual contributions to the Plan are based on the costs to provide the benefits as described above on a pay as you go basis. For the fiscal year ended June 30, 2024, the City's pay-as-you-go costs were $1,281,371. In addition, as the City's budget allows, the City will make additional contributions to the OPEB Trust Account, administered by the Public Agency Retirement Systems (PARS).

Net OPEB Liability - The City's net OPEB liability was measured as of June 30, 2024 and the total OPEB liability used to calculate the net OPEB liability was determined by an actuarial valuation dated June 30, 2023, based on the following actuarial methods and assumptions:

Valuation Date June 30,2023
Actuarial Cost Method Entry Age Actuarial Cost
Mortality CaIPERS Assumption Model,effective November 17,2021 Age at Retirement 50,52 for PEPRA New Employees
Health Care Trend Rate 7.40% initial,4.14% ultimate
Inflation Rate 2.30%
SalaryChanges 2.80%
Discount Rate 4.87%
Asset Return 6.60%
52 Page 123 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
6) OTHER POST EMPLOYMENT BENEFITS—Continued
The long-term expected rate of return on OPEB plan investments was determined using a building-block method in which expected future real rates of return (expected returns, net of OPEB plan investment expense and inflation) are developed for each major asset class. These ranges are combined to produce the long-term expected rate of return by weighing the expected future real rates of return by the target asset allocation percentage and by adding expected inflation. Best estimates of arithmetic real rates of return for each major asset class included in the OPEB plan's target asset allocation as of June 30, 2025 are summarized in the following table:

Target Long-Term
Asset Class Allocation Rate of Return
US Equity 26% 5.17%
International Equity 14% 7.38%
US Aggregate Bonds 60% 4.19%
Total 100%
Discount Rate —The discount rate of 5.87% is a blended rate between the rate of return of 6.60% and using the Bond Buyer 20-Bond GO index.

Changes in the Net OPEB Liability
Increase (Decrease)
Total OPEB Plan Fiduciary Net OPEB
Liability (TOL) Net Position Liability/(Asset)
Balance at June 30, 2024 (2023 Measurement Date) $ 10,530,831 $ 1,780,155 $ 8,750,676 Changes in the year:

Service cost 240,958 - 240,958
Interest on the total OPEB liability 603,470 - 603,470 Employer contributions - 1,281,371 (1,281,371) Actual investment income - 200,185 (200,185) Differences between expected and actual experience 57,301 - 57,301 Changes of assumptions 924,121 - 924,121 Administrative Expense - (6,753) 6,753 Benefit payments, including refunds (982,403) (982,403) - Investment Experience - -Net changes 843,447 492,400 351,047 Balance at June 30, 2025 (2024 Measurement Date) $ 11,374,278 $ 2,272,555 $ 9,101,723 Sensitivity of the Net OPEB Liability to changes in the Discount Rate - The following presents the net OPEB liability of the City if it were calculated using a discount rate that is 1-percentage-point lower or 1- percentage-point higher than the current discount rate:
1% Decrease Discount Rate 1% Increase
(3.87%) (4.87%) (5.87%)
Net OPEB liability (asset) $ 10,164,197 $ 9,101,723 $ 8,177,602 53 Page 124 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
6) OTHER POST EMPLOYMENT BENEFITS—Continued
Sensitivity of the Net OPEB Liability to changes in the Healthcare Cost Trend Rates - The following presents the net OPEB liability of the City, as well as what the City's Net OPEB would be if it were calculated using a healthcare cost trend rate that is 1-percentage-point lower or 1-percentage-point higher than the current healthcare cost trend rate:

Current
Healthcare Cost
1% Decrease Trend Rate 1% Increase
Net OPEB liability (asset) $ 8,403,962 $ 9,101,723 $ 9,928,199 OPEB Plan Fiduciary Net Position
PARS issues a publicly available financial report that may be obtained from the Public Agency Retirement Services, 4350 Von Karman Ave., Newport Beach, CA 92660.

OPEB Expense and Deferred Outflows/Inflows of Resources Related to OPEB For the year ended June 30, 2025,the City recognized OPEB expense of$506,266. The City reported deferred outflows of resources and deferred inflows of resources related to OPEB from the following sources:

Deferred Deferred
Outflows Inflows
OPEB Contributions Subsequent to the Measurement Date $ 1,179,916 $ - Changes of Assumptions 931,656 2,353,855
Differences between expected and actual experience 487,616 Net differences between projected and actual earnings on plan investments - 4,846
Total $ 2,599,188 $ 2,358,701
The$1,179,916 reported as deferred outflows of resources related to contributions subsequent to the June 30, 2024 measurement date will be recognized as a reduction of the net OPEB liability during the fiscal year ended June 30, 2026. Other amounts reported as deferred outflows of resources related to OPEB will be recognized as expense as follows:

Year Ending
June 30,
2026 $ (314,098)
2027 (509,405)
2028 (336,854)
2029 148,236
2030 72,692
Thereafter -
54 Page 125 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
7) TAX ABATEMENT
The City enters into various tax abatement agreements for the purpose of attracting or retaining businesses within the City's jurisdiction. In July 2021, a 15-year agreement was entered into with a commercial concrete and asphalt company. As an incentive to continue to operate within the City, for each fiscal year in which the company produces sales tax revenues to the City of Upland in excess of $400,000, the City will pay the company 40% of sales tax revenue. In February 2016, the City entered into an agreement with a local automobile dealership in order to entice the dealership to remain in the City of Upland and convert vacant property into sales tax generating uses. Enhancing the property for vehicle sales and servicing would require the owner to invest a substantial amount of money. In consideration of the owner's commitment to utilize the property for sales tax generating uses and substantial financial commitment incurred to improve the property, the City will reimburse the owner a maximum of$2,700,000 by way of an annual tax abatement. Seventy-five percent (75%) of annual sales tax revenue exceeding $312,000 will be paid to the owner until reaching the maximum. The total sales tax abated to both companies for the fiscal year ended June 30, 2025 was $1,257,380.
8) DEBT WITHOUT GOVERNMENT COMMITMENT
The City has various outstanding bond issues which are not reflected in these financial statements. These bond issues are special obligations payable solely from and secured by specific revenue sources described in the resolutions and official statements of the respective issues. Neither the faith and credit nor the taxing power of the City,the Successor Agency to UCRA,the State of California or any political subdivision thereof, is pledged for the payment of these bonds. No legal obligation on the part of the City exists to make payments on the bonds from any source other than the revenues or assets pledged therefore. The programs are completely administered by trustees, and the total outstanding balance at June 30, 2025 is $63,900,000. 9) CLAIMS AND JUDGEMENTS
The City is exposed to various risks of loss related to its operation, including losses associated with errors and omissions, injuries to employees and members of the public. The City's Self-funded Insurance Internal Service Fund is used to account for and finance its uninsured risks of loss. The City purchases coverage from Municipal Insurance Cooperative (MIC)for general liability coverage, with a limit up to $20 million in aggregate and $5 million per occurrence. MIC provides coverage in excess of the City's self-insured retention of $2 million. Excess general liability coverage is also obtained through excess carriers up to $15 million in limits.

Homesite Insurance Company provides $5 million of first layer excess which excludes Law Enforcement Liability. Lexington Insurance Company also provides $5 million of first layer excess specific for Law Enforcement Liability. HDI Global Specialty SE provides $5 million excess $5 million for the second layer of excess over both Homesite and Lexington. Lastly, Illinois Union Insurance Company provides $5 million excess $10 million for the third layer providing the total of$15 million in limits.

The City is self-insured for Workers' Compensation through its membership with the Municipal Insurance Cooperative Joint Powers Authority, covering occupation injuries and employer's liability insurance. Through its participation in this program, the City has retained a limit of $1 million per occurrence purchased through Arch Insurance Company covering up to statutory limits under California Workers' Compensation law.

Additionally, the City purchases a buffer layer policy to reduce the $1 million retention to $500K covering occupation injuries and employer's liability insurance provided by Response Indemnity Company of CA.

In the past three years, no claims for general liability or workers' compensation have exceeded the City's purchased insurance coverage.
55 Page 126 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
9) CLAIMS AND JUDGEMENTS -Continued
The claims and judgments liability reported in the Self-funded Insurance Internal Service Fund is based on the requirements of Governmental Accounting Standards Board Statement No. 10, which requires that a liability for claims and judgments be reported if information prior to the issuance of the financial statements indicates that it is probable that a liability has been incurred at the date of the financial statements and the amount of loss can be reasonably estimated. As of June 30, 2025, claims and judgments payable, including estimated claims for incurred but not reported claims, amounted to$7,749,869.

Changes in the claims and judgments payable amounts in fiscal years ended June 30, 2024 and 2025 for the Self-Funded Insurance Fund are as follows:

Claims and
Year Ended Beginning Changes in Claim End
June 30, of Year Estimates Payments of Year
2025 $ 6,215,550 $ 3,993,943 $ 2,459,624 $ 7,749,869 2024 8,717,852 1,948,681 4,450,983 6,215,550
10) PENSION PLANS
General Information about the Pension Plans - Miscellaneous Plan Descriptions: All qualified permanent and probationary employees are eligible to participate in the City's separate Miscellaneous Plan, an agent multiple-employer defined benefit pension plan administered by the California Public Employees' Retirement System (CaIPERS), which acts as a common investment and administrative agent for its participating member employers. Benefit provisions under the plan are established by State statute and Local Government resolution. CaIPERS issues publicly available reports that include a full description of the pension plans regarding benefit provisions, assumptions and membership information that can be found on the CaIPERS website: www.calpers.ca.gov Benefits Provided: The Plan is an agent multiple-employer defined benefit pension plan administered by the California Public Employees' Retirement System (CaIPERS). A full description of the pension plan regarding number of employees covered, benefit provisions, assumptions(for funding, but not accounting purposes), and membership information are listed in the plan's June 30, 2023 Annual Actuarial Valuation Report (funding valuation). Details of the benefits provided can be obtained in Appendix B of the actuarial valuation report. This report and CaIPERS' audited financial statements are publicly available reports that can be obtained at CaIPERS' website.

The Plans' provisions that are in effect at June 30, 2025, are summarized as follows:
56 Page 127 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
10) PENSION PLANS—Continued
Miscellaneous
Prior to On or after
Hire date January 1, 2013 January 1, 2013
Benefit formula 2.5% @ 55 2.0% @ 62
Benefit vesting schedule 5 years service 5 years service Benefit payments monthly for life monthly for life Retirement age 50-55 52
Monthly benefits, as a % of eligible compensation (1) (1) Required employee contribution rates 8.00% 8.00% Required employer contribution rates 11.94% + $3,665,636 11.94% (1) - Depending on years of service
Employees Covered: At June 30, 2025,the following number of employees were covered by the benefit terms for the Plan:

Miscellaneous
Inactive employees or beneficiaries
currently receiving benfits 452
Inactive employees entitled to but not yet
receiving benefits 316
Active employees 161
Contributions: Section 20814(c)of the California Public Employees' Retirement Law(PERL)requires that the employer contribution rates for all public employers be determined on an annual basis by the actuary and shall be effective on the July 1 following notice of a change in the rate. The total plan contributions are determined through CaIPERS' annual actuarial valuation process. The actuarially determined rate is the estimated amount necessary to finance the costs of benefits earned by employees during the year, with an additional amount to finance any unfunded accrued liability. The employer is required to contribute the difference between the actuarially determined rate and the contribution rate of employees. Employer contribution rates may change if plan contracts are amended. It is the responsibility of the employer to make necessary accounting adjustments to reflect the impact due to any Employer-Paid Member Contributions or situations where members are paying a portion of the employer contribution.

Net Pension Liability
The City's net pension liability for the Plan is measured as the total pension liability, less the pension plan's fiduciary net position. The net pension liability of the Plan is measured as of June 30, 2024, using an annual actuarial valuation as of June 30, 2023 rolled forward to June 30, 2024 using standard update procedures. A summary of principal assumptions and methods used to determine the net pension liability is shown below.

Actuarial Assumptions: The total pension liabilities in the June 30,2023 actuarial valuations were determined using the following actuarial assumptions:
57 Page 128 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
10) PENSION PLANS—Continued
Miscellaneous
Valuation date June 30, 2023
Measurement date June 30, 2024
Actuarial cost method entry-age normal
Actuarial assumptions:

Discount rate 6.90%
Inflation 2.30%
Projected salary increase (1)
Investment rate of return 6.90%
Mortality (2)
(1)Depending on age,service and type of employment
(2)Derived using CaIPERS' Membership Data for all Funds.

The mortality table used was developed based on CaIPERS-specific data. The probabilities of mortality are based on the 2021 CaIPERS Experience Study for the period from 2001 to 2019. Pre-retirement and Post- retirement mortality rates include generational mortality improvement using 80% of Scale MP-2020 published by the Society of Actuaries. For more details on this table, please refer to the CaIPERS Experience Study and Review of Actuarial Assumptions report from November 2021 that can be found on the CaIPERS website.

Long-term Expected Rate of Return-The long-term expected rate of return on pension plan investments was determined using a building-block method in which best-estimate ranges of expected future real rates of return (expected returns, net of pension plan investment expense and inflation) are developed for each major asset class.

In determining the long-term expected rate of return, CaIPERS took into account both short-term and long-term market return expectations as well as the expected pension fund cash flows. Using historical returns of all the funds' asset classes, expected compound returns were calculated over the short-term (first ten years) and the long-term (11-60 years) using a building-block approach. Using the expected nominal returns for both short- term and long-term, the present value of benefits was calculated for each fund. The expected rate of return was set by calculating the rounded single equivalent expected return that arrived at the same present value of benefits for cash flows as the one calculated using both short-term and long-term returns. The expected rate of return was then set equal to the single equivalent rate calculated above and adjusted to account for assumed administrative expenses. The expected real rates of return by asset class are as follows:
58 Page 129 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
10) PENSION PLANS—Continued
New Strategic
Asset Class Allocation Real Return (1,2)
Global Equity -Cap Weighted 30% 4.54%
Global Equity - Non-Cap Weighted 12% 3.84%
Private Equity 13% 7.28%
Treasury 5% 0.27%
Mortgage-backed Securities 5% 0.50%
Investment Grade Corporates 10% 1.56%
High Yield 5% 2.27%
Emerging Market Debt 5% 2.48%
Private Debt 5% 3.57%
Real Assets 15% 3.21%
Leverage -5% -0.59%
(1)An expected inflation of 2.3% used for this period.
(2) Figures are based on the 2021 Asset Liability Management study.

Discount Rate — The discount rate used to measure the total pension liability for PERF C was 6.90%. The projection of cash flows used to determine the discount rate assumed that contributions from plan members will be made at the current member contribution rates and that contributions from employers will be made at statutorily required rates, actuarially determined. Based on those assumptions, the Plan's fiduciary net position was projected to be available to make all projected future benefit payments of current plan members.Therefore, the long-term expected rate of return on plan investments was applied to all periods of projected benefit payments to determine the total pension liability.

Changes in Net Pension Liability
The changes in the Net Pension Liability for the Miscellaneous Plan are as follows:

Increase (Decrease)
Pension Plan Plan Fiduciary Net Pension
Liability Net Position Liability/(Asset)
Balance at June 30, 2023 $ 153,788,970 $ 118,349,844 $ 35,439,126 Changes in the year:

Service cost 2,170,287 - 2,170,287
Interest on the total pension liability 10,415,444 - 10,415,444 Changes of benefit terms - - -
Differences between expected and actual experience 679,466 - 679,466 Contributions from the employer - 4,056,747 (4,056,747) Contributions from employees - 1,000,291 (1,000,291) Net investment income - 11,190,637 (11,190,637) Benefit payments, including refunds (9,210,224) (9,210,224) - Administrative/other expense - (96,302) 96,302 Net changes 4,054,973 6,941,149 (2,886,176) Balance at June 30, 2024 $ 157,843,943 $ 125,290,993 $ 32,552,950 59 Page 130 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
10) PENSION PLANS—Continued
Sensitivity of the Net Pension Liability to Changes in the Discount Rate: The following presents the net pension liability of the Plan as of the measurement date, calculated using the discount rate of 6.90%, as well as what the net pension liability would be if it were calculated using a discount rate that is 1 percentage-point lower(5.90%) or 1 percentage-point higher(7.90%)than the current rate:

Miscellaneous
1% Decrease 5.90%
Net Pension Liability $ 52,373,292
Current Discount Rate 6.90%
Net Pension Liability $ 32,552,950
1% Increase 7.90%
Net Pension Liability $ 16,236,361
Pension Plan Fiduciary Net Position: Detailed information about the pension plan's fiduciary net position is available in the separately issued CaIPERS financial reports.

Pension Expenses and Deferred Outflows/Inflows of Resources Related to Pensions For the year ended June 30, 2025, the City recognized pension expense of$5,624,252 for the Miscellaneous Plan. At June 30, 2025, the City reported deferred outflows and deferred inflows for the Miscellaneous Plan from the following sources:

Miscellaneous
Deferred Outflows Deferred Inflows
of Resources of Resources
Pension contributions subsequent to measurement date $ 5,270,989 $ - Differences between actual and expected experience 458,109 - Changes in assumptions -Net differences between projected and actual earnings on plan investments 1,918,888 -
Total $ 7,647,986 $ -
$5,270,989 reported as deferred outflows of resources related to contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the year ended June 30, 2026. Other amounts reported as deferred outflows and deferred inflows related to pensions will be recognized as pension expense as follows:

Year Ending
June 30, Amount
2026 $ 500,744
2027 2,982,632
2028 (471,434)
2029 (634,945)
2030 -
Thereafter -
60 Page 131 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
10) PENSION PLANS—Continued
General Information about the Pension Plans—Safety
Plan Description—All qualified permanent and probationary employees are eligible to participate in the Public Agency Cost-sharing Multiple-employer Defined Benefit Pension Plan (Plan) administered by the California Public Employees' Retirement System (CaIPERS.) The Plan consists of individual rate plans (benefit tiers) within a safety risk pool (police and fire). Plan assets may be used to pay benefits for any employer rate plan of the safety pool. Accordingly, rate plans within the safety pool are not separate plans under GASB Statement No. 68. Individual employers may sponsor more than one rate plan in the safety pool. The City sponsors five rate plans. Benefit provisions under the Plan are established by State statute and City resolution. CaIPERS issues publicly available reports that include a full description of the pension plan regarding benefit provisions, assumptions and membership information that can be found on the CaIPERS website: www.calpers.ca.gov Benefits Provided —The Plan is a cost-sharing multiple-employer defined benefit pension plan administered by the California Public Employees' Retirement System(CaIPERS).A full description of the pension plan benefit provisions, assumptions for funding purposes but not accounting purposes, and membership information is listed in the June 30, 2023 Annual Actuarial Valuation Report. Details of the benefits provided can be obtained in Appendix B of the June 30, 2024 actuarial valuation report. This report is a publicly available valuation report that can be obtained at CaIPERS' website under Forms and Publications.

The rate plan provisions and benefits in effect at June 30, 2025, are summarized as follows:

Safety
Safety PEPRA
Prior to On or after
Hire date January 1, 2013 January 1, 2013 Benefit formula 3.0% @ 55 2.7% @ 55
Benefit vesting schedule 5 years service 5 years service Benefit payments monthly for life monthly for life Retirement age 50 - 55 52
Monthly benefits, as a % of eligible compensation (1) (1) Required employee contribution rates 9.00% 14.50% Required employer contribution rates 25.41% + $6,165,705 15.77% + $95,829 (1)- Depending on years of service
Contributions — Section 20814(c) of the California Public Employees' Retirement Law requires that the employer contribution rates for all public employers be determined on an annual basis by the actuary and shall be effective on the July 1 following notice of a change in the rate. Funding contributions for the Plans are determined annually on an actuarial basis as of June 30 by CaIPERS. The actuarially determined rate is the estimated amount necessary to finance the costs of benefits earned by employees during the year, with an additional amount to finance any unfunded accrued liability. The City is required to contribute the difference between the actuarially determined rate and the contribution rate of employees.

Beginning in fiscal year 2016, CaIPERS collects employer contributions for the Plan as a percentage of payroll for the normal cost portion as noted in the rates above and as a dollar amount for contributions toward the unfunded liability. The dollar amounts are billed on a monthly basis. The City's required contribution for the unfunded liability was $6,261,534 in fiscal year 2025. The City's contributions to the Plan for the year ended June 30, 2025 were $8,228,761.
61 Page 132 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
10) PENSION PLANS—Continued
Pension Liabilities, Pension Expenses and Deferred Outflows/Inflows of Resources Related to Pensions As of June 30, 2025, the City reported a liability of$58,283,193 for its proportionate share of the net pension liability. The City's net pension liability for the Plan is measured as the proportionate share of the net pension liability. The net pension liability of the Plan is measured as of June 30, 2024, and the total pension liability for the Plan used to calculate the net pension liability was determined by an actuarial valuation as of June 30, 2023 rolled forward to June 30, 2024 using standard update procedures. The City's proportion of the net pension liability was based on a projection of the City's long-term share of contributions to the pension plan relative to the projected contributions of all participating employers, actuarially determined.

