Upland City Council
February 23, 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, February 23, 2026
Open session begins at 6:00 p.m.

City Council Chamber
City Hall, 460 N. Euclid Avenue
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 5:30 p.m.

4. CLOSED SESSION
a. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL - EXISTING

LITIGATION
(Paragraph (1) of subdivision (d) of California Government Code Section 54956.9)
Case name: Solorzano v City of Upland
San Bernardino County Superior Court of California Case No. CIVSB2207375

5. INVOCATION

Mike Ingram, Christian Science Faith

6. PLEDGE OF ALLEGIANCE

7. PRESENTATIONS
Presentation of certificate of recognition for Ovation School of Performing Arts Healthcare Development and Legislation Updates presented by President and CEO of San Antonio Regional Hospital, John Chapman
Lemon Festival Economic Feasibility Study Presented by Kosmont Companies

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 February 9, 2026. (Staff Person: Keri

Johnson)
b. ACCEPT THE RESIGNATION OF LIBRARY BOARD OF TRUSTEES MEMBER 13 CEQA: Not a Project.

Recommended Action:

Accept the resignation of Library Board of Trustees Member Jessica Tancredi and direct the City Clerk to post the notice of unscheduled vacancy. (Staff Person: Keri Johnson)
c. CONSIDER ADOPTING A RESOLUTION APPROVING AND ADOPTING THE 15

ANNUAL INVESTMENT POLICY
CEQA: Not a Project
Recommended Action:

Adopt a Resolution approving and adopting the Annual Statement of Investment Policy for Fiscal Year 2026-27. (Staff Person: Stephen Parker) d. TREASURER'S REPORT JANUARY 2026 36 CEQA: Not a Project.

Recommended Action:

Receive and file the January 2026 Treasurer's Report. (Staff Person: Stephen Parker)
e. SINGLE AUDIT REPORT FOR THE FISCAL YEAR ENDED JUNE 30, 2025 53 CEQA: Not a Project.

Recommended Action:

Receive and file the Single Audit Report on Federal Award Programs for the Fiscal Year ended June 30, 2025. (Staff Person: Stephen Parker) f. CONSIDER APPROVAL OF JANUARY WARRANT AND PAYROLL REGISTERS 67 CEQA: Not a Project.

Recommended Action:

Approve the January warrant registers totaling $19,600,034.09 (check numbers 55694 - 55998 and direct disbursements) and payroll registers totaling $2,237,309.80 (check numbers 164482 — 164596 and electronic fund transfers 60086 — 60661). (Staff Person: Stephen Parker)
g. APPROVAL OF A PROFESSIONAL SERVICES AGREEMENT FOR LEMON 78

FESTIVAL MANAGEMENT
CEQA: Not a Project.

Recommended Action:

Approve the agreement with Soundskilz Inc. to produce and manage the Lemon Festival; and authorize the City Manager to execute the agreement. (Staff Person: Stephen Parker)
h. AUTHORIZE THE CITY MANAGER TO JOIN THE CALIFORNIA DEPARTMENT 93

OF TECHNOLOGY'S CONTRACT FOR MICROSOFT LICENSES AND

APPROVE A PURCHASE ORDER
CEQA: Not a Project.

Recommended Action:

Authorize the City Manager to join the California Department of Technology's (CDT) cooperative agreement (Contract SC 25-0198737) with SHI International Corp for Microsoft 365 licenses for a five-year period; approve the purchase order for the current fiscal year $187,974; and authorize the City Manager to execute any documents necessary for the purchase of the licenses. (Staff Person:

Stephen Parker)
i. CONSIDER APPROVAL OF A PROFESSIONAL SERVICES AGREEMENT FOR 154 THE DESIGN OF STREET AND UTILITY IMPROVEMENTS ON 19TH STREET CEQA: Categorically Exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15306.

Recommended Action:

Approve a Professional Services Agreement with Huitt-Zollars, Inc. for the preparation of street, water, and sewer improvement construction documents for 19th Street, between Mountain Avenue and Euclid Avenue, in the amount of $420,518; approve a contingency in the amount of $44,482, for a total amount of $465,000; and authorize the City Manager to execute the agreement. (Staff Person: Damien Arrula)
j. EMERGENCY REPAIR WORK FOR 26 W. 15TH STREET TRANSFER 215

STATION
CEQA: Not a Project
Recommended Action:

Receive and file the status update related to the KSM Electric, Inc. contract for emergency repair work at the 26 W. 15th Street Transfer Station. (Staff Person:

Damien Arrula)
k. CONSIDER AUTHORIZING THE PURCHASE OF FOUR NEW TRAFFIC 219 SIGNAL POLES AND MAST ARMS FOR THE 16TH STREET AND SAN

ANTONIO AVENUE TRAFFIC SIGNAL PROJECT
CEQA: Not a Project.

Recommended Action:

Authorize the purchase of four (4) new traffic signal poles and mast arms to be used on the San Antonio Ave and 16th Street Traffic Signal Improvement Project for the amount of $73,640; and authorize the City Manager to execute any documents necessary for the purchase. (Staff Person: Damien Arrula) I. CONSIDER APPROVAL OF LETTER ADDENDUM AND P.O. INCREASE FOR 222

KOSMONT COMPANIES FOR THE LEMON FESTIVAL ECONOMIC IMPACT STUDY
CEQA: Not a Project.