The City's proportionate share of the Plan's net pension liability as of June 30, 2024 and 2025 (2023 and 2024 measurement date)was as follows:

Proportion -June 30, 2024 0.80059%
Proportion -June 30, 2025 0.79940%
Change - Increase (Decrease) -0.00119%
For the year ended June 30, 2025, the City recognized pension expense of$1,224,483. At June 30, 2025, the City reported deferred outflows of resources and deferred inflows of resources related to the Safety pension plan from the following sources:

Deferred Outflows Deferred Inflows
of Resources of Resources
Pension contributions subsequent to measurement date $ 8,228,761 $ - Differences between actual and expected experience 4,756,427 154,652 Changes in assumptions 1,435,978 -
Change in employer's proportion and differences 32,221 8,467,254 Differences between the employer's contributions and
the employer's proportionate share of contributions 4,860,844 2,237,317 Net differences between projected and actual
earnings on plan investments 2,817,143 -
Total $ 22,131,374 $ 10,859,223 The $8,228,761 reported as deferred outflows of resources related to contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the year ended June 30, 2026.

Other amounts reported as deferred outflows of resources and deferred inflows of resources related to pensions will be recognized as pension expense as follows:

Year Ending
June 30, Amount
2026 $ (570,995)
2027 4,996,370
2028 (418,086)
2029 (963,899)
2030 -
Thereafter -
62 Page 133 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
10) PENSION PLANS—Continued
Actuarial Assumptions—The total pension liabilities in the June 30,2023 actuarial valuations were determined using the following actuarial assumptions:

Valuation date June 30, 2023
Measurement date June 30, 2024
Actuarial cost method entry-age normal
Actuarial assumptions:

Discount rate 6.90%
Inflation 2.30%
Payroll growth 3.00%
Projected salary increase (1)
Investment rate of return 6.90%
Mortality (2)
(1)Depends on entry age,service and type of employment
(2)Derived using CaIPERS' Membership Data for all Funds.

The mortality table used was developed based on CaIPERS-specific data. The probabilities of mortality are based on the 2021 CaIPERS Experience Study for the period from 2001 to 2019. Pre-retirement and Post- retirement mortality rates include generational mortality improvement using 80% of Scale MP-2020 published by the Society of Actuaries. For more details on this table, please refer to the CaIPERS Experience Study and Review of Actuarial Assumptions report from November 2021 that can be found on the CaIPERS website.

Long-term Expected Rate of Return-The long-term expected rate of return on pension plan investments was determined using a building-block method in which best-estimate ranges of expected future real rates of return (expected returns, net of pension plan investment expense and inflation) are developed for each major asset class. In determining the long-term expected rate of return, CaIPERS took into account both short-term and long-term market return expectations as well as the expected pension fund cash flows. Using historical returns of all the funds' asset classes, expected compound returns were calculated over the short-term (first 10 years) and the long-term (11-60 years) using a building-block approach. Using the expected nominal returns for both short-term and long-term, the present value of benefits was calculated for each fund.

The expected rate of return was set by calculating the rounded single equivalent expected return that arrived at the same present value of benefits for cash flows as the one calculated using both short-term and long-term returns. The expected rate of return was then set equal to the single equivalent rate calculated above and adjusted to account for assumed administrative expenses.

The expected real rates of return by asset class are as follows:
63 Page 134 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
10) PENSION PLANS—Continued
New Strategic
Asset Class Allocation Real Return (1,2)
Global Equity -Cap Weighted 30% 4.54%
Global Equity - Non-Cap Weighted 12% 3.84%
Private Equity 13% 7.28%
Treasury 5% 0.27%
Mortgage-backed Securities 5% 0.50%
Investment Grade Corporates 10% 1.56%
High Yield 5% 2.27%
Emerging Market Debt 5% 2.48%
Private Debt 5% 3.57%
Real Assets 15% 3.21
Leverage -5% -0.59%
(1)An expected inflation of 2.3% used for this period.
(2) Figures are based on the 2021 Asset Liability Management study.

Discount Rate — The discount rate used to measure the total pension liability for PERF C was 6.90%. The projection of cash flows used to determine the discount rate assumed that contributions from plan members will be made at the current member contribution rates and that contributions from employers will be made at statutorily required rates, actuarially determined. Based on those assumptions, the Plan's fiduciary net position was projected to be available to make all projected future benefit payments of current plan members. Therefore, the long-term expected rate of return on plan investments was applied to all periods of projected benefit payments to determine the total pension liability.

Sensitivity of the Proportionate Share of the Net Pension Liability to Changes in the Discount Rate — The following presents the City's proportionate share of the net pension liability for the Plan, calculated using the discount rate for the Plan, as well as what the City's proportionate share of the net pension liability would be if it were calculated using a discount rate that is 1-percentage point lower or 1-percentage point higher than the current rate:
1% Decrease 5.90%
Net Pension Liability $ 93,071,524
Current Discount Rate 6.90%
Net Pension Liability $ 58,283,193
1% Increase 7.90%
Net Pension Liability $ 29,831,230
Pension Plan Fiduciary Net Position — Detailed information about the Plan's fiduciary net position is available in the separately issued CaIPERS financial reports.

Payable to the Pension Plan - At June 30, 2025, the City reported no payables to the pension plan, for outstanding contributions required for the year ended June 30, 2025.

The total pension expense for the miscellaneous and safety plan was$6,848,735. 64 Page 135 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
11) EQUITY INTERESTS
The City has ownership in the San Antonio and West End water companies based upon the number of stock shares owned. To protect the water rights for the citizens of Upland, the City's water utility has followed the practice of purchasing shares of stock in the water companies as they become available. The City's primary motivation for owning shares in the water companies is to secure rights to well water pumped by the two companies. One Upland City Council member is also on the Board of San Antonio Water Company. As development takes place within the City, the City requires developers to contribute 1.5 shares for each acre developed. The City's equity interests in the water companies has been recorded using the equity method of accounting and is reflected as an equity interest in the accompanying financial statements.

On February 19, 1980, the Water Facilities Authority was created under a joint exercise of powers agreement for the acquisition and construction of facilities to supply water to the inhabitants within the boundaries of its members.The Authority's Board of Directors consists of one member appointed from each participating agency.

The City's investment in the Authority has been recorded using the equity method of accounting and is reflected as an equity interest in the accompanying financial statements.

Separate financial statements may be obtained for the San Antonio Water Company and Liquidation Trust at 139 North Euclid Avenue, Upland, California; for the West End Consolidated Water Company at 460 N. Euclid Avenue, Upland, California; and for the Water Facilities Authority at 1775 North Benson Avenue, Upland, California. The following schedule summarizes the City's investment in joint ventures at June 30, 2025 and the gain (loss)on the investment for the year then ended:

City's Share of
Percentage Total Joint City's Equity Joint Venture Net Water Company Ownership Venture Equity Interest Income (Loss) San Antonio Water Company 70.61% $ 31,931,320 $ 22,547,134 $ 57,099 West End Water Company 91.18% 2,070,490 1,887,873 (475,351) Water Facilities Authority 23% 32,089,349 7,380,550 47,222 Total $ 31,815,557 $ (371,030)
12) SUCCESSOR AGENCY ACTIVITIES
Changes in long-term liabilities for the Successor Agency are as follows:

Beginning Ending Due in
Balance Additions Retirements Balance one year
Fiduciary Fund Long-term Debt
2016 Tax Allocation Bonds $ 11,005,000 $ - $ 2,395,000 $ 8,610,000 $ 2,530,000 Unamortized Premium 990,973 - 82,573 908,400 Total Fiduciary Fund Debt $ 11,995,973 $ - $ 2,477,573 $ 9,518,400 $ 2,530,000 2016 Tax Allocation Refunding Bonds
On September 14, 2016, the Successor Agency of the former Upland Community Redevelopment Agency issued tax allocation refunding bonds in the amount of $12,275,000 to refund the outstanding aggregate principal amount of the 2006 Tax Allocation Bonds. Interest rates on the 2016 Bonds range from 2.00% to

5.00%, and payments are due semi-annually on March 1 and September 1 of each year until maturity. The 65 Page 136 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
12)SUCCESSOR AGENCY ACTIVITIES—Continued
interest and principal of the bonds are payable from pledged tax increment revenues of the Merged Project Area. Term Bonds maturing September 1, 2036 are subject to mandatory sinking fund redemption, in part by lot, on September 1, 2029, and on each September 1 thereafter at a price equal to the principal amount thereof, plus accrued interest.

The future debt service requirements for the bonds are as follows:

Fiscal Year Ending
June 30, Principal Interest Total
2026 $ 2,530,000 $ 263,888 $ 2,793,888
2027 970,000 181,037 1,151,037
2028 1,015,000 136,263 1,151,263
2029 345,000 107,006 452,006
2030 420,000 97,350 517,350
2031-3035 2,305,000 303,807 2,608,807
2036-2037 1,025,000 28,394 1,053,394
Totals $ 8,610,000 $ 1,117,745 $ 9,727,745 13) CONTINGENT RECEIVABLE
Measure I is the half-cent sales tax collected throughout San Bernardino County for transportation improvements. San Bernardino County Transportation Authority(SBCTA),the regional transportation authority, administers Measure I revenue and is responsible for determining which projects receive Measure I funding, and ensuring that transportation projects are implemented. In June of 2012, the City and SBCTA entered into a Jurisdiction Master Agreement. Per the terms of the Agreement, SBCTA will reimburse the City for the public share of eligible project expenditures with Measure I funds in an amount determined by SBCTA. SBCTA is to annually adopt a funding allocation and project list and will notify the City of the Measure I allocation and the list of eligible projects for reimbursement. The City will prepare and submit to SBCTA invoices for reimbursement of those eligible expenditures.

Revenues are recognized by the City when both eligible expenditures have been incurred and annual funding allocations are approved by SBCTA. At June 30, 2025, prior expenditures related to the Foothill Boulevard Widening Project,which total over$3.5 million are included in the Measure I projects eligible for reimbursement.

However, due to limited program tax revenue accruals from 2010, only $2,590,094 of project costs have been approved for disbursements by SBCTA and recorded as revenue as of June 30, 2025. Of this amount, $1,807,920 was received in prior years and $213,810 remained outstanding as of June 30, 2025. Future reimbursements are expected to coincide with annual tax revenue generated under the Measure I program for arterial transportation projects.
66 Page 137 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
14) FUND BALANCE
The City's governmental fund balances at June 30, 2025, are presented below:

Total Non-major Total
General Housing Other ARPA Governmental Governmental Fund Fund Grants _ Fund Funds Funds Nonspendable:

Inventory and Prepaid Items $ 189,890 $ - $ - $ - $ - $ 189,890 Long-term Notes Receivable 54,341 - - - - 54,341 Restricted:

Disability Access 185,328 - - - - 185,328
Section 115 Pension Trust 10,726,609 - - - - 10,726,609 Low and Moderate Income Housing - 10,099,016 - - 7,166,586 17,265,602 Public Safety - - - - 4,376,667 4,376,667 Street Maintenance - - - - 20,686,352 20,686,352 Air Pollution Reduction Measures - - - - 145,311 145,311 Downtown Parking&Business Improvement - - - - 297,151 297,151 Underground Utilities - - - - 176,824 176,824 Capital Improvements - - - - 795,082 795,082 Park Acquisition and Development - - - - 12,486,258 12,486,258 Storm Drain - - - - 2,114,443 2,114,443 Street and Traffic Safety - - - - 3,005,661 3,005,661 Street and Alley Repair - - - - 1,005,224 1,005,224 Committed to:

Economic Uncertainty Reserve 15,400,000 - - - - 15,400,000 Emergency Contingency 1,000,000 - - - - 1,000,000 General Plan Update 1,068,607 - - - - 1,068,607 Legal/Labor Negotiations 200,000 - - - - 200,000 Park District 1 27,867 - - - - 27,867
Park District 2 79,596 - - - - 79,596
Park District 4 204,603 - - - - 204,603 Assigned:

General Capital Improvements - - - - 869,320 869,320 Unassigned (7,487,145) - (2,364,439) - (614,177) (10,465,761) Total Fund Balance $ 21,649,696 $ 10,099,016 $ (2,364,439) $ - $ 52,510,702 $ 81,894,975 The deficit unassigned fund balance in the Major governmental funds will be repaid when receivables are collected and from future revenues. The deficit unassigned fund balance in the General Fund is primarily related to a 15- year Lease Agreement between the General Fund and the Water and Sewer funds. The outstanding balance as of June 30, 2025 is $17,337,778; with $1,185,714 due in Fiscal Year 2025/26. In accordance with the City's General Fund reserve policy, balances are categorized as assigned for Infrastructure Improvements totaling $4,849,604 and Building Maintenance Improvements totaling $3,336,492 but have been eliminated to offset the deficit unassigned fund balance.
15) COMMITMENTS AND CONTINGENCIES
The City has been named as a defendant in certain other claims and litigation matters. In the opinion of City management,the outcome of such litigation is not expected to result in a material adverse effect to the financial condition of the City beyond that accrued in the City's Self-funded Insurance Fund.

The City has received state and federal funds for specific purposes that are subject to review and audit by the grantor agencies. Although such audits could generate expenditure disallowances under the terms of the grants, it is believed that any required reimbursements will not be material.

The City had approximately$3,191,463 in outstanding construction contract obligations as of June 30, 2025. 67 Page 138 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
15) COMMITMENTS AND CONTINGENCIES -Continued
State Water Resource Control Board Loans
On November 25, 2019, the City entered into a construction financing agreement(State Revolving Fund (SRF) loan) with the California State Water Resources Control Board for the construction of a replacement 7.5 MG water reservoir(project). Pursuant to the financing agreement, the state loan will finance planning, design, and construction of the reservoir in an amount not to exceed $16.5 million with an interest rate of 1.9%for a 30-year term. Per the financing agreement, the loan will be repaid from the pledge of net water revenues of the City's Water System and its Water Enterprise Fund. After construction is completed,the project loan schedule will be adjusted to reflect the actual project expenditures.

The project was awarded on November 23, 2020 with construction to commence in the beginning of 2021. The City will make progress payment requests to the State for reimbursement of payments made for eligible project expenses. The first reimbursement for eligible costs was received from the State on September 23, 2020. 16) LEASES
Lease Receivable- In prior fiscal years, the City entered into various land lease agreements with third parties to lease pieces of land owned by the City. The initial lease terms ranged from 4 to 44 years. The City currently receives monthly payments from all leases of $70,285. The City recognized $577,282 in lease revenue and $302,767 in interest revenue during the current fiscal year related to the various leases. As of June 30, 2025, the City's receivable for lease payments was $4,239,520. Also, the City has a deferred inflow of resources associated with leases that will be recognized as revenue over the lease terms. As of June 30, 2025, the balance of the deferred inflow of resources was $4,239,520. 68 Page 139 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
17) RESTATEMENTS TO FUND BALANCE/NET POSITION
The City had the following restatements to fund balance/net position during the fiscal year ended June 30, 2025:

Reporting Units Affected by Adjustments to
and Restatements of Beginning Balances
Solid Waste Other Non-major
Utility Grants Governmental
Net position or fund balances, Beginning
of Year, As previously reported $ 402,772 $ - $ 47,921,577 Error Correction:

Corrections to accounts receivable 1,187,448 - Changes within the financial reporting entity - (905,272) 905,272 Net position or fund balances, Beginning
of Year, As restated $ 1,590,220 $ (905,272) $ 48,826,849 18) DISCRETELY PRESENTED COMPONENT UNITS
West End Consolidated Water Company
Capital assets activity for the West End Consolidated Water Company for the year ended December 31, 2024, was as follows:

Beginning Ending
Balance Increases Decreases Balance
Capital Assets, Not Being Depreciated:

Land $ 8,574 $ - $ - $ 8,574 Water Rights 487,296 - - 487,296 Total Capital Assets, Not Depreciated 495,870 - - 495,870 Capital Assets Being Depreciated:

Facility and Fencing Improvements 22,810 - - 22,810 Boosters 26,374 - - 26,374
Wells 1,280,137 - - 1,280,137
Reservoirs 59,528 - - 59,528
Pipelines 259,772 - - 259,772
Pumps and Equipment 269,045 - - 269,045 Total Capital Assets Being Depreciated 1,917,666 - - 1,917,666 Less Accumulated Depreciation: 1,045,400 32,453 - 1,077,853 Net Capital Assets Being Depreciated 872,266 (32,453) - 839,813 West End, Capital Assets, Net $ 1,368,136 $ (32,453) $ - $ 1,335,683 69 Page 140 of 1374

City of Upland
Notes to Financial Statements
Year Ended June 30, 2025
18) DISCRETELY PRESENTED COMPONENT UNITS -Continued
San Antonio Water Company
Capital assets activity for the San Antonio Water Company for the year ended December 31,2024,was as follows:

Beginning Ending
Balance Increases Decreases Balance
Capital Assets, Not Being Depreciated:

Land and Water Rights $ 920,161 $ - $ - $ 920,161 Construction in Progress 6,009,056 943,573 6,415,163 537,466 Total Capital Assets, Not Depreciated 6,929,217 943,573 6,415,163 1,457,627 Capital Assets Being Depreciated:

Tunnels and Forebay 1,587,111 5,794 - 1,592,905 Wells, Shafts, Building 4,910,920 3,357,250 - 8,268,170 Pipelines 19,228,760 498,647 - 19,727,407 Boosters 2,629,885 - - 2,629,885 Reservoirs 3,081,787 2,224,784 3,685 5,302,886 All Other 4,777,275 430,443 59,603 5,148,115 Total Capital Assets Being Depreciated 36,215,738 6,516,918 63,288 42,669,368 Less Accumulated Depreciation: 16,926,674 1,120,397 - 18,047,071 Net Capital Assets Being Depreciated 19,289,064 5,396,521 63,288 24,622,297 San Antonio, Capital Assets, Net $ 26,218,281 $ 6,340,094 $ 6,478,451 $ 26,079,924 70 Page 141 of 1374

REQUIRED SUPPLEMENTARY INFORMATION
71 Page 142 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balances Budget and Actual - General Fund
Year Ended June 30, 2025
Variance with
Final Budget
Budgeted Amounts Actual Positive
Original Final Amounts (Negative)

REVENUES
Taxes:

Property Taxes $ 22,281,710 $ 22,281,710 $ 22,772,343 $ 490,633 Business License Taxes 1,166,080 1,166,080 1,170,067 3,987 Sales and Use Tax 24,591,400 25,226,000 23,802,311 (1,423,689) Franchise Tax 1,464,980 1,464,980 1,307,281 (157,699) Other 1,057,360 1,057,360 828,576 (228,784) Licenses and Permits 1,959,930 2,156,755 2,506,381 349,626 Charges for Services 2,818,500 2,838,500 3,172,342 333,842 Fines and Penalties 526,910 526,910 946,800 419,890 Investment Income 931,570 931,570 3,634,827 2,703,257 Rental Income 1,292,070 1,097,070 741,594 (355,476) Intergovernmental 333,580 513,210 586,856 73,646 Other Revenue 100,380 108,653 621,435 512,782 Total Revenues 58,524,470 59,368,798 62,090,813 2,722,015

EXPENDITURES
Current:

General Government 4,376,766 4,403,601 6,800,253 (2,396,652) Public Safety 33,595,140 33,832,933 32,800,878 1,032,055 Engineering and Public Works 11,102,290 10,238,092 10,121,042 117,050 Development Services 3,387,530 4,425,944 4,053,722 372,222 Community Services 5,650,300 5,679,838 5,531,850 147,988 Debt Service:

Principal 290,930 290,930 290,880 50 Interest and Fiscal Charges 220,384 220,384 220,359 25 Total Expenditures 58,623,340 59,091,722 59,818,984 (727,262) Excess (Deficiency)of Revenues
over Expenditures (98,870) 277,076 2,271,829 1,994,753

OTHER FINANCING SOURCES (USES)
Transfers In - 1,433,928 1,941,486 507,558 Transfers Out - (795,342) (384,853) 410,489 Total Other Financing Sources (Uses) - 638,586 1,556,633 918,047 Net Change in Fund Balances (98,870) 915,662 3,828,462 2,912,800 Fund Balances, Beginning 17,821,234 17,821,234 17,821,234 - Fund Balances, Ending $ 17,722,364 $ 18,736,896 $ 21,649,696 $ 2,912,800 72 Page 143 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Housing Special Revenue Fund
Year Ended June 30, 2025
Variance with
Final Budget
Budgeted Amounts Actual Positive
Original Final Amounts (Negative)

REVENUES
Charges for Services $ 500 $ 500 $ 50,964 $ 50,464 Investment Income 25,000 25,000 250,692 225,692 Rental Income 5,200,000 5,200,000 5,476,228 276,228 Other Revenue 62,380 62,380 234,381 172,001 Total Revenues 5,287,880 5,287,880 6,012,265 724,385

EXPENDITURES
Current:

Development Services 3,954,810 4,517,740 5,882,274 (1,364,534) Debt Service:

Principal 695,710 695,710 697,495 (1,785) Interest& Fiscal Charges 334,050 334,050 332,251 1,799 Total Expenditures 4,984,570 5,547,500 6,912,020 (1,364,520) Excess (Deficiency)of Revenues
over Expenditures 303,310 (259,620) (899,755) (640,135)

OTHER FINANCING SOURCES (USES)
Transfers In - - - -
Transfers Out - (7,678) - 7,678 Total Other Financing Sources (Uses) - (7,678) - 7,678 Net Change in Fund Balance 303,310 (267,298) (899,755) (632,457) Fund Balance, Beginning 10,998,771 10,998,771 10,998,771 - Fund Balance, Ending $ 11,302,081 $ 10,731,473 $ 10,099,016 $ (632,457) 73 Page 144 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Other Grants Special Revenue Fund
Year Ended June 30, 2025
Variance-
Budgeted Amounts Actual Positive
Original Final Amounts (Negative)

REVENUES
Intergovernmental $ 75,000 $ 8,584,042 $ 525,730 $ (8,058,312) Other Revenue - - - -
Total Revenues 75,000 8,584,042 525,730 (8,058,312)

EXPENDITURES
Current:

General Government - 94,043 16,146 77,897 Public Safety 75,000 1,772,109 858,820 913,289 Development Services - 1,157,479 531,754 625,725 Community Services - 640,689 578,177 62,512 Public Works - 4,000,000 - 4,000,000
Total Expenditures 75,000 7,570,277 1,984,897 5,679,423 Excess(Deficiency)of Revenues
over Expenditures - 1,013,765 (1,459,167) (2,378,889)

OTHER FINANCING SOURCES(USES)
Transfers In - - - -
Transfers Out - - - -
Total Other Financing
Sources (Uses) - - - -
Net Change in Fund Balances - 1,013,765 (1,459,167) (2,472,932) Fund Balance, Beginning, as adjusted (905,272) (905,272) (905,272) - Fund Balance, Ending $ (905,272) $ 108,493 $ (2,364,439) $ (2,472,932) 74 Page 145 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual -ARPA Special Revenue Fund
Year Ended June 30, 2025
Variance with
Final Budget
Budgeted Amounts Actual Positive
Original Final Amounts (Negative)

REVENUES
Investment Income $ - $ - $ 210,022 $ 210,022 Intergovernmental - - 2,351,130 2,351,130 Total Revenues - - 2,561,152 2,561,152

EXPENDITURES
Current:

General Government 94,180 1,753,434 477,962 1,275,472 Public Safety - 271,318 200,605 70,713 Engineering and Public Works 1,553,600 3,991,462 862,905 3,128,557 Development Services 122,570 966,419 694,149 272,270 Community Services - 115,509 115,509 - Total Expenditures 1,770,350 7,098,142 2,351,130 4,747,012 Excess (Deficiency)of Revenues
over Expenditures (1,770,350) (7,098,142) 210,022 7,308,164

OTHER FINANCING SOURCES (USES)
Transfers In - - - -
Transfers Out - (504,356) (476,217) 28,139 Total Other Financing Sources (Uses) - (504,356) (476,217) 28,139 Net Change in Fund Balance (1,770,350) (7,602,498) (266,195) 7,336,303 Fund Balance, Beginning 266,195 266,195 266,195 - Fund Balance, Ending $ (1,504,155) $ (7,336,303) $ - $ 7,336,303 75 Page 146 of 1374

City of Upland
Notes to Required Supplementary Information
Year Ended June 30, 2025

BUDGETS AND BUDGETARY ACCOUNTING
The following procedures are used in establishing the budgetary data reflected in the financial statements:

The City Council approves the biennial budget submitted by the City Manager prior to the beginning of the new fiscal year.A workshop and public hearing are conducted prior to the adoption by City Council.Appropriations for each fund may only be increased or decreased by the City Council. During the year, there were budgetary appropriation increases amounting to$2,284,672.The City Manager is authorized to transfer budget within a department,within the same fund. Transfers of budget between departments may only be authorized by the City Manager, within the same fund. The City Manager is authorized to increase appropriations only in those instances where there is an offsetting source of revenue received or put on deposit with the city. The City Council is authorized to transfer budget between funds. The City Manager is also authorized to approve continuing appropriations at year-end for capital improvement projects and other expenditures previously approved by the City Council.

Budgets for the various funds are adopted on a basis consistent with generally accepted accounting principles(GAAP).

Annual appropriated budgets are legally adopted for the general, special revenue, capital projects, and debt service fund types, except for the HUD Economic Development Initiative Special Revenue Fund and the Public Financing Authority Debt Service funds for which no budget is legally adopted and therefore no budget comparison schedule will be presented.
76 Page 147 of 1374

City of Upland
Required Supplementary Information
Year Ended June 30, 2025
Schedule of Changes in the Net Pension
Liability and Related Ratios-Last 10 Years
Agent Multiple-employer Plan -Miscellaneous
Measurement Period
Total Pension Liability 2024 2023 2022 2021 Service cost $ 2,170,287 $ 2,070,254 $ 1,851,762 $ 1,692,908 Interest on total pension liability 10,415,444 10,152,697 9,769,936 9,678,380 Changes in assumptions - - 4,234,238 - Changes of benefit terms - 247,341 - - Differences between expected and actual experience 679,466 2,485,916 (910,990) 1,115,756 Benefit payments, including refunds (9,210,224) (9,078,780) (8,755,121) (8,330,169) Net change in total pension liability 4,054,973 5,877,428 6,189,825 4,156,875 Total pension liability-beginning 153,788,970 147,911,542 141,721,717 137,564,842 Total pension liability-ending (a) $ 157,843,943 $ 153,788,970 $ 147,911,542 $ 141,721,717 Plan Fiduciary Net Position
Contributions-employer $ 4,056,747 $ 3,882,671 $ 19,650,167 $ 4,063,124 Contributions-employee 1,000,291 837,654 830,404 633,415 Net investment income 11,190,637 7,012,878 (9,064,780) 21,384,568 Benefit payments (9,210,224) (9,078,780) (8,755,121) (8,330,169) Net Plan to Plan Resource Movement - - - - Administrative/Other Expense (96,302) (85,140) (70,511) (95,434) Net change in plan fiduciary net position 6,941,149 2,569,283 2,590,159 17,655,504 Plan fiduciary net position-beginning 118,349,844 115,780,561 113,190,402 95,534,898 Plan fiduciary net position-ending (b) $ 125,290,993 $ 118,349,844 $ 115,780,561 $ 113,190,402 Net pension liability-ending (a)-(b) $ 32,552,950 $ 35,439,126 $ 32,130,981 $ 28,531,315 Plan fiduciary net position as a percentage
of the total pension liability 79.38% 76.96% 78.28% 79.87% Covered payroll $ 11,101,211 $ 10,622,134 $ 9,422,945 $ 9,373,798 Net pension liability as percentage of
covered payroll 293.24% 333.63% 340.99% 304.37% Notes to Schedule of Changes in Net Pension Liability and Related Ratios:

Benefit Changes: The figures above do not include any liability impact that may have resulted from plan changes which occurred after the June 30, 2018 valuation date. This applies to voluntary benefit changes as well as any offers of Two Years Additional Service Credit(a.k.a. Golden Handshakes).

Changes in Assumptions: In 2022, the accounting discount rate reduced from 7.15% to 6.90%. In 2017, the accounting discount rate reduced from 7.65% to 7.15%. In 2016, there were no changes. In 2015, amounts reported reflected an adjustment of the discount rate from 7.5% (net of administrative expense) to 7.65% (without a reduction for pension plan administrative expense.) In 2014, amounts reported were based on the 7.5%discount rate.
77 Page 148 of 1374

Measurement Period
2020 2019 2018 2017 2016 2015 $ 1,461,755 $ 1,581,166 $ 1,568,587 $ 1,728,641 $ 1,603,986 $ 1,778,643 9,399,565 9,162,859 8,880,290 8,747,118 8,670,714 8,475,794 - - (600,917) 7,056,199 - (2,015,694)
532,528 1,054,267 (675,727) (1,671,546) (1,502,457) (3,437,406) (8,056,083) (7,756,492) (7,358,347) (7,154,726) (6,299,318) (5,934,069) 3,337,765 4,041,800 1,813,886 8,705,686 2,472,925 (1,132,732) 134,227,077 130,185,277 128,371,391 119,665,705 117,192,780 118,325,512 $ 137,564,842 $ 134,227,077 $ 130,185,277 $ 128,371,391 $ 119,665,705 $ 117,192,780 $ 4,697,971 $ 3,311,285 $ 2,999,453 $ 2,352,967 $ 2,239,207 $ 1,977,651 670,433 754,481 655,077 670,114 703,361 703,031 4,621,628 5,949,555 7,384,991 9,227,177 429,550 1,971,870 (8,056,083) (7,756,492) (7,358,347) (7,154,726) (6,299,318) (5,934,069) - 1,301 - - (301) -
(132,141) (65,111) (398,906) (122,962) (52,573) (97,096) 1,801,808 2,195,019 3,282,268 4,972,570 (2,980,074) (1,378,613) 93,733,090 91,538,071 88,255,803 83,283,233 86,263,307 87,641,920 $ 95,534,898 $ 93,733,090 $ 91,538,071 $ 88,255,803 $ 83,283,233 $ 86,263,307 $ 42,029,944 $ 40,493,987 $ 38,647,206 $ 40,115,588 $ 36,382,472 $ 30,929,473

69.45% 69.83% 70.31% 68.75% 69.60% 73.61 $ 8,343,351 $ 8,524,725 $ 8,430,545 $ 9,034,865 $ 9,183,479 $ 10,003,615 503.75% 475.02% 458.42% 444.01% 396.17% 309.18% 78 Page 149 of 1374

City of Upland
Required Supplementary Information
Year Ended June 30, 2025
Schedule of Changes in the Net Pension Liability
And Related Ratios—Last 10 Years*
Agent Multiple-employer Plan—Safety Plan
Measurement Period
' 2018 2017 2016 2015 2014 Total Pension Liability
Service cost $ 3,120,107 $ 3,353,845 $ 2,840,973 $ 2,955,272 $ 3,190,547 Interest on total pension liability 14,424,159 13,994,358 13,738,636 13,154,006 12,955,418 Changes in benefits - - - - -
Changes in assumptions (482,151) 11,831,388 - (3,292,952) - Differences between expected and actual experience 146,880 (2,387,269) 987,863 (4,793,043) - Benefit payments,including refunds (11,174,227) (10,595,503) (9,694,252) (9,101,311) (8,365,575) Net change in total pension liability 6,034,768 16,196,819 7,873,220 (1,078,028) 7,780,390 Total pension liability-beginning 206,098,820 189,902,001 182,028,781 183,106,809 175,326,419 Total pension liability-ending(a) $ 212,133,588 $ 206,098,820 $ 189,902,001 $ 182,028,781 $ 183,106,809 Plan Fiduciary Net Position
Contributions-employer $ 4,816,496 $ 4,870,870 $ 4,265,372 $ 3,611,390 $ 3,380,630 Contributions-employee 668,922 1,085,857 1,166,670 1,183,942 1,342,231 Net investment income 11,191,173 13,839,363 673,474 2,937,028 19,584,973 Benefit payments (11,174,227) (10,595,503) (9,694,252) (9,101,311) (8,365,575) Net Plan to Plan Resource Movement - - 301 - - Administrative/Other Expense (606,455) (184,789) (78,513) (144,969) - Net change in plan fiduciary net position 4,895,909 9,015,798 (3,666,948) (1,513,920) 15,942,259 Plan fiduciary net position-beginning 134,174,733 125,158,935 128,825,883 130,339,803 114,397,544 Plan fiduciary net position-ending(b) $ 139,070,642 $ 134,174,733 $ 125,158,935 $ 128,825,883 $ 130,339,803 Net pension liability-ending(a)-(b) $ 73,062,946 $ 71,924,087 $ 64,743,066 $ 53,202,898 $ 52,767,006 Plan fiduciary net position as a percentage
of the total pension liability 65.56% 65.10% 65.91% 70.77% 71.18% Covered payroll $ 7,851,917 $ 11,286,708 $ 10,755,149 $ 11,241,479 $ 11,699,414 Net pension liability as percentage of
covered payroll 930.51% 637.25% 601.97% 473.27% 451.02% Notes to Schedule of Changes in Net Pension Liability and Related Ratios:

Benefit Changes: The figures above do not include any liability impact that may have resulted from plan changes which occurred after the June 30,2018 valuation date. This applies to voluntary benefit changes as well as any offers of Two Years Additional Service Credit(a.k.a.Golden Handshakes).

Changes in Assumptions: In 2017, the accounting discount rate reduced from 7.65% to 7.15%. In 2016, there were no changes. In 2015, amounts reported reflected an adjustment of the discount rate from 7.5% (net of administrative expense) to 7.65% (without a reduction for pension plan administrative expense.) In 2014, amounts reported were based on the 7.5%discount rate.
* Pension schedules are intended to show information for ten years, additional years' information will be displayed as it becomes available. In addition, this plan was converted to a cost-sharing multiple employer plan for the financial reporting period ended June 30,2020.
79 Page 150 of 1374

City of Upland
Required Supplementary Information
Year Ended June 30, 2025
Schedule of the City's Proportionate Share of the Net Pension Liability Last 10 Years*
Proportionate Plan Fiduciary
Proportion of Proportionate Share of the Net Net Position as the Net Pension Share of Net Covered Pension Liability a % of the Total Measurement Date Liability Pension Liability Payroll as a % of Payroll Pension Liability 2024 0.79940% $ 58,283,193 $ 10,250,168 568.61% 78.78% 2023 0.85709% 59,843,878 8,058,111 742.65% 78.78% 2022 1.61424% 58,895,874 7,777,162 757.29% 75.39% 2021 1.04750% 56,651,603 7,767,343 729.36% 75.36% 2020 0.72025% 78,366,541 7,473,800 1048.55% 64.98% 2019 0.71858% 73,633,282 6,845,982 1075.57% 66.40% *Pension schedules are intended to show information for ten years, additional years' information will be displayed as it becomes available; in addition, for the 2019 measurement period, CaIPERS moved the City's Safety plan from an agent-multiple employer plan to a cost-sharing plan. Therefore, not all ten years of information are presented.

Notes to the Schedule of the City's Proportionate Share of the Net Pension Liability Benefit Changes: None
Changes in Assumptions: In 2022, the accounting discount rate changed from 7.15% to 6.90%. In 2017, the accounting discount rate changed from 7.65%to 7.15%.
80 Page 151 of 1374

City of Upland
Required Supplementary Information
Year Ended June 30, 2025
Agent Multiple-employer Plan—Miscellaneous Plan
Schedule of Plan Contributions
Last 10 Years
Contributions in
Relation to the Contributions
Contractually Actuarially Contribution as a % of Required Determined Deficiency/ Covered Covered Fiscal Year Contributions Contributions (Excess) Payroll Payroll 2025 $ 5,270,989 $ (5,270,989) $ - $ 11,561,795 45.59% 2024 4,067,668 (4,067,668) - 11,101,211 36.64% 2023 3,898,487 (3,898,487) - 10,622,134 36.70% 2022 4,482,400 (19,737,848) (15,255,448) 9,422,945 47.57% 2021 4,088,720 (4,088,720) - 9,373,798 43.62% 2020 3,734,440 (4,734,440) (1,000,000) 8,343,351 44.76% 2019 3,335,368 (3,335,368) - 8,524,725 39.13% 2018 2,999,453 (2,999,453) - 8,430,545 35.58% 2017 2,352,967 (2,352,967) - 9,034,865 26.04% 2016 2,239,207 (2,239,207) - 9,183,479 24.38% Cost-Sharing Plan—Safety Plan
Schedule of Plan Contributions
Last 10 Years
Contributions in
Relation to the Contributions
Contractually Actuarially Contribution as a % of
Required Determined Deficiency/ Covered Covered Fiscal Year Contributions Contributions (Excess) Payroll Payroll 2025 $ 8,228,761 $ (8,228,761) $ - $ 10,702,850 76.88% 2024 5,501,011 (5,501,011) - 10,250,168 53.67% 2023 5,465,572 (5,465,572) - 8,058,111 67.83% 2022 7,227,924 (37,727,924) (30,500,000) 7,777,162 92.94% 2021 7,041,790 (7,041,790) - 7,767,343 90.66% 2020 6,210,535 (6,210,535) - 7,473,800 83.10% 2019 5,322,942 (5,322,942) - 6,845,982 77.75% 2018 4,816,496 (4,816,496) - 7,851,917 61.34% 2017 4,870,870 (4,870,870) - 11,286,708 43.16% 2016 4,265,372 (4,265,372) - 10,755,149 39.66% 81 Page 152 of 1374

City of Upland
Required Supplementary Information
Year Ended June 30, 2025
Schedule of Contributions-Continued
Notes to Schedule of Plan Contributions:

Valuation Date: June 30,2023
Actuarial cost method: Entry age normal
Amortization method: Level percentage of payroll,closed Assets valuation method: Direct rate smoothing
Inflation: 2.30%
Salary Increases: Varies by entry age and service
Payroll Growth: 2.85%
Investment rate of return: 6.90%net of pension investment and administrative expenses,including inflation Retirement Age: All other actuarial assumptions used in the June 30,2023 valuation were based on the results of an actuarial experience study for the period from 2001 to 2019.Including updates to salary increase,mortality and retirement rates. The Experience Study report may be accessed on the CaIPERS website at www.calpers.ca.gov .

Mortality: Mortality rates incorporate full generational mortality improvement using 80%of Scale MP-2020 published by the Society of Actuaries.
82 Page 153 of 1374

City of Upland
Required Supplementary Information
Year Ended June 30, 2025
Schedule of Changes in the Net OPEB Liability and Related Ratios for the Measurement Periods Ended June 30
Last 10 Years*
Measurement Period
2024 2023 2022
Total OPEB Liability
Service cost $ 240,958 $ 218,751 $ 212,380 Interest on total OPEB liability 603,470 595,145 346,877 Changes in assumptions 924,121 (573,620) (4,186,640) Changes in benefits - - -
Differences between expected and actual experience 57,301 318,443 - Benefit payments, including refunds (982,403) (873,479) (792,544) Net change in total OPEB liability 843,447 (314,760) (4,419,927) Total OPEB liability- beginning 10,530,831 10,845,591 15,265,518 Total OPEB liability-ending (a) $ 11,374,278 $ 10,530,831 $ 10,845,591 Plan Fiduciary Net Position
Contributions-employer $ 1,281,371 $ 873,479 $ 1,019,544 Net Investment Income 200,185 133,943 (176,122) Benefit payments (982,403) (873,479) (792,544) Administrative Expense (6,753) (9,815) (9,461) Net change in plan fiduciary net position 492,400 124,128 41,417 Plan fiduciary net position - beginning 1,780,155 1,656,027 1,614,610 Plan fiduciary net position -ending (b) $ 2,272,555 $ 1,780,155 $ 1,656,027 Net OPEB liability-ending (a)- (b) $ 9,101,723 $ 8,750,676 $ 9,189,564 Plan fiduciary net position as a percentage
of the total OPEB liability 20.0% 16.9% 15.3% Covered -employee payroll 18,080,387 16,897,727 19,439,899 Net OPEB liability as a percentage of
covered-employee payroll 50.34% 51.79% 47.27% Notes to Schedule of Changes
The discount rate from the 2019 Actuarial Valuation to the 2021 Actuarial Valuation changed from 5.91% of 5.64%. The discount rate from the 2021 Actuarial Valuation to the 2023 Actuarial Valuation changed from 5.64%to 5.87%.
*OPEB schedules are intended to show information for ten years, additional years' information will be displayed as it becomes available.
83 Page 154 of 1374

City of Upland
Required Supplementary Information
Year Ended June 30, 2025
Measurement Period
2021 2020 2019 2018 2017
$ 226,606 $ 166,888 $ 390,159 $ 557,634 $ 538,257 326,794 448,931 573,095 562,756 547,618 (171,113) 2,001,839 784,435 (1,049,491) - - - - (1,080,543) -
841,486 - (1,821,317) - -
(772,138) (853,875) (591,246) (699,692) (669,865) 451,635 1,763,783 (664,874) (1,709,336) 416,010 14,813,883 13,050,100 13,714,974 15,424,310 15,008,300 $ 15,265,518 $ 14,813,883 $ 13,050,100 $ 13,714,974 $ 15,424,310 $ 997,138 $ 853,875 $ 591,246 $ 699,692 $ 1,669,865 231,516 51,511 69,490 54,034 966 (772,138) (853,875) (591,246) (699,692) (669,865) (6,956) (5,696) (2,660) (2,595) - 449,560 45,815 66,830 51,439 1,000,966 1,165,050 1,119,235 1,052,405 1,000,966 - $ 1,614,610 $ 1,165,050 $ 1,119,235 $ 1,052,405 $ 1,000,966 $ 13,650,908 $ 13,648,833 $ 11,930,865 $ 12,662,569 $ 14,423,344

10.6% 7.9% 8.6% 7.7% 6.5%
19,086,465 16,470,676 15,729,836 16,282,462 20,253,855

71.52% 82.87% 75.85% 77.77% 71.21% 84 Page 155 of 1374

SUPPLEMENTARY INFORMATION
85 Page 156 of 1374

NON-MAJOR GOVERNMENTAL FUNDS
86 Page 157 of 1374

City of Upland
Non-Major Governmental Funds
Year Ended June 30, 2025

SPECIAL REVENUE FUNDS
Special Revenue Funds are used to account for specific revenues that are legally restricted to expenditure for particular purposes.