Recommended Action:

Approve a letter addendum with Kosmont Companies for additional work and services related to the Lemon Festival Economic Impact Study, including extending the agreement completion date to June 30, 2026, approve a corresponding $5,000 purchase order increase, and authorize the City Manager to execute the addendum. (Staff Person: Damien Arrula)
m. CONSIDER APPROVAL OF A BLANKET PURCHASE ORDER FOR 10-8 236

RETROFIT
CEQA: Not a Project.

Recommended Action:

Approve a blanket purchase order with 10-8 Retrofit in the amount of $150,000 and authorize the City Manager to execute any necessary documents. (Staff Person: Damien Arrula)
n. CONSIDER APPROVAL OF FOURTH AMENDMENT TO THE HARDY AND 251

HARPER PROFESSIONAL SERVICES AGREEMENT FOR ON-CALL PAVING

SERVICES
CEQA: Not a Project.

Recommended Action:

Approve the Fourth Amendment to the Professional Services Agreement with Hardy & Harper, Inc., increasing the total not-to-exceed amount to $250,000 to support continued pavement restoration and related work; and authorize the City Manager to execute the amendment. (Staff Person: Damien Arrula) o. CONSIDER APPROVING A CONTRACT FOR POLICE DEPARTMENT HVAC 289

CHILLER REPLACEMENT PROJECT
CEQA: Determine to be Exempt.

Recommended Action:

Approve a Construction Contract with F.M. Thomas Air Conditioning, Inc., for the Police Department HVAC Chiller Project in the amount of $398,293; approve a construction contingency in the amount of$50,000, for a total Contract amount of $448,293; appropriate $448,293 from Police Development Impact Fee (DIF) funds toward the project; and authorize the City Manager to execute the Contract. (Staff Person: Damien Arrula)

11. PUBLIC HEARINGS
a. CONSIDERATION OF AN ORDINANCE AMENDING CHAPTER 17.37 OF 326 UPLAND MUNICIPAL CODE ON ADUs AND JADUs
CEQA: Determine to be Exempt.

Recommended Action:

The City Council will conduct a public hearing to consider an Ordinance amending Chapter 17.37 of the Upland Municipal Code to update regulations pertaining to Accessory Dwelling Units and Junior Accessory Dwelling Units in accordance with recent updates in State legislation. (Staff Person: Robert Dalquest)

1. Staff Presentation

2. Hold Public Hearing

3. Close Public Hearing

4. Hold first reading by title only, waive further reading and introduce an Ordinance approving Zoning Code Amendment No. 25-0004, which amends Upland Municipal Code Chapter 17.37 to update regulations pertaining to Accessory Dwelling Units (ADUs) and Junior Accessory Dwelling Units (JADUs) in accordance with recent updates in State legislation

5. Determine that the project is statutorily exempt from the California Environmental Quality Act (CEQA) pursuant to California Public Resources Code Section 21080.17

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. FISCAL YEAR 2025-26 MID-YEAR BUDGET REVIEW AND PROPOSED 388

BUDGET ADJUSTMENTS
CEQA: Not a Project.

Recommended Action:

1. Receive and file the Fiscal Year 2025-26 Mid-Year Budget Review

2. Approve the Mid-Year Budget Review's Proposed Budget Adjustments

3. Approve the updated Schedule of Positions

4. Approve the prior fiscal year adjustments in the amount of $148,380 to reclass salaries/benefits expenses for a School Resource Officer from Asset Forfeiture to the General Fund

5. Approve the prior fiscal year adjustments in the amount of $336,800 from the Solid Waste Fund to the Sewer Fund

6. Approve the prior fiscal year adjustment in the amount of$216,383 from deposits held for staff/consultant work that had been completed in previous years

7. Authorize the transfer of $11,777 in unclaimed funds to the General Fund (Staff Person: Stephen Parker)

14. COUNCIL COMMUNICATIONS

15. CITY MANAGER

16. ADJOURNMENT
The next regularly scheduled City Council meeting is Monday, March 9, 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 February 18, 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 MEETING OF THE UPLAND CITY COUNCIL February 9, 2026
6:00 p.m.

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

1. CALL TO ORDER AND ROLL CALL
The regular meeting of the Upland City Council was called to order by Mayor Bill Velto at 6:00 p.m. in the Council Chamber of the Upland City Hall.

2. ADDITIONS-DELETIONS TO AGENDA
None.

3. ORAL COMMUNICATIONS
None.

4. CLOSED SESSION

5. INVOCATION
Pastor Summer Brown, Life Bible Fellowship Church

6. PLEDGE OF ALLEGIANCE
Led by Police Chief Blanco

7. PRESENTATIONS
Presentation of Police Department Promotions

8. CITY ATTORNEY
No report.

9. ORAL COMMUNICATIONS
Antoinette Duran, Upland, spoke regarding a safety concern about baseballs coming from the baseball field at Citrus Park and frequently land in her backyard.

Jaquenette Green, Upland, spoke regarding a safety concern about baseballs coming from the baseball field at Citrus Park and frequently land in her yard, causing damage to her home and vehicle. She further requested that something be done to remedy the issue.
1

Paul Kielsmeier, spoke regarding AB 2085 and concerns about a new Planned Parenthood location in Fontana.

Bob Cable, Upland, provided an update on the property at Cable Airport that will be graded in the near future.