Gas Tax Fund
To account for State gasoline taxes received by the City. These funds may be used for street maintenance, right-of-way acquisition, and street construction. Gas Tax funds are used for capital projects established within the Gas Tax Fund.

HOME Program Fund
This fund accounts for housing rehab loans/grants from the California Department of Housing and Community Development. These loans/grants are provided for single-family rehabilitation, neighborhood restoration, first- time homebuyers, tenant based assistance and rental rehabilitation programs.

Ca1HOME Program Fund
This fund accounts for housing rehab loans/grants from the CalHome program. These loans/grants are provided for single-family rehabilitation, neighborhood restoration, first-time homebuyers, tenant based assistance and rental rehabilitation programs.

Community Development Block Grant Fund
To account for receipt and disbursement of the Upland Community Development Block Grant Program of the United States Department of Housing and Urban Development.

Measure I Fund
To account for revenues which were approved by the San Bernardino County voters in a General Election authorizing a one-half percent (1/2%) sales tax on all retail transactions within the incorporated and unincorporated territory of the County of San Bernardino through 2040, proceeds of which are to be solely for county-wide transportation improvements and traffic management programs.

Air Quality Management District Fund
To account for the receipt and disbursement of funds generated by Assembly Bill 2766 which sets forth requirements for reduction of air pollution from mobile sources as promulgated by the South Coast Air Quality Management District.

Parking and Business Improvement Area Fund
To account for revenues received from an additional levy of the general business license tax imposed on businesses in the downtown area to be used for the acquisition, construction and maintenance of parking facilities and improvements for the benefit of the downtown area.

SB509 Public Safety Augmentation Fund
To account for revenue and expenditures related to the half-cent sales tax enacted by Proposition 172 and SB509. Funds are used to cover operational expenditures of the Police Department.

Asset Forfeiture Fund
To account for revenue received for the City's various deposits for asset forfeiture restricted for public safety.

Public Safety Grants Fund
To account for revenue and expenditures related to grants restricted to be used for public safety.

HUD Economic Development Initiative
To account for revenues and expenditures related to HUD grants to be used for development initiatives. 87 Page 158 of 1374

City of Upland
Non-Major Governmental Funds
Year Ended June 30, 2025
SPECIAL REVENUE FUNDS -Continued
CARES ACT Fund
To account for revenue and expenditures related to The Coronavirus Aid, Relief, and Economic Security Act.

CAPITAL PROJECT FUNDS
Capital Projects Funds are used to account for the purchase or construction of major capital facilities which are not financed by Proprietary Funds or Trust Funds. Capital Projects Funds are ordinarily not used to account for the acquisition of furniture, fixtures, machinery, equipment and other relatively minor or short-lived capital assets.

Fire DIF Fund
To account for revenue from the Dwelling Unit Construction Tax which must be used for the acquisition and development of fire facilities within the City.

Police DIF Fund
To account for revenue from the Dwelling Unit Construction Tax which must be used for the acquisition and development of police facilities within the City.

Quimby Fees Fund
To account for revenue from the Dwelling Unit Construction Tax which must be used for the acquisition and development of community parks within the City.

General DIF Fund
To account revenues received for fees from various building permits to be used for certain general government facilities.

Storm Drain DIF Fund
To account for the revenues received from the fees on various building permits to be used for the creation of a storm drain system in cooperation with other governmental entities in the area.

Street and Traffic Facility DIF Fund
To account for the revenues received from fees on various permits to be used for improved street and alley repairs.

General Capital Projects Fund
To account for projects of a general nature which are supported by available General Funds and Special Revenue Funds.

Street and Alley Repair Fund
To account for projects for street and alley repairs funded by waste management agreements.

Park DIF Fund
To account for revenue from the Dwelling Unit Construction Tax which must be used for the acquisition and development of park facilities within the City.
88 Page 159 of 1374

City of Upland
Combining Balance Sheet
Non-major Governmental Funds
June 30, 2025
Special Revenue
Community
Gas HOME CaIHOME Development
Tax Program Program Block Grant
ASSETS
Cash and Investments $ 9,483,220 $ 2,488,102 $ 739,200 $ - Restricted Cash - - - -
Receivables:

Accounts - - - -
Notes, net - 2,473,768 1,466,516 - Accrued Interest on Notes - 850,593 418,079 -
Due from Other Governments 567,862 - - 297,692
Total Assets $ 10,051,082 $ 5,812,463 $ 2,623,795 $ 297,692

LIABILITIES
Accounts Payable $ 27,668 $ 1,000 $ - $ 104,980 Accrued Salaries and Benefits 6,079 - - 3,057 Due to Other Funds - - - 120,060
Deposits Payable - - - -
Retentions Payable 138,576 - - 10,817
Unearned Revenue - - - -
Total Liabilities 172,323 1,000 - 238,914

DEFERRED INFLOWS OF RESOURCES
Unavailable Revenue - 850,593 418,079 -
Total Deferred Inflows of Resources - 850,593 418,079 -

FUND BALANCE(DEFICITS)
Restricted 9,878,759 4,960,870 2,205,716 58,778 Assigned - - - -
Unassigned - - - -
Total Fund Balances(Deficits) 9,878,759 4,960,870 2,205,716 58,778 Total Liabilities, Deferred Inflows
and Fund Balances(Deficits) $ 10,051,082 $ 5,812,463 $ 2,623,795 $ 297,692 89 Page 160 of 1374

Special Revenue
Air Quality Parking and SB 509 Public
Management Business Public Safety Asset Safety Measure I District Improvement Augmentation Forfeiture Grants $ 10,677,086 $ 145,518 $ 152,349 $ - $ 1,633,193 $ 1,726,365 - 62,956 -
- -
15,103 - - -
361,714 27,249 - 110,846 - 36,733
$ 11,038,800 $ 172,767 $ 167,452 $ 110,846 $ 1,696,149 $ 1,763,098 $ 198,685 $ 90 $ 27,824 $ - $ - $ 339,926 2,375 117 - 32,310 - 7,037
78,536 - -
- 62,956 -
30,147 - 1,255 - - -
- - - - 24,873
231,207 207 29,079 110,846 62,956 371,836
27,249 - - - 5,254
27,249 - - - 5,254
10,807,593 145,311 138,373 - 1,633,193 1,386,008 10,807,593 145,311 138,373 - 1,633,193 1,386,008 $ 11,038,800 $ 172,767 $ 167,452 $ 110,846 $ 1,696,149 $ 1,763,098 90 Page 161 of 1374

City of Upland
Combining Balance Sheet
Non-major Governmental Funds -Continued
June 30, 2025
Special Revenue Capital Projects
HUD
Economic Dev. CARES Fire Police
Initiative ACT DIF DIF
ASSETS
Cash and Investments $ - $ - $ 47,928 $ 1,038,193 Restricted Cash - - - -
Receivables:

Accounts - - - -
Notes, net - - - -
Accrued Interest on Notes - - - -
Due from Other Governments 614,177 - - -
Total Assets $ 614,177 $ - $ 47,928 $ 1,038,193

LIABILITIES
Accounts Payable $ - $ - $ 41,762 $ - Accrued Salaries and Benefits - - - -
Due to Other Funds 614,177 - - -
Deposits Payable - - - -
Retentions Payable - - - 7,283
Unearned Revenue - - - -
Total Liabilities 614,177 - 41,762 7,283

DEFERRED INFLOWS OF RESOURCES
Unavailable Revenue 614,177 - - -
Total Deferred Inflows of Resources 614,177 - - -

FUND BALANCE(DEFICITS)
Restricted - - 6,166 1,030,910
Assigned - - - -
Unassigned (614,177) - - -
Total Fund Balances(Deficits) (614,177) - 6,166 1,030,910 Total Liabilities, Deferred Inflows
and Fund Balances(Deficits) $ 614,177 $ - $ 47,928 $ 1,038,193 91 Page 162 of 1374

Capital Projects
Storm Street and General Street&
Quimby General Drain Traffic Facility Capital Alley Park Fees DIF DIF DIF Projects Repair DIF Total $ 11,179,845 $ 798,290 $ 2,114,443 $ 1,014,300 $ 3,993,801 $ 951,998 $ 1,164,017 $ 49,347,848 - - - - - - - 62,956
- - - - - 64,098 - 79,201
- - - - - - - 3,940,284
- - - - - - - 1,268,672
- - - 136,425 - - 2,152,698
$ 11,179,845 $ 798,290 $ 2,114,443 $ 1,014,300 $ 4,130,226 $ 1,016,096 $ 1,164,017 $ 56,851,659 $ 2,603 $ - $ - $ - $ 203,213 $ - $ 19,620 $ 967,371 - - - - 1,303 827 - 53,105
- - - - - - - 812,773
- 504 - - - - 113,030 176,490
22,351 2,704 - - 31,390 10,045 - 254,568 - - - - - - - 24,873
24,954 3,208 - - 235,906 10,872 132,650 2,289,180 - - - - 136,425 - - 2,051,777
- - - - 136,425 - - 2,051,777
11,154,891 795,082 2,114,443 1,014,300 2,888,575 1,005,224 1,031,367 52,255,559 - - - - 869,320 - - 869,320
- - - - - - - (614,177)
11,154,891 795,082 2,114,443 1,014,300 3,757,895 1,005,224 1,031,367 52,510,702 $ 11,179,845 $ 798,290 $ 2,114,443 $ 1,014,300 $ 4,130,226 $ 1,016,096 $ 1,164,017 $ 56,851,659 92 Page 163 of 1374

City of Upland
Combining Statement of Revenues, Expenditures and Changes in Fund Balances Non-major Governmental Funds
Year Ended June 30, 2025
Special Revenue
Community
Gas HOME CaIHOME Development
Tax Program Program Block Grant

REVENUES
Taxes $ - $ - $ - $ -
Licenses and Permits - - - -
Charges for Services - - - -
Investment Income 579,864 72,905 22,815 - Rental Income - - - -
Intergovernmental 4,365,366 - - 546,316
Other Revenue - 37,179 6,000 -
Total Revenues 4,945,230 110,084 28,815 546,316

EXPENDITURES
Current:

General Government - - - -
Public Safety - - - -
Engineering and Public Works 3,825,523 - - - Development Services - 93,440 42,614 546,315 Community Services - - - -
Total Expenditures 3,825,523 93,440 42,614 546,315 Excess(Deficiency)of Revenues
Over Expenditures 1,119,707 16,644 (13,799) 1

OTHER FINANCING SOURCES(USES)
Transfers In - - - -
Transfers Out - - - -
Total Other Financing Sources(Uses) - - - - Net Change in Fund Balances 1,119,707 16,644 (13,799) 1 Fund Balances-Beginning,as previously reported 8,759,052 4,944,226 2,219,515 58,777 Change within financial reporting entity(nonmajor to major) - - - - Fund Balances-Beginning,as adjusted 8,759,052 4,944,226 2,219,515 58,777 Fund Balances-Ending $ 9,878,759 $ 4,960,870 $ 2,205,716 $ 58,778 93 Page 164 of 1374

Special Revenue
Air Quality Parking and SB 509 Public Formerly Management Business Public Safety Asset Safety Non-major Other Measure I District Improvement Augmentation Forfeiture Grants Grants $ - $ - $ 66,860 $ 1,411,251 $ - $ - $ - 537,095 3,613 4,386 - 51,116 49,578 -
2,048,463 103,467 - - 98,737 409,356 -
2,585,558 107,080 71,246 1,411,251 149,853 458,934 - - - - 1,411,251 174,877 515,173 -
1,162,154 122,908 64,005 - - - -
1,162,154 122,908 64,005 1,411,251 174,877 515,173 - 1,423,404 (15,828) 7,241 - (25,024) (56,239) - 1,423,404 (15,828) 7,241 - (25,024) (56,239) - 9,384,189 161,139 131,132 - 1,658,217 1,442,247 (905,272) - - - - - - 905,272
9,384,189 161,139 131,132 - 1,658,217 1,442,247 - $ 10,807,593 $ 145,311 $ 138,373 $ - $ 1,633,193 $ 1,386,008 $ - Continued
94 Page 165 of 1374

City of Upland
Combining Statement of Revenues, Expenditures and Changes in Fund Balances Non-Major Governmental Funds -Continued
Year Ended June 30, 2025
Special Revenue Capital Projects
HUD
Economic Dev. CARES Fire Police
Initiative ACT DIF DIF

REVENUES
Taxes $ - $ - $ - $ -
Licenses and Permits - - - 230,772
Charges for Services - - - -
Investment Income - - 2,004 55,103
Rental Income - - - -
Intergovernmental - - - -
Other Revenue - - - -
Total Revenues - - 2,004 285,875

EXPENDITURES
Current:

General Government - - - -
Public Safety - - 60,274 212,648
Engineering and Public Works 330,003 - - -
Development Services - - - -
Community Services - - - -
Total Expenditures 330,003 - 60,274 212,648 Excess(Deficiency)of Revenues
Over Expenditures (330,003) - (58,270) 73,227

OTHER FINANCING SOURCES(USES)
Transfers In - - - -
Transfers Out - (30,067) - -
Total Other Financing Sources(Uses) - (30,067) - - Net Change in Fund Balances (330,003) (30,067) (58,270) 73,227 Fund Balances-Beginning,as previously reported (284,174) 30,067 64,436 957,683 Change within financial reporting entity(nonmajor to major) - - - - Fund Balances-Beginning,as adjusted (284,174) 30,067 64,436 957,683 Fund Balances-Ending $ (614,177) $ - $ 6,166 $ 1,030,910 95 Page 166 of 1374

Capital Projects
Storm Street and General Street&
Quimby General Drain Traffic Facility Capital Alley Park Fees DIF DIF DIF Projects Repair DIF Total $ - $ - $ - $ - $ - $ - $ - $ 1,478,111 2,140,128 263,693 758,397 565,386 - 384,589 342,388 4,685,353 558,651 40,616 136,968 32,985 - 54,001 45,209 2,246,909 - - - - 4,500 - - 4,500
- - - - - - - 7,571,705
- - - - - - - 43,179
2,698,779 304,309 895,365 598,371 4,500 438,590 387,597 16,029,757 - - - - - - - 2,374,223
330,927 4,553 266,371 15,771 1,803,208 233,912 - 8,159,335 - - - - - - - 682,369
279,050 - - - - - 46,356 325,406
609,977 4,553 266,371 15,771 1,803,208 233,912 46,356 11,541,333 2,088,802 299,756 628,994 582,600 (1,798,708) 204,678 341,241 4,488,424 - - - - 125,000 - - 125,000
- - - - (899,504) - - (929,571)
- - - - (774,504) - - (804,571)
2,088,802 299,756 628,994 582,600 (2,573,212) 204,678 341,241 3,683,853 9,066,089 495,326 1,485,449 431,700 6,331,107 800,546 690,126 47,921,577 - - - - - - - 905,272
9,066,089 495,326 1,485,449 431,700 6,331,107 800,546 690,126 48,826,849 $ 11,154,891 $ 795,082 $ 2,114,443 $ 1,014,300 $ 3,757,895 $ 1,005,224 $ 1,031,367 $ 52,510,702 96 Page 167 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Gas Tax Special Revenue Fund
Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Investment Income $ 48,510 $ 579,864 $ 531,354 Intergovernmental 6,181,620 4,365,366 (1,816,254) Total Revenues 6,230,130 4,945,230 (1,284,900)

EXPENDITURES
Current:

Engineering and Public Works 13,354,622 3,825,523 9,529,099 Total Expenditures 13,354,622 3,825,523 9,529,099 Excess (Deficiency)of Revenues
over Expenditures (7,124,492) 1,119,707 8,244,199

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (7,124,492) 1,119,707 8,244,199 Fund Balance, Beginning 8,759,052 8,759,052 - Fund Balance, Ending $ 1,634,560 $ 9,878,759 $ 8,244,199 97 Page 168 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - HOME Program Special Revenue Fund
Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Investment Income $ 5,000 $ 72,905 $ 67,905 Other Revenue 33,000 37,179 4,179
Total Revenues 38,000 110,084 72,084

EXPENDITURES
Current:

Development Services 1,010,000 93,440 916,560 Total Expenditures 1,010,000 93,440 916,560 Excess (Deficiency)of Revenues
over Expenditures (972,000) 16,644 988,644

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (972,000) 16,644 988,644 Fund Balance, Beginning 4,944,226 4,944,226 - Fund Balance, Ending $ 3,972,226 $ 4,960,870 $ 988,644 98 Page 169 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - CaIHOME Program Special Revenue Fund Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Investment Income $ 3,500 $ 22,815 $ 19,315 Intergovernmental 480,000 - (480,000)
Other Revenue 20,000 6,000 (14,000) Total Revenues 503,500 28,815 (474,685)

EXPENDITURES
Current:

Development Services 880,000 42,614 837,386 Total Expenditures 880,000 42,614 837,386
Excess (Deficiency)of Revenues
over Expenditures (376,500) (13,799) 362,701

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (376,500) (13,799) 362,701 Fund Balance, Beginning 2,219,515 2,219,515 - Fund Balance, Ending $ 1,843,015 $ 2,205,716 $ 362,701 99 Page 170 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - CDBG Special Revenue Fund
Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Intergovernmental $ 1,085,698 $ 546,316 $ (539,382) Other Revenue - - -
Total Revenues 1,085,698 546,316 (539,382)

EXPENDITURES
Current:

Development Services 1,085,698 546,315 539,383 Total Expenditures 1,085,698 546,315 539,383 Excess (Deficiency)of Revenues
over Expenditures - 1 1

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances - 1 1
Fund Balance, Beginning 58,777 58,777 - Fund Balance, Ending $ 58,777 $ 58,778 $ 1 100 Page 171 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Measure I Special Revenue Fund
Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Investment Income $ 36,320 $ 537,095 $ 500,775 Intergovernmental 2,136,670 2,048,463 (88,207) Other Revenue - - -
Total Revenues 2,172,990 2,585,558 412,568

EXPENDITURES
Current:

Engineering and Public Works 5,502,881 1,162,154 4,340,727 Total Expenditures 5,502,881 1,162,154 4,340,727 Excess (Deficiency)of Revenues
over Expenditures (3,329,891) 1,423,404 4,753,295

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (3,329,891) 1,423,404 4,753,295 Fund Balance, Beginning 9,384,189 9,384,189 - Fund Balance, Ending $ 6,054,298 $10,807,593 $ 4,753,295 101 Page 172 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Air Quality Management District Special Revenue Fund Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Investment Income $ - $ 3,613 $ 3,613 Intergovernmental 100,000 103,467 3,467
Total Revenues 100,000 107,080 7,080

EXPENDITURES
Current:

Engineering and Public Works 131,564 122,908 8,656 Total Expenditures 131,564 122,908 8,656
Excess (Deficiency)of Revenues
over Expenditures (31,564) (15,828) 15,736

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (31,564) (15,828) 15,736 Fund Balance, Beginning 161,139 161,139 - Fund Balance, Ending $ 129,575 $ 145,311 $ 15,736 102 Page 173 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Parking & Business Improvement Special Revenue Fund Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Taxes $ 58,500 $ 66,860 $ 8,360 Investment Income 1,000 4,386 3,386
Total Revenues 59,500 71,246 11,746

EXPENDITURES
Current:

Engineering and Public Works 87,824 64,005 23,819 Total Expenditures 87,824 64,005 23,819
Excess (Deficiency)of Revenues
over Expenditures (28,324) 7,241 35,565

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (28,324) 7,241 35,565 Fund Balance, Beginning 131,132 131,132 - Fund Balance, Ending $ 102,808 $ 138,373 $ 35,565 103 Page 174 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - SB 509 Public Safety Augmentation Special Revenue Fund Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Taxes $ 1,432,850 $ 1,411,251 $ (21,599) Total Revenues 1,432,850 1,411,251 (21,599)

EXPENDITURES
Current:

Public Safety 1,432,850 1,411,251 21,599 Total Expenditures 1,432,850 1,411,251 21,599 Excess (Deficiency)of Revenues
over Expenditures - - -

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances - - -
Fund Balance, Beginning - - -
Fund Balance, Ending $ - $ - $ - 104 Page 175 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Asset Forfeiture Special Revenue Fund Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Investment Income $ - $ 51,116 $ 51,116 Fines and Forfeitures - - -
Intergovernmental - 98,737 98,737
Total Revenues - 149,853 149,853

EXPENDITURES
Current:

Public Safety 908,768 174,877 733,891
Total Expenditures 908,768 174,877 733,891
Excess (Deficiency)of Revenues
over Expenditures (908,768) (25,024) 883,744

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - -
Net Change in Fund Balances (908,768) (25,024) 883,744 Fund Balance, Beginning 1,658,217 1,658,217 - Fund Balance, Ending $ 749,449 $ 1,633,193 $ 883,744 105 Page 176 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Public Safety Grants Special Revenue Fund Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Taxes $ - $ - $ -
Investment Income 49,578 49,578
Intergovernmental 497,656 409,356 (88,300)
Other Revenue - - -
Total Revenues 497,656 458,934 (38,722)

EXPENDITURES
Current:

Public Safety 1,703,408 515,173 1,188,235
Total Expenditures 1,703,408 515,173 1,188,235 Excess (Deficiency)of Revenues
over Expenditures (1,205,752) (56,239) 1,149,513

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (1,205,752) (56,239) 1,149,513 Fund Balance, Beginning 1,442,247 1,442,247 - Fund Balance, Ending $ 236,495 $ 1,386,008 $ 1,149,513 106 Page 177 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - CARES ACT Special Revenue Fund
Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Investment Income $ - $ - $ - Intergovernmental - - -
Total Revenues - - -

EXPENDITURES
Current:

General Government - -
Public Safety - - -
Engineering and Public Works - - -
Development Services - - -
Community Services - - -
Total Expenditures - - -
Excess (Deficiency)of Revenues
over Expenditures - - -

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out (30,067) (30,067) -
Total Other Financing
Sources (Uses) (30,067) (30,067) -
Net Change in Fund Balances (30,067) (30,067) - Fund Balance, Beginning 30,067 30,067
Fund Balance, Ending $ - $ - $ - 107 Page 178 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Fire DIF Capital Projects Fund
Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Licenses and Permits $ - $ - $ - Investment Income - 2,004 2,004
Intergovernmental - - -
Other Revenue - - -
Total Revenues - 2,004 2,004

EXPENDITURES
Current:

Public Safety 64,279 60,274 4,005
Community Services - - -
Total Expenditures 64,279 60,274 4,005
Excess (Deficiency)of Revenues
over Expenditures (64,279) (58,270) 6,009

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (64,279) (58,270) 6,009 Fund Balance, Beginning 64,436 64,436 - Fund Balance, Ending $ 157 $ 6,166 $ 6,009 108 Page 179 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Police DIF Capital Projects Fund
Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Licenses and Permits $ 120,000 $ 230,772 $ 110,772 Investment Income - 55,103 55,103
Intergovernmental - - -
Other Revenue - - -
Total Revenues 120,000 285,875 165,875

EXPENDITURES
Current:

Public Safety 585,000 212,648 372,352
Community Services - - -
Total Expenditures 585,000 212,648 372,352
Excess (Deficiency)of Revenues
over Expenditures (465,000) 73,227 538,227

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (465,000) 73,227 538,227 Fund Balance, Beginning 957,683 957,683 -
Fund Balance, Ending $ 492,683 $ 1,030,910 $ 538,227 109 Page 180 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Quimby Fees Capital Projects Fund
Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Licenses and Permits $ 1,020,000 $ 2,140,128 $ 1,120,128 Investment Income - 558,651 558,651
Intergovernmental - - -
Other Revenue - - -
Total Revenues 1,020,000 2,698,779 1,678,779

EXPENDITURES
Current:

Engineering and Public Works 2,436,484 330,927 2,105,557 Community Services 345,862 279,050 66,812 Total Expenditures 2,782,346 609,977 2,172,369 Excess (Deficiency)of Revenues
over Expenditures (1,762,346) 2,088,802 3,851,148

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (1,762,346) 2,088,802 3,851,148 Fund Balance, Beginning 9,066,089 9,066,089 - Fund Balance, Ending $ 7,303,743 $11,154,891 $ 3,851,148 110 Page 181 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - General DIF Capital Projects Fund
Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Licenses and Permits $ 130,000 $ 263,693 $ 133,693 Investment Income - 40,616 40,616
Intergovernmental - - -
Other Revenue - - -
Total Revenues 130,000 304,309 174,309

EXPENDITURES
Current:

Public Safety 400,000 4,553 395,447
Community Services - - -
Total Expenditures 400,000 4,553 395,447
Excess (Deficiency)of Revenues
over Expenditures (270,000) 299,756 569,756

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (270,000) 299,756 569,756 Fund Balance, Beginning 495,326 495,326 -
Fund Balance, Ending $ 225,326 $ 795,082 $ 569,756 111 Page 182 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Storm Drain DIF Capital Projects Fund Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Licenses and Permits $ 400,000 $ 758,397 $ 358,397 Investment Income - 136,968 136,968
Rental Income 75,250 - (75,250)
Total Revenues 475,250 895,365 420,115

EXPENDITURES
Current:

Engineering and Public Works 490,330 266,371 223,959 Community Services - - -
Total Expenditures 490,330 266,371 223,959
Excess (Deficiency)of Revenues
over Expenditures (15,080) 628,994 644,074

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (15,080) 628,994 644,074 Fund Balance, Beginning 1,485,449 1,485,449 - Fund Balance, Ending $ 1,470,369 $ 2,114,443 $ 644,074 112 Page 183 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Street & Traffic Facility DIF Capital Projects Fund Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Licenses and Permits $ 290,000 $ 565,386 $ 275,386 Investment Income - 32,985 32,985
Intergovernmental - - -
Other Revenue - - -
Total Revenues 290,000 598,371 308,371

EXPENDITURES
Current:

Engineering and Public Works 325,000 15,771 309,229 Community Services - - -
Total Expenditures 325,000 15,771 309,229 Excess (Deficiency)of Revenues
over Expenditures (35,000) 582,600 617,600

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (35,000) 582,600 617,600 Fund Balance, Beginning 431,700 431,700 - Fund Balance, Ending $ 396,700 $ 1,014,300 $ 617,600 113 Page 184 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - General Capital Projects Fund
Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Intergovernmental $ 1,995,590 $ - $ (1,995,590) Investment Income - - -
Charges for Services - - -
Rental Income - 4,500 4,500
Total Revenues 1,995,590 4,500 (1,991,090)

EXPENDITURES
Current:

Engineering and Public Works 5,118,248 1,803,208 3,315,040 Community Services - - -
Total Expenditures 5,118,248 1,803,208 3,315,040 Excess (Deficiency)of Revenues
over Expenditures (3,122,658) (1,798,708) 1,323,950

OTHER FINANCING SOURCES (USES)
Transfers In 125,000 125,000 -
Transfers Out (899,505) (899,504) 1
Total Other Financing
Sources (Uses) (774,505) (774,504) 1
Net Change in Fund Balances (3,897,163) (2,573,212) 1,323,951 Fund Balance, Beginning 6,331,107 6,331,107 - Fund Balance, Ending $ 2,433,944 $ 3,757,895 $ 1,323,951 114 Page 185 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Street & Alley Repair Capital Projects Fund Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Licenses and Permits $ 374,900 $ 384,589 $ 9,689 Investment Income - 54,001 54,001
Intergovernmental - - -
Other Revenue - - -
Total Revenues 374,900 438,590 63,690

EXPENDITURES
Current:

Engineering and Public Works 869,089 233,912 635,177 Community Services - - -
Total Expenditures 869,089 233,912 635,177
Excess (Deficiency)of Revenues
over Expenditures (494,189) 204,678 698,867

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances (494,189) 204,678 698,867 Fund Balance, Beginning 800,546 800,546 -
Fund Balance, Ending $ 306,357 $ 1,005,224 $ 698,867 115 Page 186 of 1374

City of Upland
Schedule of Revenues, Expenditures, and Changes in Fund Balance Budget and Actual - Park DIF Capital Projects Fund
Year Ended June 30, 2025
Variance-
Final Actual Positive
Budget Amounts (Negative)

REVENUES
Licenses and Permits $ 180,000 $ 342,388 $ 162,388 Investment Income - 45,209 45,209
Intergovernmental - - -
Other Revenue - - -
Total Revenues 180,000 387,597 207,597

EXPENDITURES
Current:

Engineering and Public Works - - -
Community Services 45,000 46,356 (1,356) Total Expenditures 45,000 46,356 (1,356) Excess (Deficiency)of Revenues
over Expenditures 135,000 341,241 206,241

OTHER FINANCING SOURCES (USES)
Transfers In - - -
Transfers Out - - -
Total Other Financing
Sources (Uses) - - -
Net Change in Fund Balances 135,000 341,241 206,241 Fund Balance, Beginning 690,126 690,126 -
Fund Balance, Ending $ 825,126 $ 1,031,367 $ 206,241 116 Page 187 of 1374

INTERNAL SERVICE FUNDS
117 Page 188 of 1374

City of Upland
Internal Service Funds
Year Ended June 30, 2025

INTERNAL SERVICE FUNDS
The internal service funds are used to account for goods and services provided by one City department to other City departments on a cost reimbursement basis.

Self-funded Insurance Fund
To account for the accumulation and allocation of costs associated with the City's Workers' Compensation and General Liability Self-Insurance Program.

Vehicle Replacement Fund
To account for the accumulation and allocation of costs associated with the acquisition, repair, and maintenance of City vehicles.

Information Systems Fund
To account for the operations of the City's information systems division, including maintenance of copiers, voice systems, and the City's computer network and hardware infrastructure.

Building Maintenance Fund
To provide for the operation of the City's building maintenance and operations division which maintains the City's facilities.
118 Page 189 of 1374

City of Upland
Combining Statement of Net Position
Internal Service Funds
June 30, 2025
Self-funded Vehicle Information Building
Insurance Replacement Systems Maintenance Totals ASSETS
Current Assets:

Cash and Investments $ 5,014,896 $ 1,704,048 $ 4,317,113 $ 1,106,334 $ 12,142,391 Accounts Receivable-Net - - 25,149 - 25,149 Inventory and Prepaid Items 107,574 55,146 5,982 - 168,702 Total Current Assets 5,122,470 1,759,194 4,348,244 1,106,334 12,336,242 Noncurrent Assets:

Capital Assets, Not Being Depreciated
Construction In Progress - - - - -
Capital Assets, Depreciable, Net - 120,228 1,096,893 - 1,217,121 Total Noncurrent Assets - 120,228 1,096,893 - 1,217,121 Total Assets 5,122,470 1,879,422 5,445,137 1,106,334 13,553,363

DEFERRED OUTFLOWS OF RESOURCES
OPEB Related Items 23,133 12,476 35,090 41,847 112,546 Pension Related Items 123,133 148,371 260,796 270,739 803,039 Total Deferred Outflows of Resources 146,266 160,847 295,886 312,586 915,585

LIABILITIES
Current Liabilities:

Accounts Payable 134,349 203,126 539,315 113,141 989,931 Accrued Salaries and Wages 8,463 1,912 13,678 19,171 43,224 Current Portion of Long-Term Liabilities:

Claims and Judgments Payable 2,004,272 - - - 2,004,272 Compensated Absences 14,504 4,750 26,591 25,904 71,749 Total Current Liabilities 2,161,588 209,788 579,584 158,216 3,109,176 Noncurrent Liabilities:

Claims and Judgments Payable 5,745,597 - - - 5,745,597 Net OPEB Liability 81,006 43,688 122,874 146,537 394,105 Net Pension Liability 580,676 835,432 1,404,031 1,399,807 4,219,946 Compensated Absences 2,953 7,446 74,721 23,452 108,572 Total Noncurrent Liabilities 6,410,232 886,566 1,601,626 1,569,796 10,468,220 Total Liabilities 8,571,820 1,096,354 2,181,210 1,728,012 13,577,396

DEFERRED INFLOWS OF RESOURCES
OPEB Related Items 20,992 11,321 31,842 37,975 102,130 Pension Related Items - - - - -
Total Deferred Inflows of Resources 20,992 11,321 31,842 37,975 102,130

NET POSITION
Net Investment in Capital Assets - 120,228 1,096,893 - 1,217,121 Unrestricted (3,324,076) 812,366 2,431,078 (347,067) (427,699) Total Net Position $ (3,324,076) $ 932,594 $ 3,527,971 $ (347,067) $ 789,422 119 Page 190 of 1374

City of Upland
Combining Statement of Revenues, Expenses, and Changes in Net Position Internal Service Funds
Year Ended June 30, 2025
Self-funded Vehicle Information Building
Insurance Replacement Systems Maintenance Totals

OPERATING REVENUES
Charges for Services $ 4,939,220 $ 842,980 $ 3,312,750 $ 1,457,080 $ 10,552,030 Other Operating Revenues 2,098 - 109,349 - 111,447 Total Operating Revenues 4,941,318 842,980 3,422,099 1,457,080 10,663,477

OPERATING EXPENSES
Maintenance and Operations 364,751 1,512,730 2,784,161 1,747,955 6,409,597 Contractual Services 253,724 - - - 253,724 Claims Expense 4,732,357 - - - 4,732,357 Depreciation - 99,330 250,956 - 350,286 Total Operating Expenses 5,350,832 1,612,060 3,035,117 1,747,955 11,745,964 Operating Income(Loss) (409,514) (769,080) 386,982 (290,875) (1,082,487)

NONOPERATING REVENUES(EXPENSES)
Interest Income 115,209 52,022 118,367 34,107 319,705 Gain/(Loss)on Disposal of Capital Assets - 20,000 - - 20,000 Total Nonoperating Revenues(Expenses) 115,209 72,022 118,367 34,107 339,705 Income(Loss)Before Operating Transfers (294,305) (697,058) 505,349 (256,768) (742,782) Capital Contributions - - - - -
Transfers In - - 173,353 86,500 259,853 Transfers Out - - - - -
Change in Net Position (294,305) (697,058) 678,702 (170,268) (482,929) Net Position-Beginning of Year (3,029,771) 1,629,652 2,849,269 (176,799) 1,272,351 Net Position-End of Year $ (3,324,076) $ 932,594 $ 3,527,971 $ (347,067) $ 789,422 120 Page 191 of 1374

City of Upland
Combining Statement of Cash Flows
Internal Service Funds
Year Ended June 30, 2025
Self-funded Vehicle Information Building
Insurance Replacement Systems Maintenance Totals

CASH FLOWS FROM OPERATING ACTIVITIES
Cash Received from User Departments $ 4,941,318 $ 843,142 $ 3,426,267 $ 1,457,080 $ 10,667,807 Cash Paid to Suppliers for Goods and Services (3,297,264) (1,156,413) (1,964,175) (1,124,197) (7,542,049) Cash Paid to Employees for Services (282,239) (236,235) (468,525) (584,187) (1,571,186) Net Cash from Operating Activities 1,361,815 (549,506) 993,567 (251,304) 1,554,572

CASH FLOWS FROM NONCAPITAL AND

RELATED FINANCING ACTIVITIES
Cash Paid(to)from Other Funds - - 173,353 86,500 259,853 Advances Paid(to)from Other Funds - - - - - Net Cash from Noncapital and
Related Financing Activities - - 173,353 86,500 259,853

CASH FLOWS FROM CAPITAL AND

RELATED FINANCING ACTIVITIES
Cash Received from Sale of Capital Assets - 20,000 - - 20,000 Acquisition and Construction of Capital Assets - - (524,525) - (524,525) Net Cash from Capital and
Related Financing Activities - 20,000 (524,525) - (504,525)

CASH FLOWS FROM INVESTING ACTIVITIES
Interest Received 115,209 52,022 118,367 34,107 319,705 Net Cash from Investing Activities 115,209 52,022 118,367 34,107 319,705 Net Increase(Decrease)in Cash and Cash Equivalents 1,477,024 (477,484) 760,762 (130,697) 1,629,605 Cash and Cash Equivalents, Beginning of the Year 3,537,872 2,181,532 3,556,351 1,237,031 10,512,786 Cash and Cash Equivalents, End of the Year $ 5,014,896 $ 1,704,048 $ 4,317,113 $ 1,106,334 $ 12,142,391 Reconciliation of Operating Income(Loss)to
Net Cash from Operating Activities:

Operating Income(Loss) $ (409,514) $ (769,080) $ 386,982 $ (290,875) $ (1,082,487) Adjustments to Reconcile Operating Income(Loss)to
Net Cash Provided (Used)by Operating Activities:

Depreciation - 99,330 250,956 - 350,286 Changes in Operating Assets and Liabilities:
(Increase)Decrease in Accounts Receivable - 162 4,168 - 4,330 (Increase)Decrease in Due from Other Governments - - - - - (Increase)Decrease in Inventory and Prepaid Items 142,840 74,478 (5,982) - 211,336 (Increase)Decrease in Deferred Outflows-Pensions 51,253 93,590 156,641 147,788 449,272 (Increase)Decrease in Deferred Outflows-OPEB (1,154) 12,120 5,467 (2,860) 13,573 Increase(Decrease)in Accounts Payable 83,501 29,649 283,281 (62,230) 334,201 Increase(Decrease)in Accrued Salaries and Benefits 2,461 (6,411) 3,397 8,146 7,593 Increase(Decrease)in Compensated Absences 921 (914) 15,946 19,953 35,906 Increase(Decrease)in Net Pension Liability (42,737) (23,215) (73,657) (74,681) (214,290) Increase(Decrease)in Net OPEB Liability 7,500 (38,568) (12,761) 16,152 (27,677) Increase(Decrease)in Deferred Inflows-Pensions - - - - - Increase(Decrease)in Deferred Inflows-OPEB (7,575) (20,647) (20,871) (12,697) (61,790) Increase(Decrease)in Claims Payable 1,534,319 - - - 1,534,319 Net Cash from Operating Activities $ 1,361,815 $ (549,506) $ 993,567 $ (251,304) $ 1,554,572 121 Page 192 of 1374

CUSTODIAL FUNDS
122 Page 193 of 1374

City of Upland
Custodial Funds
Year Ended June 30, 2025

CUSTODIAL FUNDS
Custodial Funds are used to account for assets held by a government in a trustee capacity or as an agent for individuals, private organizations, other governments, and/or other funds.

Community Facilities District 2003-2 Area 1 Fund
To account for revenues received from property holders for the payment of debt issued to finance the acquisition of certain public rights of way and construction of certain public improvements in the Colonies development.

Community Facilities District 2003-2 Area 2 Fund
To account for revenues received from property holders for the payment of debt issued to finance the acquisition of certain public rights of way and construction of certain public improvements in the Colonies development.

Community Facilities District 2015-1 Area 1 Fund
To account for revenues received from property holders for the payment of debt issued to finance the acquisition of certain public rights of way and construction of certain public improvements in the Sycamore Hills development.

Community Facilities District 2016-1 Area 1 Fund
To account for revenues received from property holders for the payment of debt issued to finance the acquisition of certain public rights of way and construction of certain public improvements in the Harvest at Upland development.

Community Facilities District 2016-2 Maintenance Fund
To account for revenues received from property holders for the payment of maintenance services including median landscaping, channel landscaping, storm drain clean outs, and asphalt slurry every 5 years within the Harvest at Upland development.

Community Facilities District 2017-1 Maintenance Fund
To account for revenues received from property holders for the payment of maintenance services including median landscaping, channel landscaping, storm drain clean outs, and asphalt slurry every 5 years within the Sycamore Hills development.

Community Facilities District 2016-1 Area 2 Fund
To account for revenues received from property holders for the payment of debt issued to finance the acquisition of certain public rights of way and construction of certain public improvements in the Harvest at Upland development.

Sanitary Sewer Facility Development Fund
To account for fees collected on behalf of IEUA to expand the region's sanitary sewage facilities to accommodate current and future growth.

Welfare Committee Fund
To account for voluntary employee used to provide future financial assistance to employees in the event of a personal financial emergency, as determined by the committee.

West End Consolidated Water Company(Water Company)
To account for monies held on behalf of the Water Company. 123 Page 194 of 1374

City of Upland
Custodial Funds
Year Ended June 30, 2025
CUSTODIAL FUNDS -Continued
Community Facilities District 2003-1
To account for revenues received from property holders for the payment of debt issued to finance the acquisition of certain public rights of way and construction of certain public improvement in the Upland 54 development.

Community Facilities District 2022-1
To account for revenues received from property holders for the payment of debt issued to finance the acquisition of certain public rights of way and construction of certain public improvement in the Enclave development.