Timothy Johnson, Fontana, spoke regarding his activism activities.

Natasha Walton, Upland, stated that she was glad that the Tom Thomas Magnolia Park plans included native trees and shared concerns regarding lighting plans.

Hitomi Sakakibara, Ontario, stated concerns about ICE activities in the community and requested a safe space for day laborers.

Erik Plumeda, requested the City take a stance against ICE and requested the City open a day laborer center.

Rose, spoke regarding ICE agents detaining day laborers in the Home Depot parking lot and questioned what the City and community can do about the issue.

Alexis Teodoro, stated that he defends the rights of day laborers and assists cities with setting up day laborer centers and requested support from the City to locate a day laborer who is missing.

10. CONSENT CALENDAR
Mayor Velto removed Consent Calendar Item 10d for separate action.

Moved by: Councilmember Zuniga
Seconded by: Councilmember Maust
Approve the Consent Calendar
Motion: Carried Unanimously
a. APPROVAL OF MINUTES
Approve the Regular Meeting Minutes of January 26, 2026. b. ADOPTION OF ORDINANCE NO. 2008 APPROVING ZONING CODE AMENDMENT NO. 25-0005
Adopt Ordinance No. 2008 approving Zoning Code Amendment No. 25-0005, which modifies Table 17.04-2 and Table 17.05-2 of the Upland Zoning Code by adding a note specifying that parcels identified in the City's 6th Cycle Housing Element Sites Inventory and rezoned to accommodate low- and very low-income housing units shall have a minimum residential density of 20-dwelling units per acre, pursuant to the requirements of Government Code § 65583. c. CONSIDER RATIFYING AN APPOINTMENT TO THE PUBLIC WORKS

COMMITTEE
Ratify the appointment of James ("Dave") Nowell to the Public Works Committee, term to expire in December 2026.
e. CONSIDER APPROVAL OF MINI EXCAVATOR PURCHASE FROM SONSRAY

FOR THE WATER DISTRIBUTION DEPARTMENT
2

Approve the purchase of one (1) mini excavator from Sonsray Machinery for the Water Distribution Division to support maintenance, repair, and infrastructure improvements within the City's water distribution system for $94,640.26. f. CONSIDER APPROVAL OF SEWER SERVICE AGREEMENT 2025-11-12 Approve Sewer Service Agreement No. 2025-11-12 for the property at 2473 Highland Road and authorize the City Manager to execute agreement. g. CONSIDER APPROVING THE NOTICE OF COMPLETION FOR THE
RESERVOIR R-10, R-11, R-12A& R-13A OVERFLOW AIR GAP INSTALLATION

PROJECT
Approve the work, authorize the City Manager or designee to record the Notice of Completion, and reduce the Faithful Performance Bond to 10% for the Reservoir R-10, R-11, R-12A& R-13A Overflow Air Gap Installation Project. h. CONSIDER ACCEPTANCE OF JUSTICE ASSISTANCE GRANT 2023 FUNDS Accept the City's share of the 2023 Justice Assistance Grant award in the amount of $24,873, appropriate the grant funds to the Public Safety Grant Fund 219; and authorize the City Manager to execute any documents necessary to implement the grant.

CONSIDER RATIFYING THE PURCHASE OF AN UNINTERRUPTIBLE POWER

SUPPLY SYSTEM
Ratify the purchase of an uninterruptible power supply (UPS) system with GHA Technologies, Inc. in the amount of$55,491.25.
j. CONSIDER APPROVAL OF REVISED CLASSIFICATION FOR THE POSITION

OF POLICE DETECTIVE/CORPORAL
Approve changes to the class specification for Police Detective/Corporal. k. CONSIDER APPROVAL OF SENIOR ENGINEER RECLASSIFICATION TO

PRINCIPAL ENGINEER
Approve the reclassification request of Senior Engineer to Principal Engineer. d. CONSIDER ADOPTING A RESOLUTION DECLARING AN EMERGENCY CONDITION AND APPROVING A CONTRACT FOR REPAIR OF THE 15TH

STREET TRANSFER STATION
Assistant City Manager Arrula responded to questions from the Council regarding the repairs of the transfer station.

Moved by: Mayor Velto
Seconded by: Councilmember Zuniga
Adopt Resolution No. 6866, by 4/5 vote, declaring an emergency condition and approving the execution of an emergency work plan that includes a construction contract without notice for bids pursuant to California Public Contract Code Sections 20168 and 22050; and approve a $227,406 construction agreement with KSM Electric, Inc. to perform necessary repairs to restore the 26 W. 15th Street transfer station to safe, reliable operation; and authorize the City Manager to execute the contract.
3

Motion: Carried Unanimously

11. PUBLIC HEARINGS
a. CONSIDER AUTHORIZING DELINQUENT WATER, SEWER AND REFUSE

SERVICE CHARGES TO BE LIENED
Assistant City Manager Parker provided background information on the tax liens and introduced Finance Manager Sullivan who presented the staff report along with a PowerPoint presentation.

Finance Manager Sullivan answered questions from the Council regarding the lien process for delinquent accounts.

Mayor Velto opened the public hearing.

Don Powell, Upland, stated that his utility bill was sent to his ex-wife even though he owns the property; and questioned what other mistakes could be on the list.

Mayor Velto closed the public hearing.