Community Facilities District 2015-1 Area 2
To account for revenues received from property holders for the payment of debt issued to finance the acquisition of certain public rights of way and construction of certain public improvements in the Sycamore Hills development.
124 Page 195 of 1374

City of Upland
Combining Statement of Fiduciary Net Position
Custodial Funds
June 30, 2025
Community Community Community Community Community Facilities District Facilities District Facilities District Facilities District Facilities 2003-2 Area 1 2003-2 Area 2 2015-1 Area 1 2016-1 Area 1 District 2016-2 ASSETS
Cash and Investments $ 1,565,949 $ 1,333,272 $ 361,656 $ 410,236 $ 312,676 Cash with Fiscal Agent 287,726 1,328,155 728,560 578,353 - Accounts Receivable 13,819 30,941 - 269 6,139 Total Assets 1,867,494 2,692,368 1,090,216 988,858 318,815

LIABILITIES
Deposits Payable - - 27,829 150,500 15,784 Accounts Payable 1,250 1,250 1,750 1,750 - Total Liabilities 1,250 1,250 29,579 152,250 15,784

NET POSITION
Restricted for:

Organizations and Individuals 1,866,244 2,691,118 1,060,637 836,608 303,031 Other Governments - - - - -
Total Net Position $ 1,866,244 $ 2,691,118 $ 1,060,637 $ 836,608 $ 303,031 125 Page 196 of 1374

Community Community Sanitary Sewer West End Community Facilities Facilities District Facility Welfare Consolidated Facilities District 2017-1 2016-1 Area 2 Development Committee Water Co. District 2003-1 $ - $ 578,110 $ 6,564,159 $ 29,009 $ 538,680 $ 158,610 2,164,333 - - - 124,917
174 10,364 - - - 3,728
174 2,752,807 6,564,159 29,009 538,680 287,255
164,308 6,564,159 - - -
-
1,750 - - - 1,250
166,058 6,564,159 - - 1,250
174 2,586,749 - 29,009 538,680 286,005
$ 174 $ 2,586,749 $ - $ 29,009 $ 538,680 $ 286,005 Continued
126 Page 197 of 1374

City of Upland
Combining Statement of Fiduciary Net Position - Continued Custodial Funds
June 30, 2025
Community Community
Facilities Facilities District
District 2022-1 2015-1 Area 2 Total
ASSETS
Cash and Investments $ 495,741 $ 402,157 $ 12,750,255 Cash with Fiscal Agent 491,248 757,756 6,461,048 Accounts Receivable - 1,797 67,231 Total Assets 986,989 1,161,710 19,278,534

LIABILITIES
Deposits Payable 3,365 - 6,925,945
Accounts Payable 1,250 1,750 12,000 Total Liabilities 4,615 1,750 6,937,945

NET POSITION
Restricted for:

Organizations and Individuals 982,374 1,159,960 12,340,589 Other Governments - - -
Total Net Position $ 982,374 $ 1,159,960 $ 12,340,589 127 Page 198 of 1374

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128 Page 199 of 1374

City of Upland
Combining Statement of Changes in Fiduciary Net Position Custodial Funds
For the Year Ended June 30, 2025
Community Community Community Community Community Facilities District Facilities District Facilities District Facilities District Facilities 2003-2 Area 1 2003-2 Area 2 2015-1 Area 1 2016-1 Area 1 District 2016-2

ADDITIONS
Contributions:

Taxes and assessments collected for others $ 1,452,893 $ 1,347,254 $ 542,351 $ 523,038 $ 62,041 Contributions from bondholders - - - 8,512 - Investment Earnings:

Interest income - - - - -
Total Additions 1,452,893 1,347,254 542,351 531,550 62,041

DEDUCTIONS
General and administrative 16,119 23,755 2,167 - 15,185 Recipient payments - - - - -
Distribution to shareholders 1,376,584 1,313,547 548,044 512,016 - Total Deductions 1,392,703 1,337,302 550,211 512,016 15,185 Net Increase(decrease)in fiduciary net position 60,190 9,952 (7,860) 19,534 46,856 Net Position, beginning of the year 1,806,054 2,681,166 1,068,497 817,074 256,175 Net Position,end of the year $ 1,866,244 $ 2,691,118 $ 1,060,637 $ 836,608 $ 303,031 129 Page 200 of 1374

Community Community Sanitary Sewer West End Community Facilities Facilities District Facility Welfare Consolidated Facilities District 2017-1 2016-1 Area 2 Development Committee Water Co. District 2003-1 $ 12,765 $ 574,407 $ 935,613 $ - $ - $ 138,124 10,625 - - - - -
- - - 15,931 -
23,390 574,407 935,613 - 15,931 138,124
22,362 1,730 - - - 13,822
- 935,613 - - -
-
554,305 - - - 124,040
22,362 556,035 935,613 - - 137,862
1,028 18,372 - - 15,931 262
(854) 2,568,377 - 29,009 522,749 285,743
$ 174 $ 2,586,749 $ - $ 29,009 $ 538,680 $ 286,005 Continued
130 Page 201 of 1374

City of Upland
Combining Statement of Changes in Fiduciary Net Position - Continued Custodial Funds
For the Year Ended June 30, 2025
Community Community
Facilities Facilities District
District 2022-1 2015-1 Area 2 Total

ADDITIONS
Contributions:

Taxes and assessments collected for others $ 283,488 $ 584,118 $ 6,456,092 Contributions from bondholders 174,500 - 193,637 Investment Earnings:

Interest income 126,337 - 142,268
Total Additions 584,325 584,118 6,791,997

DEDUCTIONS
General and administrative - 2,187 97,327 Recipient payments 3,663,608 - 4,599,221 Distribution to shareholders 196,213 559,222 5,183,971 Total Deductions 3,859,821 561,409 9,880,519 Net Increase(decrease)in fiduciary net position (3,275,496) 22,709 (3,088,522) Net Position, beginning of the year 4,257,870 1,137,251 15,429,111 Net Position,end of the year $ 982,374 $ 1,159,960 $ 12,340,589 131 Page 202 of 1374

STATISTICAL SECTION
132 Page 203 of 1374

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133 Page 204 of 1374

City of Upland
Description of Statistical Section Contents
June 30, 2025
This part of the City of Upland's Annual Comprehensive financial report presents detailed information as a context for understanding what the information in the financial statements, note disclosures, and required supplementary information say about financial trends, revenue capacity, debt capacity, demographics, and operating information.

Contents: Pages
Financial Trends theses schedules contain trend information to help the reader understand how the City's financial performance and well-being have changed over time. 135
Revenue Capacity these schedules contain information to help the reader assess the City's most significant local revenue source, the property tax. 145 Debt Capacity these schedules present information to help the reader assess the affordability of the City's current levels of outstanding debt and the City's ability to issue additional debt in the future. 155 Demographic and Economic Information these schedules offer demographic and economic indicators to help the reader understand the environment within which the City's financial activities take place. 163 Operating Information these schedules contain service and infrastructure data to help the reader understand how the information in the City's financial report relates to the services the City provides and the activities it performs. 165 Sources: Unless otherwise noted, the information in these schedules is derived from the comprehensive annual financial reports for the relevant year.
134 Page 205 of 1374

CITY OF UPLAND

NET POSITION BY COMPONENT

LAST TEN FISCAL YEARS(ACCRUAL BASIS OF ACCOUNTING)
Fiscal Year Ended June 30,
2016 2017 2018 2019 2020
Governmental activities
Net investment in capital assets $ 269,132,382 $ 267,791,299 $ 262,318,491 $ 262,465,719 $ 266,996,077 Restricted 25,659,378 40,844,504 42,616,153 44,877,724 52,227,409 Unrestricted (64,259,153) (74,170,029) (83,164,838) (80,859,640) (74,070,557) Total governmental activities net position $ 230,532,607 $ 234,465,774 $ 221,769,806 $ 226,483,803 $ 245,152,929 Business-type activities
Net investment in capital assets $ 67,891,850 $ 68,761,226 $ 69,511,985 $ 70,481,398 $ 80,694,523 Restricted - - - - -
Unrestricted 34,916,716 39,989,572 48,033,153 54,825,737 62,335,721 Total business-type activities net position $ 102,808,566 $ 108,750,798 $ 117,545,138 $ 125,307,135 $ 143,030,244 Primary government
Net investment in capital assets $ 337,024,232 $ 336,552,525 $ 331,830,476 $ 332,947,117 $ 347,690,600 Restricted 25,659,378 40,844,504 42,616,153 44,877,724 52,227,409 Unrestricted (29,342,437) (34,180,457) (35,131,685) (26,033,903) (11,734,836) Total primary government net position $ 333,341,173 $ 343,216,572 $ 339,314,944 $ 351,790,938 $ 388,183,173 Source: Finance Division, City of Upland
135 Page 206 of 1374

Fiscal Year Ended June 30,
2021 2022 2023 2024 2025
$ 267,040,558 $ 262,699,586 $ 259,609,120 $ 269,109,213 $ 271,432,541 43,407,782 44,713,616 49,087,106 41,993,925 48,329,908
(59,600,057) (62,075,620) (50,852,573) (39,313,755) (39,121,477) $ 250,848,283 $ 245,337,582 $ 257,843,653 $ 271,789,383 $ 280,640,972 $ 11,916,179 $ 92,647,094 $ 85,967,254 $ 86,777,534 $ 87,375,896 141,256,446 73,065,524 91,632,078 95,645,601 104,327,661 $ 153,172,625 $ 165,712,618 $ 177,599,332 $ 182,423,135 $ 191,703,557 $ 278,956,737 $ 355,346,680 $ 345,576,374 $ 355,886,747 $ 358,808,437 43,407,782 44,713,616 49,087,106 41,993,925 48,329,908
81,656,389 10,989,904 40,779,505 56,331,846 65,206,184
$ 404,020,908 $ 411,050,200 $ 435,442,985 $ 454,212,518 $ 472,344,529 136 Page 207 of 1374

CITY OF UPLAND

CHANGES IN NET POSITION

LAST TEN FISCAL YEARS(ACCRUAL BASIS OF ACCOUNTING)
Fiscal Year Ended June 30,
2016 2017 2018 2019
Expenses
Governmental activities:

General government $ 5,626,905 $ 3,080,619 $ 4,539,492 $ 4,033,829 Public safety 27,178,673 32,174,086 27,927,892 27,265,506 Engineering and public works 11,049,238 9,819,952 11,468,377 12,092,590 Development services 5,214,410 5,407,099 6,624,913 6,059,857 Community services 4,308,397 3,691,035 3,370,656 4,255,538 Interest expense 281,359 358,679 715,062 840,116 Total governmental activities expenses 53,658,982 54,531,470 54,646,392 54,547,436 Business-type activities:

Water utility 16,121,912 18,483,205 19,989,900 21,525,637 Solid waste utility 9,602,172 10,051,229 11,042,468 12,316,577 Sewer utility 7,063,779 7,818,112 9,285,699 9,387,370 Total business-type activities expenses 32,787,863 36,352,546 40,318,067 43,229,584 Total primary government expenses $ 86,446,845 $ 90,884,016 $ 94,964,459 $ 97,777,020 Program Revenues
Governmental activities:

Charges for services:

General government $ 1,124,713 $ 305,373 $ 382,010 $ 1,187,018 Public safety 3,789,627 3,541,745 1,827,271 1,866,761 Engineering and public works 246,341 776,173 4,207,550 2,991,516 Development services 4,933,961 5,461,323 5,245,335 5,876,464 Community services 1,072,754 495,702 546,702 581,989 Operating grants and contributions 5,120,131 5,933,967 2,066,407 2,340,876 Capital grants and contributions 3,926,465 4,337,377 6,604,091 7,305,417 Total governmental activities
program revenues 20,213,992 20,851,660 20,879,366 22,150,041 Business-type activities
Charges for services:

Water utility 18,601,289 21,299,753 28,076,336 26,203,575 Solid waste utility 10,544,776 11,103,446 11,687,415 12,677,799 Sewer utility 8,068,428 9,705,668 10,144,832 10,573,571 Operating grants and contributions 15,519 63,207 70,598 57,708 Capital grants and contributions - - - 1,544,529 Total business-type activities
program revenues 37,230,012 42,172,074 49,979,181 51,057,182 Total primary government
program revenues $ 57,444,004 $ 63,023,734 $ 70,858,547 $ 73,207,223 Net(expenses)/revenue
Governmental activities $ (33,444,990) $ (33,679,810) $ (33,767,026) $ (32,397,395) Business-type activities 4,442,149 5,819,528 9,661,114 7,827,598 Total net revenues(expense) $ (29,002,841) $ (27,860,282) $ (24,105,912) $ (24,569,797) 137 Page 208 of 1374

Fiscal Year Ended June 30,
2020 2021 2022 2023 2024 2025
$ 3,740,648 $ 2,148,712 $ 899,152 $ 3,048,383 $ 7,280,196 $ 10,177,540 23,786,129 31,674,977 40,906,101 29,552,941 33,472,402 35,369,622 3,524,461 14,653,574 14,788,452 14,227,015 13,757,703 15,596,022 5,931,597 5,682,894 6,223,444 8,171,072 9,532,464 11,846,049 3,910,878 3,642,911 4,449,233 5,364,573 6,866,661 7,309,119 817,235 783,846 609,129 1,003,034 950,888 552,610 41,710,948 58,586,914 67,875,511 61,367,018 71,860,314 80,850,962 20,513,809 22,480,852 25,757,917 21,432,764 25,364,080 27,676,498 13,787,098 14,487,585 15,591,348 17,899,520 18,587,584 21,204,315 9,946,531 10,663,464 10,330,964 12,136,617 12,599,689 12,925,965 44,247,438 47,631,901 51,680,229 51,468,901 56,551,353 61,806,778 $ 85,958,386 $ 106,218,815 $ 119,555,740 $ 112,835,919 $ 128,411,667 $ 142,657,740 $ 583,514 $ 795,356 $ 359,602 $ 270,918 $ 281,344 $ 548,786 1,644,528 1,223,941 1,296,694 1,219,507 1,438,661 2,000,514 5,038,970 4,002,120 898,698 1,557,226 1,915,037 1,693,608 6,038,238 6,066,211 8,031,377 9,613,043 9,670,222 10,868,408 395,733 934,551 519,862 590,286 684,158 1,082,796 2,518,963 4,433,802 5,469,996 7,617,728 9,299,532 7,727,744 8,229,671 7,219,514 4,881,792 7,071,529 9,814,696 11,474,903 24,449,617 24,675,495 21,458,021 27,940,237 33,103,650 35,396,759 27,703,940 29,333,341 28,937,984 32,893,440 29,057,054 33,885,917 13,772,383 14,643,704 16,686,834 17,450,624 18,516,900 20,298,341 10,606,800 10,818,913 10,595,087 11,601,219 12,005,283 13,177,765 - 23,630 26,198 74,253 39,893 104,040 9,882,981 2,903,615 2,622,455 - - -
61,966,104 57,723,203 58,868,558 62,019,536 59,619,130 67,466,063 $ 86,415,721 $ 82,398,698 $ 80,326,579 $ 89,959,773 $ 92,722,780 $ 102,862,822 $ (17,261,331) $ (33,911,419) $ (46,417,490) $ (33,426,781) $ (38,756,664) $ (45,454,203) 17,718,666 10,091,302 7,188,329 10,550,635 3,067,777 5,659,285 $ 457,335 $ (23,820,117) $ (39,229,161) $ (22,876,146) $ (35,688,887) $ (39,794,918) 138 Page 209 of 1374

CITY OF UPLAND

CHANGES IN NET POSITION

LAST TEN FISCAL YEARS(ACCRUAL BASIS OF ACCOUNTING)
Fiscal Year Ended June 30,
2016 2017 2018 2019
General Revenues and Other
Changes in Net Position
Governmental activities:

Taxes
Property taxes $ 19,309,037 $ 20,482,854 $ 16,343,119 $ 16,831,839 Sales taxes 13,909,909 13,293,304 13,673,539 14,507,927 Other taxes 1,778,356 2,740,447 2,696,807 2,692,051 Investment income 216,843 326,531 (90,335) 1,012,981 Motor vehicle in lieu 429,308 223,315 40,421 36,969 Gain on sale of assets 32,589 4,180 - 132,623 Miscellaneous revenue 394,567 355,677 321,564 271,298 Special Item(Note 16) - - (5,562,967) - Transfers (3,000) 67,000 - 814,669
Total governmental activities 36,067,609 37,493,308 27,422,148 36,300,357 Business-type activities:

Investment income 148,205 189,704 415,529 761,947 Gain on sale of assets - - - (12,879) Legal Settlement - - - -
Transfers 3,000 (67,000) - (814,669) Total business-type activities 151,205 122,704 415,529 (65,601) Total primary government $ 36,218,814 $ 37,616,012 $ 27,837,677 $ 36,234,756 Changes in Net Position
Governmental activities $ 2,622,619 $ 3,813,498 $ (6,344,878) $ 3,902,962 Business-type activities 4,593,354 5,942,232 10,076,643 7,761,997 Total primary government $ 7,215,973 $ 9,755,730 $ 3,731,765 $ 11,664,959 Source: Finance Division, City of Upland
139 Page 210 of 1374

Fiscal Year Ended June 30,
2020 2021 2022 2023 2024 2025
$ 18,055,721 $ 18,818,701 $ 19,089,687 $ 20,342,692 $ 21,830,284 $ 22,726,721 13,579,780 16,876,712 18,469,789 21,274,685 24,592,071 23,802,311 2,819,493 2,895,754 3,614,267 3,646,945 3,809,018 3,305,923 1,232,765 927,392 (564,701) 478,142 2,309,113 3,689,678 62,114 57,805 90,702 81,119 97,530 124,346 - - - 15,000 - -
180,584 30,374 207,045 94,269 72,078 121,115 - - - - (7,700) 535,698
35,930,457 39,606,738 40,906,789 45,932,852 52,702,394 54,305,792 1,187,036 51,079 (1,472,061) 1,336,079 1,748,326 2,969,387 - - 6,823,725 - -- - - - 7,700 (535,698) 1,187,036 51,079 5,351,664 1,336,079 1,756,026 2,433,689 $ 37,117,493 $ 39,657,817 $ 46,258,453 $ 47,268,931 $ 54,458,420 $ 56,739,481 $ 18,669,126 $ 5,695,319 $ (5,510,701) $ 12,506,071 $ 13,945,730 $ 8,851,589 18,905,702 10,142,381 12,539,993 11,886,714 4,823,803 8,092,974 $ 37,574,828 $ 15,837,700 $ 7,029,292 $ 24,392,785 $ 18,769,533 $ 16,944,563 140 Page 211 of 1374

CITY OF UPLAND

FUND BALANCES OF GOVERNMENTAL FUNDS

LAST TEN FISCAL YEARS(MODIFIED ACCRUAL BASIS OF ACCOUNTING) Fiscal Year Ended June 30,
2016 2017 2018 2019 2020
General Fund
Nonspendable $ 63,831 $ 75,325 $ 64,869 $ 73,803 $ 68,061 Restricted - - 18,473 18,473 53,073 Committed - - 4,670,418 4,670,418 7,750,840
Assigned - - - - -
Unassigned 14,478,664 15,254,150 9,479,082 18,538,881 16,404,123 Total General Fund $ 14,542,495 $ 15,329,475 $ 14,232,842 $ 23,301,575 $ 24,276,097 Other governmental funds
Nonspendable $ - $ - $ - $ - $ - Restricted 38,524,248 39,563,384 42,616,153 44,979,990 53,645,011 Committed - - - - -
Assigned - - 7,531 - -
Unassigned (254,428) (4,088) (296) - (246,676) Total Other Governmental Funds $ 38,269,820 $ 39,559,296 $ 42,623,388 $ 44,979,990 $ 53,398,335 Source: Finance Division, City of Upland
141 Page 212 of 1374

Fiscal Year Ended June 30,
2021 2022 2023 2024 2025
$ 178,650 $ 109,886 $ 140,904 $ 153,335 $ 244,231 10,733,983 2,735,148 4,014,932 7,540,179 10,911,937 15,137,875 12,434,329 15,048,573 16,372,608 17,980,673 4,491,000 - - - -
249,245 (11,880,703) (9,434,292) (6,244,888) (7,487,145) $ 30,790,753 $ 3,398,660 $ 9,770,117 $ 17,821,234 $ 21,649,696 $ - $ - $ - $ - $ -
55,210,075 57,068,653 63,901,813 59,078,844 62,354,575 - 191,505 440,421 1,297,145 869,320
(684,266) (388,217) (561,356) (1,189,446) (2,978,616) $ 54,525,809 $ 56,871,941 $ 63,780,878 $ 59,186,543 $ 60,245,279 142 Page 213 of 1374