Moved by: Councilmember Garcia
Seconded by: Councilmember Breitling
Accept the report of delinquent water, sewer, and refuse service charges, and authorize the delinquent charges be liened as part of the pre-tax County assessment process.

Motion: Carried Unanimously
b. CONSIDER AUTHORIZING DELINQUENT REFUSE SERVICE CHARGES TO

BE LIENED
Assistant City Manager Parker provided background information on the tax liens and introduced Finance Manager Sullivan who presented the staff report along with a PowerPoint presentation.

City Clerk Johnson stated that one written public comment was received.

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

Moved by: Councilmember Maust
Seconded by: Councilmember Breitling
Accept the report of delinquent refuse service charges; and authorize the delinquent charges be liened as part of the pre-tax County assessment process.

Motion: Carried Unanimously

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

CONFERENCE ATTENDANCE
4

Councilmember Breitling reported on his attendance at Step Into Public Works Day.
b. FINANCE COMMITTEE MEETING, JANUARY 28, 2026
Chairperson Maust provided a recap of the meeting.

13. BUSINESS ITEMS
a. CONSIDER AWARD OF BID FOR THE TOM THOMAS MAGNOLIA PLAZA PROJECT (BID 2025-04)
Development Services Director Dalquest introduced Associate Engineer Diaz who presented the staff report along with a PowerPoint presentation.

Development Services Director Dalquest answered questions from the Council regarding the project cost and timeline for construction.

Moved by: Councilmember Zuniga
Seconded by: Councilmember Garcia
Approve the plans and specifications for the Tom Thomas Magnolia Plaza (Project 82338); 2) award the construction contract to RCCI, dba Ramirez Company in the amount of $1,545,819.10 and a 10% contingency of $154,581.90 for a total amount of $1,700,401.00 and with other costs as outlined in Table 2 of this report, for a total project cost of $2,000,223.00; 3) authorize a reallocation in the amount of $335,823 from the 2023 Norma Torres Community Project Funding Grant to Fund 240 Project 82338; 4) appropriate an additional amount of$73,887 of Quimby funds to Account No. 4217500-5540-82338; and 5) authorize the City Manager to execute the agreement and any future extension or amendments within the City Manager's authority.

Motion: Carried Unanimously

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

15. CITY MANAGER
City Manager Blay stated that the City is attempting to find funding for the Citrus Park netting project.

16. ADJOURNMENT
At 7:28 p.m., Mayor Velto adjourned in memory of Ralph Cavallo. The next regularly scheduled City Council meeting is Monday, February 23, 2026.

Keri Johnson, City Clerk
5

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DATE: February 23,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:KERI JOHNSON,CITY CLERK
SUBJECT: ACCEPT THE RESIGNATION OF LIBRARY BOARD OF TRUSTEES MEMBER RECOMMENDED ACTION:

It is recommended that the City Council accept the resignation of Library Board of Trustees Member Jessica Tancredi 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 Library Board of Trustees is a standing board of the City Council and consists of one Councilmember and five citizen advisory members. The function of the Board is to serve the community by providing materials and staff assistance for meeting the informal and educational needs of the library users.

ISSUES AND ANALYSIS
Jessica Tancredi submitted her resignation to the City Clerk's office on February 5,2026.Ms.Tancredi was appointed to the Board on January 27, 2025 to fill an unscheduled vacancy. The term of the appointment will expire in June 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.

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OFFICE OF THE CITY CLERK

CITY OF UPLAND, CALIFORNIA

NOTICE OF UNSCHEDULED VACANCY

ON BOARD OR COMMISSION
NOTICE IS HEREBY GIVEN, pursuant to Section 54974 of the Government Code, of an unscheduled vacancy on the following board/commission/committee:

NAME OF BOARD/COMMISSION/COMMITTEE: Library Board of Trustees TERM: June 2026
Vacancy of: Jessica Tancredi
Effective: February 5, 2026
Date Appointment Can Be Made: March 12, 2026
For further information, please contact the City Clerk, 460 N. Euclid Avenue, Upland, CA 91786, telephone (909) 931-4120.

I, Keri Johnson, City Clerk of the City of Upland, California, hereby certify that the above Notice of Unscheduled Vacancy was posted in accordance with Section 54974 of the Government Code on February 24, 2026.

Keri Johnson, CMC, CPMC
City Clerk, City of Upland

4<�°v °p`qt CITFUP LAND
oid "The City of Gracious Living"
DATE: February 23,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:STEPHEN PARKER,CPA ASSISTANT CITY MANAGER
SUBJECT: CONSIDER ADOPTING A RESOLUTION APPROVING AND ADOPTING THE ANNUAL

INVESTMENT POLICY
RECOMMENDED ACTION:

It is recommended that the City Council adopt a Resolution approving and adopting the Annual Statement of Investment Policy for Fiscal Year 2026-27.

GOAL STATEMENT
The proposed action supports the City's goal to provide fiscal stewardship for the City of Upland.

BACKGROUND
On January 1, 1996,the State of California enacted laws that outline standards for investment activities of local public agencies. Common themes in these laws focused on a sound investment policy, oversight of investment activities, safety in managing public funds, and quarterly reporting on the investment portfolio. Pursuant to California Government Code Section 53646, the City Treasurer may annually submit a Statement of Investment Policy to the City Council for the Council's consideration and adoption. Auditors and best practices recommend an annual adoption of such policy.