CITY OF UPLAND

CHANGES IN FUND BALANCES OF GOVERNMENTAL FUNDS

LAST TEN FISCAL YEARS(MODIFIED ACCRUAL BASIS OF ACCOUNTING) Fiscal Year Ended June 30,
2016 2017 2018 2019
Revenues
Taxes $ 37,799,228 $ 38,830,352 $ 32,719,390 $ 36,119,214 Licenses and permits 1,875,032 3,009,862 5,164,222 4,354,120 Charges for services 5,392,160 5,857,984 2,785,383 3,055,102 Fines and penalties 594,417 619,646 646,874 989,437 Investment income 187,819 86,173 38,881 1,813,945 Rental income 4,013,904 4,191,730 4,738,192 5,003,949 Intergovernmental _ 5,435,521 5,798,858 5,579,860 5,518,173 Other 1,273,394 1,742,663 934,735 1,727,759 Total revenues 56,571,475 60,137,268 52,607,537 58,581,699 Expenditures
General government 3,658,673 4,950,630 2,154,855 1,918,770 Public safety 28,178,150 31,733,042 23,950,547 23,653,097 Engineering and public works 7,874,070 9,380,001 15,361,147 12,907,584 Development services 5,262,923 5,446,549 6,366,818 5,343,038 Community services 4,216,350 3,518,510 3,170,399 3,279,498 Debt service:

Principal 258,368 288,319 18,677,299 674,583 Interest 296,236 360,854 715,062 840,116 Issuance Costs - - - -
Fiscal charges 2,258 3,575 - -
Total expenditures 49,747,028 55,681,480 70,396,127 48,616,686 Excess(deficiency)of revenues
over(under)expenditures 6,824,447 4,455,788 (17,788,590) 9,965,013 Other financing sources(uses)
Transfers in 1,208,553 517,960 224,081 1,035,556 Transfers out (1,525,154) (2,164,720) (3,693,295) (518,892) Proceeds from sale of capital assets 1,600 - - 132,623 Issuance of capital leases 200,524 - - -
Issuance of bonds/debt - - 22,210,487 -
Total other financing sources(uses) (114,477) (1,646,760) 18,741,273 649,287 Special Item
Payment to Unfunded Pension Liability - - - - Net change in fund balances $ 6,709,970 $ 2,809,028 $ 952,683 $ 10,614,300 Debt service as a percentage of
noncapital expenditures* 1.1% 1.3% 31.7% 3.6% * This percentage is computed as: Debt Service divided by Non-Capital Expenditures 143 Page 214 of 1374

Fiscal Year Ended June 30,
2020 2021 2022 2023 2024 2025
$ 35,505,234 $ 39,675,488 $ 42,615,113 $ 46,902,560 $ 51,780,541 $ 49,880,578 6,164,957 5,955,190 3,306,914 4,057,710 2,795,891 2,506,381 2,843,447 2,384,400 2,758,438 2,984,757 3,269,621 3,172,342 893,964 542,604 600,186 640,866 768,611 946,800 1,679,486 829,306 (2,483,759) 180,020 5,751,698 3,634,827 5,156,573 5,259,555 5,259,156 5,583,798 6,594,154 741,594 6,812,160 8,241,316 9,906,508 12,546,825 13,346,137 586,856 550,605 627,760 700,456 639,097 425,172 621,435 59,606,426 63,515,619 62,663,012 73,535,633 84,731,825 62,090,813 1,956,329 2,255,746 3,442,633 4,758,071 5,391,562 6,800,253 25,977,681 27,381,746 28,134,960 27,373,694 30,983,155 32,800,878 9,842,367 14,744,656 12,307,298 12,279,130 25,344,159 10,121,042 5,735,938 5,683,606 6,223,444 8,171,072 9,532,464 4,053,722 3,240,983 3,193,155 3,817,256 4,900,947 6,369,409 5,531,850 695,406 739,578 13,621,275 910,541 947,386 290,880 817,235 783,846 609,129 1,003,034 950,888 220,359 - 167,472 - - -
48,265,939 54,782,333 68,323,467 59,396,489 79,519,023 59,818,984 11,340,487 8,733,286 (5,660,455) 14,139,144 5,212,802 2,271,829 1,725,996 593,000 290,000 1,747,052 19,114,761 1,941,486 (3,673,616) (1,715,374) (2,158,150) (2,620,802) (20,870,781) (384,853) 31,218 - 15,000 - -
- - 12,982,644 - - -
(1,947,620) (1,091,156) 11,114,494 (858,750) (1,756,020) 1,556,633 - - (30,500,000) - - -
$ 9,392,867 $ 7,642,130 $ (25,045,961) $ 13,280,394 $ 3,456,782 $ 3,828,462

4.1% 3.1% 21.8% 3.4% 3.0% 1.0%
144 Page 215 of 1374

CITY OF UPLAND

ASSESSED VALUE AND ESTIMATED ACTUAL VALUE OF TAXABLE PROPERTY (IN THOUSANDS OF DOLLARS)

LAST TEN FISCAL YEARS
Fiscal Year Ended June 30,
2016 2017 2018 2019 2020
Residential $ 6,401,935 $ 6,697,951 $ 7,059,507 $ 7,440,680 $ 7,822,956 Commercial 875,269 908,646 991,548 1,059,249 1,092,437 Industrial 342,277 350,443 377,242 401,508 405,874 Dry Farm 470 477 487 497 507 Govt. Owned 1,003 1,018 1,039 1,060 1,554 Institutional 9,826 13,908 11,982 12,730 8,269 Irrigated 2,015 1,640 1,673 1,707 1,741 Miscellaneous 80,400 103,978 76,233 78,464 84,498 Recreational 14,804 14,162 13,758 13,812 14,875 Vacant 84,782 91,043 132,223 127,536 150,349
SBE Nonunitary 70 70 70 69 180 Unsecured 268,858 249,241 230,214 246,034 251,133 TOTALS $ 8,081,709 $ 8,432,577 $ 8,895,976 $ 9,383,344 $ 9,834,373 Total Direct Rate 0.17492% 0.17492% 0.17492% 0.08257% 0.09093% Note: The State Constitution requires property to be assessed at one hundred percent of the most recent purchase price, plus an increment of no more than two percent annually, plus any local overrides. These values are considered to be full market values.

Source: San Bernardino County Assessor 2015/16 - 2024/25 Combined Tax Rolls; HdL Coren &Cone
145 Page 216 of 1374

Fiscal Year Ended June 30,
2021 2022 2023 2024 2025
$ 8,303,185 $ 8,718,266 $ 9,343,041 $ 9,956,562 $ 10,441,285 1,146,927 1,190,138 1,233,308 1,313,281 1,363,946
436,283 452,734 492,890 514,207 536,451
621 627 640 653 666
1,585 1,965 1,136 1,159 1,700
8,177 9,108 7,515 7,550 5,164
1,775 430 438 447 456
95,151 92,426 93,673 98,861 104,895
14,940 15,410 16,897 19,138 20,915
132,343 94,275 104,706 92,650 97,937
180 180 180 27 27
239,443 240,310 253,506 285,697 293,739
$ 10,380,611 $ 10,815,869 $ 11,547,930 $ 12,290,232 $ 12,867,181

0.09079% 0.09099% 0.09141% 0.09124% 0.09115%
146 Page 217 of 1374

CITY OF UPLAND

WATER SALES BY USER TYPE

LAST TEN FISCAL YEARS
Residential Commercial Public Agency Irrigation Fiscal Gallons %of Gallons %of Gallons %of Gallons %of Year Consumed Total Consumed Total Consumed Total Consumed Total 2016 3,566,689,896 70.7% 650,598,432 12.9% 176,596,816 3.5% 649,350,020 12.9% 2017 3,848,856,440 71.0% 680,205,768 12.5% 177,463,748 3.3% 717,650,648 13.2% 2018 4,243,225,976 70.1% 717,147,992 11.8% 186,568,404 3.1% 909,118,452 15.0% 2019 3,804,467,128 69.4% 659,586,400 12.0% 165,040,216 3.0% 852,306,356 15.5% 2020 3,940,665,212 71.5% 592,244,708 10.7% 167,931,236 3.0% 813,682,628 14.8% 2021 4,359,818,232 71.5% 593,676,380 9.7% 212,988,512 3.5% 934,994,764 15.3% 2022 4,124,359,800 71.6% 561,967,164 9.8% 180,236,584 3.1% 889,946,464 15.5% 2023 3,265,848,784 71.8% 512,313,428 11.3% 138,144,380 3.0% 633,130,388 13.9% 2024 3,359,342,052 72.0% 516,624,152 11.1% 146,300,572 3.1% 644,970,480 13.8% 2025 3,895,117,248 70.8% 587,041,620 10.7% 174,605,640 3.2% 843,140,364 15.3% Source: Finance Division,City of Upland
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148 Page 219 of 1374

CITY OF UPLAND

DIRECT AND OVERLAPPING PROPERTY TAX RATES
(RATE PER$100 OF TAXABLE VALUE)

LAST TEN FISCAL YEARS
_ Fiscal Year Ended June 30,
Agency 2016 2017 2018 2019
Basic Levy' 1.00000 1.00000 1.00000 1.00000
Alta Loma Elementary Bond 0.04170 0.04080 0.05640 0.06800 Central Elementary Bond 0.06500 0.06880 0.06700 0.04650 Chaffey Community College Bond 0.01130 0.01160 0.00880 0.01530 Chaffey High School Bond 0.04090 0.03190 0.02790 0.04020 Metropolitan Water Agency 0.00350 0.00350 0.00350 0.00350 Ontario-Montclair Elementary Bond 0.02680 0.02640 0.05570 0.05550 Upland Unified School Bond 0.05250 0.06070 0.05510 0.05870 Total Direct&Overlapping2 Tax Rates 1.24170 1.24370 1.27440 1.28770 City Share of 1%levy per Prop 133 0.17482 0.17482 0.17482 0.08042 Total Direct Rate 0.17492 0.17492 0.17492 0.08257 Notes:

In 1978,California voters passed Proposition 13 which set the property tax rate at a 1.00%fixed amount.

This 1.00%is shared by all taxing agencies for which the subject property resides within. In addition to the

1.00%fixed amount, property owners are charged taxes as a percentage of assessed property values for the payment of any voter approved bonds.
2 Overlapping rates are those of local and county governments that apply to property owners within the City.

Not all overlappping rates apply to all city property owners. 3 City's Share of 1%Levy is based on the City's share of the general fund tax rate area with the largest net taxable value within the City.The ERAF portion of the City's Levy has been subtracted where known.

Source:San Bernardino County Assessor 2015/16-2024/25 Tax Rate Table; HdL Goren&Cone 149 Page 220 of 1374

Fiscal Year Ended June 30,
2020 2021 2022 2023 2024 2025

1.00000 1.00000 1.00000 1.00000 1.00000 1.00000

0.06530 0.04570 0.07300 0.06280 0.04520 0.04490

0.05020 0.04890 0.06140 0.05120 0.04870 0.04750

0.02410 0.01110 0.01770 0.01370 0.01000 0.01000

0.03750 0.03520 0.03710 0.02940 0.03160 0.03180

0.00350 0.00350 0.00350 0.00350 0.00350 0.00700

0.04280 0.04580 0.04550 0.04220 0.03660 0.04240

0.05600 0.05150 0.06340 0.04630 0.05180 0.04280

1.27940 1.24170 1.30160 1.24910 1.22740 1.22640

0.09353 0.09353 0.09353 0.09353 0.09353 0.09353

0.09330 0.09079 0.09099 0.09141 0.09124 0.09115
150 Page 221 of 1374

CITY OF UPLAND

PRINCIPAL PROPERTY TAXPAYERS

CURRENT YEAR AND TEN YEARS AGO
2025 2016
Taxable Percentage of Taxable Percentage of
Assessed Total Taxable Assessed Total Taxable Taxpayer Value Rank Assessed Value Value Rank Assessed Value Colonies-Pacific LLC $ 180,949,177 1 1.41% $ 140,017,686 1 1.73% Lucas Upland LLC 85,312,800 2 0.66%
Benson Owner LLC 84,012,300 3 0.65%
Upland Evergreen SPE LLC 63,481,028 4 0.49% College Park Apartment Homes LP 57,757,835 5 0.45% 57,344,941 2 0.71% MG Stoneridge Village Grove LLC 50,476,741 6 0.39% 42,839,161 3 0.53% Rancho Monte Vista Apartment Homes 48,959,165 7 0.38% 41,655,748 4 0.52% CT Retail Properties Finance II LLC 47,052,993 8 0.37% 39,933,460 5 0.49% WNG Mountain Spring GP 43,045,449 9 0.33% 36,532,291 6 0.45% College Business Park LLC 40,271,912 10 0.31% 34,726,001 7 0.43% Dee Matreyek Kurth Non Exempt Trust 33,597,673 8 0.42% NU-168 Apartments LLC 32,611,513 9 0.40% Bre Paragon MF Alvista Portofino 27,228,209 10 0.34% Totals $ 701,319,400 5.45% $ 486,486,683 6.02% Source:San Bernardino County Assessor 2024/25 Combined Tax Roll and the SBE Non Unitary Tax Roll 151 Page 222 of 1374

CITY OF UPLAND

PRINCIPAL WATER PURCHASERS

CURRENT YEAR AND TEN YEARS AGO
2025 2016
Percentage of Percentage of
Gallons Total Gallons Gallons Total Gallons
Water Purchaser Consumed Rank Consumed Consumed Rank Consumed City of Upland 253,085,800 1 4.6% 169,469,872 1 3.4% Wetrustin Investment Inc. 114,981,064 2 2.1% Upland Unified School District 97,394,836 3 1.8% 109,651,564 4 2.2% Mountain View Land Co. 66,005,016 4 1.2% 126,442,668 3 2.5% San Antonio Community Hospital 45,973,576 5 0.8% 55,958,628 5 1.1% Upland Hills Estates HOA 42,003,940 6 0.8% 38,378,384 6 0.8% Upland Hills CC COA 38,648,412 7 0.7% 28,020,828 8 0.6% State of California Dept of Transportation 36,207,688 8 0.7% 26,759,700 9 0.5% Upland Cascade 29,213,888 9 0.5%
Upland Meadows Management CO. 27,496,480 10 0.5% 29,282,704 7 0.6% College Park Apartment Homes 22,307,604 10 0.4% Upland Development,LLC 137,632,000 2 2.7% Totals 751,010,700 13.7% 743,903,952 14.8% Source: Finance Division,City of Upland
152 Page 223 of 1374

CITY OF UPLAND

PROPERTY TAX LEVIES AND COLLECTIONS

LAST TEN FISCAL YEARS
Collected within the
Fiscal Taxes Levied Fiscal Year of Levy Collections in Total Collections to Date Year Ended for the Percent Subsequent Percent June 30, Fiscal Year Amount of Levy Years(1) Amount of Levy 2016 11,319,306 11,049,460 97.62% N/A 11,049,460 97.62% 2017 11,883,283 11,615,501 97.75% N/A 11,615,501 97.75% 2018 12,310,682 12,120,710 98.46% N/A 12,120,710 98.46% 2019 1 6,032,861 5,900,839 97.81% N/A 5,900,839 97.81 2020 7,326,803 7,162,370 97.76% N/A 7,162,370 97.76% 2021 7,730,056 7,623,675 98.62% N/A 7,623,675 98.62% 2022 8,029,078 7,904,847 98.45% N/A 7,904,847 98.45% 2023 8,585,254 8,425,740 98.14% N/A 8,425,740 98.14% 2024 9,101,264 8,913,917 97.94% N/A 8,913,917 97.94% 2025 9,437,933 9,239,221 97.89% N/A 9,239,221 97.89% Notes:

Source: Data provided by the San Bernardino County Assessor's Office for collection of prior years taxes does not segregate the information by fiscal year. Therefore, the City is not able to provide this information in the above shcedule.
1Change from prior years due to City's Annexation with San Bernadino County for Fire Services. 153 Page 224 of 1374

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CITY OF UPLAND

RATIOS OF OUTSTANDING DEBT BY TYPE

LAST TEN FISCAL YEARS
Governmental
Activities
Fiscal Lease Total
Year Ended Revenue Housing Capital Clean Renewable Governmental June 30, Bonds Bonds Leases Energy Bonds Activities 2016 250,000 18,000,000 187,156 - 18,437,156 2017 - 18,000,000 148,837 - 18,148,837
2018 - 14,420,150 2,736,044 4,525,832 21,682,026 2019 - 13,905,615 2,607,411 4,494,189 21,007,215 2020 - 13,372,270 2,467,202 4,472,265 20,311,737 2021 - 12,815,345 2,315,651 4,441,631 19,572,628 2022 - 12,402,398 2,145,397 4,386,028 18,933,823 2023 - 11,746,651 1,974,260 4,302,372 18,023,282 2024 - 11,070,352 1,801,523 4,204,025 17,075,900 2025 - 10,372,857 1,624,656 4,090,007 16,087,520 Note: Details regarding the City's outstanding debt can be found in the notes to the financial statements. (a) This ratio is calculated using personal income and population for the prior calendar year.

Source: Notes to the Financial Statements, Long Term Debt Section 155 Page 226 of 1374

Business-type Activities
Water Total Percentage Debt Fiscal
Lease Revenue Direct Primary of Personal Per Year Ended Bonds Borrowings Government Income(a) Capita(a) June 30, 9,658,875 28,096,031 1.29% 370.79 2016
8,809,529 26,958,366 1.21% 351.07 2017
8,435,184 30,117,210 1.32% 391.05 2018
8,045,838 29,053,053 1.20% 370.19 2019
7,646,493 1,376,000 29,334,230 1.17% 372.20 2020 7,232,147 1,698,627 28,503,402 1.05% 363.04 2021 22,570,000 1,354,627 42,858,450 1.56% 541.56 2022 21,433,000 11,574,655 51,030,937 1.68% 651.10 2023 20,543,000 15,910,484 53,529,384 1.62% 683.78 2024 19,103,000 15,494,118 50,684,638 1.42% 640.44 2025 156 Page 227 of 1374

CITY OF UPLAND

DIRECT AND OVERLAPPING BOND DEBT
JUNE 30,2025
2024-25 Assessed Valuation: $12,849,950,347 Total Debt City's Share of
OVERLAPPING TAX AND ASSESSMENT DEBT: 6/30/2025 %Applicable(1) Debt 6/30/25 Metropolitan Water District $17,155,000 0.316% $54,210 Chaffey Community College District 440,580,000 7.428 32,726,282 Upland Unified School District 71,361,110 92.754 66,190,284 Chaffey Union High School District 640,477,530 0.761 4,874,034 Alta Loma School District 53,147,782 0.607 322,607 Central School District 72,351,172 1.879 1,359,479 Ontario-Montclair School District 123,330,015 2.616 3,226,313 Upland Unified School District Community Facilities District No.99-1 701,000 100 701,000 Upland Unified School District Community Facilities District No.01-1 1,141,000 100 1,141,000 City of Upland Community Facilities District No.2003-1 930,000 100 930,000 City of Upland Community Facilities District No.2003-2,I.A.Nos.1&2 23,436,000 100 23,436,000 City of Upland Community Facilities District No.2015-1,I.A.No.1 8,505,000 100 8,505,000 City of Upland Community Facilities District No.2015-1,I.A.No.2 8,700,000 100 8,700,000 City of Upland Community Facilities District No.2016-1,I.A.No.1 7,550,000 100 7,550,000 City of Upland Community Facilities District No.2016-1,I.A.No.2 7,725,000 100 7,725,000 City of Upland Community Facilities District No.2022-1 4,305,000 100 4,305,000 TOTAL OVERLAPPING TAX AND ASSESSMENT DEBT $171,746,209 DIRECT AND OVERLAPPING GENERAL FUND DEBT:

San Bernardino County General Fund Obligations $100,765,000 3.761% $3,789,772 San Bernardino County Flood Control District General Fund Obligations 37,295,000 3.761 1,402,665 Chaffey Community College District General Fund Obligations 21,770,000 7.428 1,617,076 City of Upland Equipment Lease Obligations 5,714,663 100 5,714,663 City of Upland Housing Revenue Bonds 10,372,857 100 10,372,857 TOTAL GROSS DIRECT AND OVERLAPPING GENERAL FUND DEBT $22,897,033 Less: City of Upland Housing Revenue Bonds(100%supported from housing related revenues) 10.372.857 TOTAL NET DIRECT AND OVERLAPPING GENERAL FUND DEBT $12,524,176 OVERLAPPING TAX INCREMENT DEBT(Successor Agency): $8,610,000 100.00% $8,610,000 TOTAL GROSS DIRECT DEBT $16,087,520
TOTAL NET DIRECT DEBT $5,714,663
TOTAL OVERLAPPING DEBT $187,165,722
GROSS COMBINED TOTAL DEBT $203,253,242 (2) NET COMBINED TOTAL DEBT $192,880,385
Ratios to 2024-25 Assessed Valuation:

Total Overlapping Tax and Assessment Debt 1.34% Total Gross Direct Debt($16,087,520) 0.13%
Total Net Direct Debt($5,714,663) 0.04%
Gross Combined Total Debt 1.58%
Net Combined Total Debt 1.50%
Ratios to Redevelopment Successor Agency Incremental Valuation ($2,492,582,280):

Total Overlapping Tax Increment Debt 0.35%
Source:California Municipal Statistics,Inc.,Avenu Insights&Analytics (1)The percentage of overlapping debt applicable to the city is estimated using taxable assessed property value. Applicable percentages were estimated by determining the portion of the overlapping district's assessed value that is within the boundaries of the city divided by the district's total taxable assessed value. (2)Excludes tax and revenue anticipation notes,enterprise revenue,mortgage revenue and non-bonded capital lease obligations. 157 Page 228 of 1374

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CITY OF UPLAND

LEGAL DEBT MARGIN INFORMATION

LAST TEN FISCAL YEARS
Fiscal Year Ended June 30,
2016 2017 2018 2019
Debt Limit $ 1,210,072,895 $ 1,263,218,981 $ 1,332,692,325 $ 1,405,592,832 Total Net Debt Applicable to Limit - - - - Legal Debt Margin $ 1,210,072,895 $ 1,263,218,981 $ 1,332,692,325 $ 1,405,592,832 Total Net Debt Applicable to The Limit
As a Percentage of Debt Limit 0.00% 0.00% 0.00% 0.00% Legal Debt Margin Calculation for Fiscal Year 2025:

Assessed Valuation $ 12,849,950,347
Debt Limit(15%of Assessed Value) 1,927,492,552
Debt Applicable to Limit:

General Obligation Bonds -
Legal Debt Margin $ 1,927,492,552
Note:The Government Code of the State of California provides for a legal debt limit of 15%of gross assessed valuation.