In summary,the Investment Policy accomplishes the following:
• Defines the City's investment objectives and guidelines,as well as their conformance with California laws; • Delineated the State of California approved investment vehicles that are recommended as suitable to the City of Upland;
• Outlines investment-reporting requirements;and
• Names the City's Investment Officers and delegates investing to those officials.

On January 28, 2026,the Finance Committee recommended that the City Council adopt the proposed Statement of Investment Policy for the 2026-27 fiscal year.

ISSUES AND ANALYSIS
The City of Upland's Statement of Investment Policy for Fiscal Year 2026-2027 (Exhibit A) has been prepared in compliance with the State of California Government Code Sections that govern investments. Detailed descriptions of the various recommended allowable investment instruments are included in the policy.

As a part of the annual adoption process, City staff have reviewed the Statement of Investment Policy and are recommending that minor changes be made to the policy.The recommended changes to next fiscal year's investment policy include:

1. Redrafting Section 8.0 — Authorized Public Depositories. The California Municipal Treasurer's Association's Sample Investment Policy does not include a similar section. However, the importance that the City deposits funds in financial institutions that are insured by the federal government and are transparent about the securities pledged for collateralization are highlighted in the proposed language.

2. Decreasing the percentage of the portfolio able to be invested in callable agency securities in 10.02 to 20%to remain conservative.There is no such limitation in the California Government Code.

3. Removing the restriction in 10.11 of no more than 10% of the market value of the City's investment portfolio may be invested in any single issuer of Supranational Securities was removed to be consistent with the California Government Code.There is no current or anticipated investment in the Supranational Security category.

4. Removing the maximum investment maturity limitation for Placement Service Deposits in 10.13 to be consistent with California Government Code.

5. Raising the maximum maturity of authorized investments, unless restricted to a period less than five years by the California Government Code,from five years to five years and one month in 14.0,in order to accommodate the occasional occurrence of settlement dates slightly exceeding five years to final maturity.

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.

RESOLUTION NO.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF UPLAND,

CALIFORNIA APPROVING AND ADOPTING THE ANNUAL
STATEMENT OF INVESTMENT POLICY FOR FISCAL YEAR 2026-
2027
WHEREAS, pursuant to Government Code Section 53600.6, the Legislature of the State of California has declared that the deposit and investment of public funds by local officials and local agencies is an issue of statewide concern; and WHEREAS, the City Council may invest surplus monies not required for the immediate necessities of the City in accordance with the provisions of California Government Code Sections 5920 et seq. and 53601 et seq.; and
WHEREAS, it shall be the policy of the City of Upland to invest funds in a manner which will provide the highest investment return possible consistent with maximum security while meeting daily cash flow demands and conforming to all other statutes governing the investment of City funds; and
WHEREAS, the City Treasurer of the City of Upland is authorized and shall prepare and submit an annual statement of investment policy and such policy, and any changes thereto, may be considered by the City Council at a public meeting pursuant to Government Code Section 53646 (a) (2); and
WHEREAS, the Assistant City Manager has prepared the annual Statement of Investment Policy (the "Policy"), on behalf of the City Treasurer; and WHEREAS, for the purposes of the Policy, "Investment Officers" shall be defined as the City Treasurer, City Manager, Assistant City Manager, and the Finance Manager; and WHEREAS, the Policy shall apply without exception to any and all financial assets and funds of the City of Upland.

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

Section 1. The above recitals are true and correct and are incorporated herein by this reference.

Section 2. The City Council of the City of Upland at a duly noticed public meeting has received, reviewed, and adopts the City of Upland Revised Statement of Investment Policy for Fiscal Year 2026-2027, set forth in Exhibit "A", attached hereto and incorporated herein by this reference.

Section 3. Any and all prior resolutions adopting a Statement of Investment Policy for the City of Upland shall be hereby rescinded.

Section 4. Pursuant to California Government Code Section 53607, the City Council of the City of Upland hereby delegates the authority to reinvest funds of the City of Upland pursuant to all applicable laws, statutes, and regulations of the State of California as set forth in this Resolution.

Resolution No.

Section 5. 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 6. Certification. The City Clerk shall certify to the passage and adoption of this Resolution and enter it into the book of original resolutions.

Section 7. 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, 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 8. Effective Date. This Resolution shall become effective July 1, 2026.

PASSED, APPROVED and ADOPTED this 23rd day of February, 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 23rd day of February, 2026, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAINED:

ATTEST:

Keri Johnson, City Clerk

EXHIBIT A
Statement of Investment Policy
Fiscal Year 2026-2027
POLICY
The purpose of this document is to outline the policy on the investment of public monies.

It is the policy of the City of Upland and the Successor Agency to the Upland Redevelopment Agency (hereafter referred to collectively as the "City") to predicate their investment policies, procedures, and practices upon the limitations placed upon them by governing legislative bodies.

These policies shall have three primary goals:
• To assure compliance with federal, state,and local laws governing the investment of public monies under the control of the City Treasurer.
• To protect the principal monies entrusted to the City. • To generate the maximum amount of investment income within the parameters of prudent risk management as defined in this Statement of Investment Policy.

For the purposes of this policy, "Investment Officers" shall be defined as the City Treasurer, City Manager, Assistant City Manager, and the Finance Manager.