Source:San Bernardino County Assessor 2024/25 Combined Tax Rolls; HdL Goren&Cone 159 Page 230 of 1374

Fiscal Year Ended June 30,
2020 2021 2022 2023 2024 2025
$ 1,473,057,903 $ 1,555,306,986 $ 1,620,861,059 $ 1,729,942,942 $ 1,841,024,922 $ 1,927,492,552 $ 1,473,057,903 $ 1,555,306,986 $ 1,620,861,059 $ 1,729,942,942 $ 1,841,024,922 $ 1,927,492,552

0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 160 Page 231 of 1374

CITY OF UPLAND

PLEDGED REVENUE COVERAGE

LAST TEN FISCAL YEARS
Water Bonds
Fiscal Water Less: Net
Year Ended Charges Operating Available Debt Service June 30, and Other Expenses Revenue Principal Interest Coverage 2016 18,601,416 13,367,187 5,234,229 760,000 419,150 4.44 2017 21,436,735 17,418,778 4,017,957 815,000 361,406 3.42 2018 28,076,336 18,979,818 9,096,518 340,000 340,868 13.36 2019 26,203,575 19,636,043 6,567,532 355,000 327,673 9.62 2020 35,276,713 19,764,310 15,512,403 365,000 313,174 22.87 2021 31,669,481 22,037,035 9,632,446 380,000 336,250 13.45 2022 29,738,329 23,362,761 6,375,568 395,000 235,995 10.10 2023 34,373,547 20,159,227 14,214,320 870,000 394,916 11.24 2024 29,937,713 23,249,967 6,687,746 890,000 375,605 5.28 2025 33,514,887 23,639,533 9,875,354 1,440,000 354,465 5.50 Note: Water Charges and Other includes total revenues (including joint venture net income).

Operating Expenses are exclusive of depreciation.

Source: Finance Division, City of Upland
161 Page 232 of 1374

Special Assessment Bonds
Special
Assessment Debt Service
Collections Principal Interest Coverage
2,731,961 1,305,000 1,441,090 0.99
2,863,814 1,160,000 1,635,846 1.02
2,822,587 1,250,000 1,598,954 0.99
3,384,728 1,330,000 1,666,350 1.13
3,946,683 1,631,434 1,996,055 1.09
4,093,614 1,640,000 2,200,853 1.07
5,035,779 1,890,000 2,443,621 1.16
4,853,097 1,430,000 1,878,042 1.47
4,922,666 2,365,000 2,073,633 1.11
5,694,978 2,749,000 2,434,970 1.10
162 Page 233 of 1374

CITY OF UPLAND

DEMOGRAPHIC AND ECONOMIC STATISTICS

LAST TEN CALENDAR YEARS
Personal Per
Income Capita
Calendar (in thousands Personal School Unemployment Year Population of dollars) Income Enrollment Rate 2015 75,774 $ 2,182,404 $ 28,801 11,138 4.8% 2016 76,790 $ 2,226,460 $ 28,994 11,028 4.2% 2017 77,017 $ 2,274,591 $ 29,533 10,913 2.5% 2018 78,481 $ 2,417,412 $ 30,802 10,702 3.3% 2019 78,814 $ 2,503,598 $ 31,765 10,580 3.1 2020 78,513 $ 2,702,987 $ 34,427 10,228 8.7% 2021 79,139 $ 2,755,435 $ 34,817 10,210 6.4% 2022 78,376 $ 3,030,619 $ 38,667 10,079 3.4% 2023 78,285 $ 3,313,640 $ 42,327 9,804 3.8% 2024 79,140 $ 3,565,174 $ 45,048 9,496 4.2% Sources: HdL, Coren & Cone and the California Department of Education 163 Page 234 of 1374

CITY OF UPLAND

PRINCIPAL EMPLOYERS

CURRENT YEAR AND TEN YEARS AGO
2025 2016
Percentage of Percentage of
Total City Total City
Employer Employees Rank Employment Employees Rank Employment San Antonio Regional Hospital 2,000 1 4.6% 2,020 1 5.4% Upland Unified School District 1,272 2 2.9% 956 2 2.5% VCI Construction 458 3 1.1% 210 8 0.6% Holliday Rock Co. Inc 450 4 1.0% 203 9 0.5% Upland Rehabilitation &Care Center 370 5 0.8% 320 4 0.8% Lewis Group 318 6 0.7% 220 7 0.6%
City of Upland 302 7 0.7% 386 3 1.0% Target 283 8 0.6% 265 6 0.7%
Bullwinkles Family Fun Center 215 9 0.5%
Amazon Fresh 200 10 0.5%
Walmart 315 5 0.8%
Allied Professional Nursing Care, Inc 200 10 0.5% Totals 5,868 13.5% 5,095 13.5%
Source: Upland Chamber of Commerce, Finance Division& Development Services 164 Page 235 of 1374

CITY OF UPLAND

FULL-TIME EQUIVALENT CITY GOVERNMENT EMPLOYEES BY FUNCTION

LAST TEN FISCAL YEARS
Fiscal Year Ended June 30,
Function 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 General government 64.00 58.00 58.00 57.00 67.00 68.00 55.00 56.00 56.00 58.00 Public safety
Police
Officers 74.00 75.00 75.00 75.00 75.00 75.00 78.00 78.00 78.00 80.00 Civilians 26.00 30.00 31.00 37.00 30.00 31.00 41.00 41.00 44.00 44.00 Fire
Firefighters and officers 40.00 40.00 - - - - - - - - 'Civilians 9.00 9.00 - - - - - - - - Highways and streets
Engineering 3.00 3.00 3.00 3.00 3.00 3.00 4.00 4.00 4.00 4.00 Operations 23.50 23.50 23.50 23.50 23.50 24.50 34.00 36.00 37.00 39.00 Recreation 6.00 6.00 5.00 5.00 5.00 5.00 5.00 6.00 6.00 7.00 Water 24.00 24.00 24.00 27.00 31.00 31.00 33.00 36.00 36.00 36.00 Solid Waste Utility - - - - 1.00 1.00 1.00 1.00 1.00 1.00 Environmental Quality 4.00 4.00 4.00 4.00 4.00 4.00 6.00 6.00 6.00 6.00 Total 273.50 272.50 223.50 231.50 238.50 242.50 257.00 264.00 268.00 275.00 Source: Finance Division,City of Upland
'Decrease due to annexation of the Fire Department to San Bernardino County as of July 22,2017. 165 Page 236 of 1374

THIS PAGE INTENTIONALLY LEFT BLANK
166 Page 237 of 1374

CITY OF UPLAND

CAPITAL ASSET STATISTICS BY FUNCTION

LAST TEN FISCAL YEARS
Fiscal Year Ended June 30,
2016 2017 2018 2019
Function
Fire
Stations 5 5 1 1 1
Police
Patrol Units 22 22 24 24
Motorcycles 5 4 4 5
Library
Facilities 1 1 1 1
Recreation
Buildings 4 4 4 4
Parks 13 13 13 13
Soccer fields (lighted) 6 6 6 6
Baseball fields (lighted) 8 8 8 8
Softball fields (lighted) 3 3 3 3
Public Works
Miles of City Streets 209.20 209.25 209.85 210.01 Miles of State Highways 6.70 6.20 6.20 6.20 Miles of City Alleys 37.50 37.50 37.50 37.50 Water
Miles of Water Mains 243.70 255.60 245.71 247.08 Sewer
Miles of Sewer Lines 228.00 222.00 222.00 224.01 Source: Various Departments, City of Upland
1Decrease due to annexation of the Fire Department to San Bernardino County as of July 22, 2017. 2 Revised 2015-2023 due to Transmap laser scan of all public streets as of September 30, 2024. 167 Page 238 of 1374

Fiscal Year Ended June 30,
2020 2021 2022 2023 2024 2025
1 1 1 1 1 1
25 24 24 25 23 25
4 4 4 4 6 8
1 1 1 1 1 1
4 4 4 4 4 4
13 13 13 13 13 13
6 6 6 6 6 6
8 8 8 8 8 8
3 3 3 3 3 3
210.01 210.01 210.01 210.01 191.642 191.64

6.20 6.20 6.20 6.20 6.20 2 6.20

37.50 37.50 37.50 37.50 37.312 37.31
247.08 247.09 247.09 247.09 249.39 249.39
224.06 224.06 224.06 224.06 228.00 228.00
168 Page 239 of 1374

CITY OF UPLAND

OPERATING INDICATORS BY FUNCTION

LAST TEN FISCAL YEARS
Fiscal Year Ended June 30,
2016 2017 2018 2019
Function
General government
Building permits issued 1,176 1,095 2,040 2,327 Police
Physical arrests 3,013 4,377 3,477 3,670
Traffic collisions 814 867 724 607
Fire
Emergency responses 9,607 9,647 4041 - Public Works
Miles of street sweeping 14,600 15,000 10,800 11,600 Potholes repaired 318 720 550 650
Number of trees pruned 2,378 2,273 4,288 5,850 Parks and recreation
Community center admissions 8,868 6,864 6,703 7,208 Library
Volumes in collection 111,548 107,760 82,577 103,466 Current Periodical & Serial Subscriptions 97 42 466 40 Audio-visual items 5,695 5,154 4,302 2,916
Water
New meter installations 894 1,233 1,500 153 Average daily consumption 14,209 15,572 17,276 15,650 (thousands of gallons)
Number of linear feet of new water pipelines 3,668 1,627 18,091 6,581 Refuse collection
Refuse collected (tons per day) 158 151 165 158 Recyclables collected (tons per day) 68 65 76 68 Environmental Quality
Number of sewer inspections conducted 208 211 148 145 Number of permitted dischargers/active permits 193 195 191 193 Source: Various Departments, City of Upland
Last date of service for the City of Upland Fire Department was July 22, 2017. 2City transitioned from physical magazines to electronic due to COVID and will continue to keep our holdings electronically and not paper copies.
3Physical DVDs and audiobooks on CD, does not include downloadable films and audiobooks. 169 Page 240 of 1374

Fiscal Year Ended June 30,
2020 2021 2022 2023 2024 2025
1,365 3,126 3,374 3,451 2,232 3,406
2,198 2,283 2,908 2,576 2,915 2,931
535 350 421 452 401 385
11,000 14,600 11,200 11,350 11,350 13,234
700 3,250 825 2,700 3,200 3,500
5,200 6,280 6,300 5,025 5,515 5,350
4,372 541 4,577 4,532 5,259 9,018
73,092 116,755 116,838 124,225 111,020 96,386 760 7,002 7,501 7,501 7,501 16,093 2
5,340 5,006 4,736 4,925 5,065 3,642 2
210 158 189 92 136 2,661
15,732 16,027 16,438 12,967 13,291 15,647
- 78 - - 4,895 5,846
162 161 162 165 160 221
77 82 74 72 75 93
5 173 184 201 216 205
193 195 187 206 244 215
170 Page 241 of 1374

Van Lant &
Fankhanel LLP
Certified Public Accountants (-
December 22, 2025
City Council
City of Upland
Upland, CA
We have audited the financial statements of the governmental activities, business-type activities, the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information of the City of Upland for the year ended June 30, 2025. Professional standards require that we provide you with information about our responsibilities under generally accepted auditing standards, Government Auditing Standards, and the Uniform Guidance, as well as certain information related to the planned scope and timing of our audit. We have communicated such information in our letter to you dated May 19, 2025. Professional standards also require that we communicate to you the following information related to our audit.

Significant Audit Findings
Qualitative Aspects of Accounting Practices
Management is responsible for the selection and use of appropriate accounting policies. The significant accounting policies used by the City are described in Note 1 to the financial statements.

No new accounting policies were adopted and the application of existing policies was not changed during the fiscal year. We noted no transactions entered into by the City during the year for which there is a lack of authoritative guidance or consensus. All significant transactions have been recognized in the financial statements in the proper period.

Accounting estimates are an integral part of the financial statements prepared by management and are based on management's knowledge and experience about past and current events and assumptions about future events. Certain accounting estimates are particularly sensitive because of their significance to the financial statements and because of the possibility that future events affecting them may differ significantly from those expected. The most sensitive estimates affecting the financial statements were:

Management's estimate of the fair value of investments is based on information provided by financial institutions. We evaluated the key factors and assumptions used to develop the fair value of investments in determining that it is reasonable in relation to the financial statements as a whole.

Van Lant&Fankhanel,LLP
29970 Technology Drive. Suite 105 A
hv1urrieta. CA 92563
909.856.6879 1 Page 242 of 1374

Management's estimate of capital assets depreciation is based on historical estimates of each capitalized item's useful life. We evaluated key factors and assumptions used to develop the estimated useful lives in determining that they are reasonable in relation to the financial statements as a whole.

Management's estimate of the net pension and net OPEB liabilities are based on actuarial information provided by the California Public Employee Retirement System's (CaIPERS) actuarial office, and other sources. We evaluated the key factors and assumptions used to develop these liabilities in determining that the estimated liabilities are reasonable in relation to the financial statements as a whole.

Certain financial statement disclosures are particularly sensitive because of their significance to financial statement users. The most sensitive disclosure affecting the financial statements were:

The disclosure of the fair value of investments in Note 2 to the financial statements represents amounts susceptible to market fluctuation.

The disclosure of accumulated depreciation in Note 4 to the financial statements is based on estimated useful lives which could differ from actual useful lives of each capitalized item.

The disclosures for the net OPEB and net pension liabilities in Notes 6 and 10 to the financial statements are based on assumptions for discount rates, etc., which could differ from actual experience. The notes disclose the differences in these liabilities if different assumptions are used in estimating these liabilities.

Difficulties Encountered in Performing the Audit
We encountered no significant difficulties in dealing with management in performing and completing our audit.

Corrected and Uncorrected Misstatements
Professional standards require us to accumulate all known and likely misstatements identified during the audit, other than those that are trivial, and communicate them to the appropriate level of management. In addition, none of the misstatements detected as a result of audit procedures and corrected by management were material, either individually or in the aggregate, to each opinion unit's financial statements taken as a whole.

Disagreements with Management
For purposes of this letter, a disagreement with management is a financial accounting, reporting, or auditing matter, whether or not resolved to our satisfaction, that could be significant to the financial statements or the auditor's report. We are pleased to report that no such disagreements arose during the course of our audit.
2 Page 243 of 1374

Management Representations
We have requested certain representations from management that are included in the management representation letter dated December 22, 2025.

Management Consultations with Other Independent Accountants In some cases, management may decide to consult with other accountants about auditing and accounting matters, similar to obtaining a "second opinion" on certain situations. If a consultation involves application of an accounting principle to the City's financial statements or a determination of the type of auditor's opinion that may be expressed on those statements, our professional standards require the consulting accountant to check with us to determine that the consultant has all the relevant facts. To our knowledge,there were no such consultations with other accountants.

Other Audit Findings or Issues
We generally discuss a variety of matters, including the application of accounting principles and auditing standards,with management each year prior to retention as the City's auditors. However, these discussions occurred in the normal course of our professional relationship and our responses were not a condition to our retention.

Other Matters
With respect to the supplementary information accompanying the financial statements, we made certain inquiries of management and evaluated the form, content, and methods of preparing the information to determine that the information complies with accounting principles generally accepted in the United States of America, the method of preparing it has not changed from the prior period, and the information is appropriate and complete in relation to our audit of the financial statements. We compared and reconciled the supplementary information to the underlying accounting records used to prepare the financial statements or to the financial statements themselves.

Restrictions on Use
This information is intended solely for the use of the City Council and management of the City and is not intended to be, and should not be, used by anyone other than these specified parties.

Very truly yours,
/Ci--1.• 4" YomithOnlif iif
3 Page 244 of 1374

Van Lant &
Fankhanel LLP
Certified Public Accountants E-
Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards City Council
City of Upland
Upland, California
We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of the governmental activities, business-type activities, each major fund and the aggregate remaining fund information of the City of Upland (City), as of and for the year ended June 30, 2025, and the related notes to the financial statements, which collectively comprise the City's basic financial statements, and have issued our report thereon dated December 22, 2025.

Internal Control Over Financial Reporting
In planning and performing our audit of the financial statements, we considered the City's internal control over financial reporting (internal control) as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, we do not express an opinion on the effectiveness of the City's internal control.

A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the entity's financial statements will not be prevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance.

Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or, significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses or significant deficiencies may exist that were not identified.

Van Lant&Fankhanel,LLP
29970 Technology Drive. Suite 105 A
hv1urrieta. CA 92563
909.856.6879 1 Page 245 of 1374

Compliance and Other Matters
As part of obtaining reasonable assurance about whether the City's financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards.

Purpose of this Report
The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the City's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City's internal control and compliance. Accordingly, this communication is not suitable for any other purpose.

Ian-4,t YelMA d n49f 1I f
December 22, 2025
2 Page 246 of 1374

Van Lant &
Fankhanel LLP
Certified Public Accountants E-

INDEPENDENT ACCOUNTANT'S REPORT ON AGREED-UPON PROCEDURES

APPLIED TO APPROPRIATIONS LIMIT WORKSHEETS
City Council
City of Upland
Upland, California
We have performed the procedures enumerated below to the accompanying Appropriations Limit worksheet of the City of Upland, for the year ended June 30, 2025. These procedures, which were agreed to by the City of Upland and the League of California Cities (as presented in the publication entitled Agreed-upon Procedures Applied to the Appropriations Limitation Prescribed by Article XIIIB of the California Constitution), were performed solely to assist the City in meeting the requirements of Section 1.5 of Article XIIIB of the California Constitution. The City's management is responsible for the Appropriations Limit worksheet. This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. The sufficiency of the procedures is solely the responsibility of those parties specified in this report. This report may not be suitable for any other purpose. Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose.

The procedures performed and our findings were as follows:

1. We obtained the completed worksheets and compared the limit and annual adjustment factors included in those worksheets to the limit and annual adjustment factors that were adopted by resolution of the City Council. We also compared the population and inflation options included in the aforementioned documents to those that were selected by a recorded vote of the City Council.

Finding: No exceptions were noted as a result of our procedures.

2. For the accompanying Appropriations Limit worksheet, we added last year's limit to total adjustments and agreed the resulting amount to this year's limit.

Finding: No exceptions were noted as a result of our procedures.

3. We agreed the current year information presented in the accompanying Appropriations Limit worksheet to the other documents referenced in #1 above.

Finding: No exceptions were noted as a result of our procedures.

4. We agreed the prior year appropriations limit presented in the accompanying Appropriations Limit worksheet to the prior year appropriations limit adopted by the City Council during the prior year.

Finding: No exceptions were noted as a result of our procedures.

Van Lant&Fankhanel,LLP
29970 Technology Drive. Suite 105 A
hv1urrieta. CA 92563
909.856.6879 Page 247 of 1374

We were not engaged to, and did not, perform an examination, the objective of which would be the expression of an opinion on the accompanying Appropriations Limit worksheet. Accordingly, we do not express such an opinion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you. No procedures have been performed with respect to the determination of the appropriations limit for the base year, as defined by the League publication entitled Article XIIIB of the California Constitution.

We are required to be independent of the City and to meet our ethical responsibilities, in accordance with the relevant ethical requirements related to our agreed-upon procedures engagement.

This report is intended solely for the Information and use of the City Council and management of the City of Upland and is not intended to be and should not be used by anyone other than these specified parties.

However, this report is a matter of public record, and its distribution is not limited.

Ymmid4rd iif
December 22, 2025
2