1.0 Scope
This Statement of Investment Policy shall apply to all funds that are under the control of the Investment Officers including, but not limited to, the general fund; special revenue funds; debt service funds; capital project funds; enterprise funds; trust and agency funds; and any other funds under the control of the Investment Officers. These funds are accounted for in the City's Annual Comprehensive Financial Report.

Investment of bond proceeds and related reserve funds shall be governed by the documents authorizing the issuance of such indebtedness. If the bond documents are silent as to the permitted investments, the bond proceeds will be invested in the securities permitted by this Statement of Investment Policy. Notwithstanding the other provisions of this Statement of Investment Policy, the percentage limitations listed elsewhere in this Statement of Investment Policy do not apply to bond proceeds.

The City's Deferred Compensation Plan ("Plan") shall be excluded from the scope of this Statement of Investment Policy if: (1) a third-party administrator manages the Plan; (2) individual plan participants have control over the selection of investments; and(3)the City has no fiduciary responsibility to act as a "trustee" for the Plan. The only exception to the foregoing shall be that if the City retains the fiduciary responsibility to act as a trustee for the Plan, then the provisions of this Statement of Investment Policy shall apply to the investment of Plan assets.Under these circumstances,the Investment Officers shall provide the Finance Committee and the City Council with a quarterly report on the investment of Plan assets.

Pagel of 17

2.0 Standard of Care
Investment Officers, as trustees of public monies, shall adhere to the "prudent investor" standard when managing the City's investment portfolios. They shall invest "...all governing bodies of local agencies or persons authorized to make investment decisions on behalf of those local agencies investing public funds pursuant to this chapter are trustees and therefore fiduciaries subject to the prudent investor standard. When investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public funds, a trustee shall act with care, skill, prudence , and diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated needs of the City, that a prudent person acting in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the City. Within the limitations of this section and considering individual investments as part of an overall strategy, investments may be acquired as authorized by law." Investment Officers who follow the provisions of this Statement of Investment Policy, and who exercise due diligence shall be relieved of personal responsibility for a security's credit risk or market price risk provided that they report substantial deviations from expectations to the City Manager and to the Finance Committee in a timely manner and that they take appropriate action to control adverse developments. "Substantial deviations" shall be defined as either a decline of 10 percent or more in the market value of a security due to issuer default or a credit risk downgrade or the premature sale of a security at 10 percent or more below its acquisition cost.

3.0 Objective
The City's investment objectives, in order of priority, shall be:

3.1 Safety. Safety of principal shall be the foremost objective. Investments shall be made with the aim of avoiding capital losses due to issuer default; broker-dealer default; or market value erosion. Principal shall be preserved by mitigating:

3.1.1 Credit Risk, the risk of loss due to the failure of the issuer of the security, shall be mitigated by investing in only high-quality securities and by diversifying investments; and

3.1.2 Market Risk, the risk of loss due to a decline in bond prices because of rising market interest rates, shall be mitigated by structuring the portfolios so that issues mature concurrently with the City's anticipated cash requirements,thereby eliminating the need to sell securities prematurely on the open market.

3.1.3 It is recognized, however, that in a diversified portfolio, occasional measured losses are inevitable and must be considered within the context of the overall investment strategy.

3.2 Liquidity. An adequate percentage of the portfolios shall be maintained in liquid, short-term securities that can be converted to cash, if necessary, to meet disbursement requirements. Since all cash requirements cannot be anticipated, the portfolios should

consist largely of securities with active secondary markets. These securities should have a relatively low sensitivity to market risk. Maximum overall portfolio maturities are referenced in section 15.0,paragraph 2 of this Statement of Investment Policy.

3.3 Yield. Yield shall be considered only after the basic requirements of safety and liquidity have been met.

4.0 Delegation of Authority
California Government Code ("Code") Sections 53607 and 53608 authorize the legislative body of a local agency to invest, deposit, and provide for the safekeeping of the local agency' s funds or to delegate those responsibilities to the treasurer of the local agency. The delegation of investment authority by the City Council to the Investment Officers shall be for a period of one-year period,unless revoked. Subject to review,the City Council may renew the delegation of authority each year.

The Investment Officers shall have the exclusive authority to buy and sell securities on behalf of the City. They shall engage in mutual consultation and in collective decision making on economic trends, investment opportunities, and portfolio structuring.

5.0 Internal Controls
The Investment Officers shall be responsible for ensuring that all investment transactions comply with the City's Statement of Investment Policy and for establishing internal controls that are designed to prevent losses due to fraud,negligence, and third-party misrepresentation.

The Investment Officers shall establish written procedures for the operation of the City's investment program that are consistent with this Statement of Investment Policy.

Internal controls deemed most important shall include: avoidance of collusion; separation of duties and administrative controls; separating transaction authority from accounting and record keeping; custodial safekeeping; clear delegation of authority; management approval and review of investment transactions; specific limitations regarding securities losses and remedial action; written confirmation of telephone transactions; documentation of investment transactions and strategies; and monitoring of results.

6.0 Conflict of Interest
Investment Officers shall refrain from personal business activity that could conflict with the proper execution of the City's investment program or impair their ability to make impartial investment decisions. They shall disclose to the City Council any material financial interest in financial institutions that conduct business within the City's jurisdiction. They shall also disclose any personal investment positions that could be related to the performance of the City's investment portfolios. Investment Officers shall subordinate their personal investment transactions to those of the City, particularly with regard to the timing of securities purchases and sales and shall avoid transactions that might impair public confidence.

Investment Officers and their immediate relatives shall not accept or solicit any gifts,gratuities, honorariums, or favors from persons or entities who provide or who are seeking to provide financial services to the City.

7.0 Authorized Broker-Dealers
The Investment Officers shall have the authority to select any issuer, or qualified broker- dealer(s) deemed necessary in facilitating investment transactions.

For securities not purchased directly from the issuer, the Investment Officers will maintain a list of approved financial institutions authorized to provide investment services to the City in the State of California. These may include "primary" dealers or regional dealers that qualify under Securities & Exchange Commission Rule 15C3-1 (uniform net capital rule). Best practices include the following: 1) A determination that all approved broker/dealer firms, and individuals covering the City, are reputable and trustworthy; 2)the broker/dealer firms should have the ability to meet all their financial obligations in dealing with the City; 3)the firms, and individuals covering the agency, should be knowledgeable and experienced in public agency investing and the investment products involved; 4)no public deposit shall be made except in a qualified public depository as established by the established State laws; 4) all financial institutions and broker/dealers who desire to conduct investment transactions with the City may supply the Investment Officers with audited financial statements, proof of FINRA certification, trading resolution, proof of State of California registration, a completed broker/dealer questionnaire, certification of having read the City's investment policy and depository contracts.

An annual review of the financial condition and registrations of qualified broker/dealer firms may be conducted by the City and a current audited financial statement requested for each financial institution and broker/dealer in which the City invests. In addition to other requirements, the Investment Officers shall give all approved broker-dealers a copy of the City's current Statement of Investment Policy and a certification form. The completion and submission of the certification form by an approved broker-dealer shall constitute proof that it has received the City's Statement of Investment Policy, read it,and intends to comply with it. The Investment Officers shall keep current audited annual financial statements on file for each approved broker-dealer with which the City does business.

Where possible, transactions with broker/dealers shall be selected on a competitive basis and their bid or offering prices shall be recorded. If there is no other readily available competitive offering, the investment officer shall make their best efforts to document quotations for comparable or alternative securities.

8.0 Authorized Public Depositories
Financial Institutions will be required to meet the following criteria in order to receive City funds for deposit or investment:
• Insurance-Public Funds shall be deposited only in financial institutions having accounts insured by the Federal Deposit Insurance Corporation(FDIC)or the National Credit Union Share Insurance Fund(NCUSIF).
• Disclosure - Each financial institution maintaining invested funds in excess of the FDIC insured amount shall furnish the City a copy of the most recent Call Report(Consolidated Reports of Condition and Income) if requested. These reports can also be found at:
https://cdr.ffiec.gov/public/ManageFacsimiles.aspx
The City shall not invest or deposit in excess of the FDIC insured amount in banking

institutions which do not disclose to the city a current listing of securities pledged for collateralization in public monies.

9.0 Safekeeping and Custody
Investment Officers shall conduct all security transactions on a delivery-versus- payment ("DVP") or on a receipt-versus-payment ("RVP") basis. A third-party bank trust department ("Custodian") that acts as an agent for the City under the terms of a custody agreement executed between both parties shall hold the securities. The City's Custodian shall be represented on the Approved List.

The only exception to the foregoing shall be securities purchases made with: (1) local government investment pools; (2) money market mutual funds; and (3) Federal Reserve Banks ("Treasury Direct Program") since the purchased securities are not deliverable. No securities broker-dealer or investment advisor shall have access to City monies, accounts, or investments. Any transfer of monies to or through a securities broker-dealer must have the Investment Officers' prior written approval. If they are unavailable, then the management authorization chain-of-command specified in section 4.0,paragraph 2 of this Statement of Investment Policy shall be followed.

The City shall not purchase more than $15 million of securities from the Custodian if the Custodian will subsequently be holding those securities in custody for the City.

The City shall require Broker Trade Confirmations for all trades. Investment Officers shall review these confirmations immediately upon receipt, for conformity with the terms of the City's Trade Sheets.

10.0 Authorized Investments
The City's investments are governed by Code, Sections 53600 et seq. Within the investments permitted by the Code, the City seeks to further restrict eligible investments to the guidelines listed below. In the event a discrepancy is found between this Statement of Investment Policy and the Code, the more restrictive parameters will take precedence. Percentage holding limits listed in this section apply at the time the security is purchased.

Any investment currently held at the time this Statement of Investment Policy is adopted which does not meet the new policy guidelines can be held until maturity and shall be exempt from the current policy. At the time of the investment's maturity or liquidation, such funds shall be reinvested only as provided in the current policy.

An appropriate risk level shall be maintained by primarily purchasing securities that are of high quality, liquid, and marketable. The portfolio shall be diversified by security type and institution to avoid incurring unreasonable and avoidable risks regarding specific security types or individual financial institutions.

10.01 United States Instruments
United States Treasury notes, bonds, bills, or certificates of indebtedness, or those for which the faith and credit of the United States are pledged for the payment of principal and interest. There is no limitation as to the percentage of City's investment portfolio that may be invested in this category.

10.02 Federal Agency Securities
Federal agency or United States government-sponsored enterprise obligations, participations, or other instruments, including those issued by or fully guaranteed as to principal and interest by federal agencies or United States government-sponsored enterprises. There is no limitation as to the percentage of City's investment portfolio that may be invested in this category. No more than 20 percent of the market value of the City's investment portfolio may be invested in callable securities.

10.03 Municipal Securities
Bonds issued by the City, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by the City or by a department,board, agency, or authority of the City. Purchases of any obligation of the City of Upland by an Enterprise Fund of the City shall not require a rating from a Nationally Recognized Statistical Rating Organization(NRSRO).

Registered state warrants or treasury notes or bonds of this state, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by the state or by a department, board, agency, or authority of the state.

Registered treasury notes or bonds of any of the other 49 states in addition to California, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any of the other 49 states, in addition to California.

Bonds,notes,warrants,or other evidences of indebtedness of a local agency within this state, including bonds payable solely out of the revenues from a revenue-producing property owned,controlled,or operated by the local agency,or by a department,board, agency, or authority of the local agency.

Purchases are limited to securities rated in a rating category of"A" (long-term)or"A- 1" (short-term) or their equivalents or better by a NRSRO. No more than 30 percent of the market value of the City's investment portfolio shall be invested in this category.

10.04 Medium-Term Notes
Defined as all corporate and depository institutions debt securities with a maximum remaining maturity of five years or less issued by corporations organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States. Investment shall be limited to medium-term notes("MTN")rated in a rating category of"A" or better by an NRSRO.

No more than 30 percent of the market value of the City's investment portfolio shall be invested in this category.

10.05 Bankers' Acceptances
Bankers' acceptances (BAs) otherwise known as bills of exchange or time drafts that are drawn on and accepted by a commercial bank which have short-term debt

obligations rated in the rating category of"A-1" or higher by a NRSRO. Purchases of BAs shall not exceed 180 days to maturity. No more than 40 percent of the market value of the City's investment portfolio shall be invested in this category.

10.06 Commercial Paper
Commercial paper of"prime"quality of the highest ranking or of the highest letter and number rating as provided for by a NRSRO. The entity that issues the commercial paper shall meet following criteria: (A)Is organized and operating in the United States as a general corporation; (B)Has total assets in excess of five hundred million dollars ($500,000,000), and(C) Has debt other than commercial paper, if any, that is rated in a rating category of"A" or its equivalent or better by an NRSRO. Purchases of CP shall not exceed 270 days to maturity. No more than 40 percent of the market value of the City's investment portfolio shall be invested in this category. If the City's investable assets fall below $100 million, no more than 25 percent of the market value of the City's investment portfolio shall be invested in this category.

10.07 Asset Backed, Mortgage-Backed, Mortgage Pass-Through securities and Collateralized Mortgage Obligations
A mortgage passthrough security, collateralized mortgage obligation, mortgage- backed or other pay-through bond, equipment lease-backed certificate, consumer receivable passthrough certificate, or consumer receivable-backed bond with a maximum remaining maturity of five years or less. Securities shall be rated in a rating category of"AA"or its equivalent or better by an NRSRO. No more than 20 percent of the market value of the City's investment portfolio shall be invested in this category.

10.08 Negotiable Certificates of Deposit
Negotiable certificates of deposit issued by a nationally or state-chartered bank, a savings association, or a federal association, a state or federal credit union, or by a federally licensed or state-licensed branch of a foreign bank. Purchases are limited to securities rated in a rating category of"A" (long-term) or"A-1" (short-term) or their equivalents or better by an NRSRO. The Investment Officers can exempt from these rating requirements any Negotiable CDs for which the full amount of the CD and the interest that may accrue shall at all times be covered by Federal Deposit insurance. No more than 30 percent of the market value of the City's investment portfolio shall be invested in this category.

10.09 Money Market Mutual Funds
Money Market Mutual Funds investments shall be permitted in shares of beneficial interest issued by diversified management companies that are government money market funds ("MMF") registered with the SEC under the Investment Company Act of 1940. Commission (e.g., sales load on purchases, reinvested dividends, redemptions, and exchanges) shall not be included in the purchase of any fund shares. A qualifying MMF must have: (1)total portfolio net assets of$500 million or more; and (2) the highest rating of the two largest nationally recognized rating services OR an investment advisor who is registered with the SEC, and who has

five years or more of experience investing for MMFs of$500 million or more in total portfolio net assets. The City shall require audited annual financial statements from each MMF in which it has public monies invested. No more than 20 percent of the market value of the City's investment portfolio may be invested in this category.

10.10 Local Agency Investment Fund ("LAIF")
Investment shall be permitted in this pool which is organized and managed by the State Treasurer's Office for the benefit of local agencies,pursuant to Code Section 16429.1. The City Council approved City participation in LAIF on February 22, 1977 in Resolution Number 2716. The Successor Agency to the Redevelopment Agency approved participation in LAIF on February 13, 2012 in Resolution Number 2012-4. Investment shall be limited to the maximum amount per legal entity that is permitted by the program.

10.11 Supranational Securities
United States dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development, International Finance Corporation, or Inter-American Development Bank. The securities shall be rated in a rating category of"AA"or its equivalent or better by a NRSRO. No more than 30 percent of the market value of the City's investment portfolio may be invested in this category and the maximum maturity shall not exceed five years.

10.12 Local Government Investment Pools ("LGIP").

Shares of beneficial interest issued by a joint powers authority organized pursuant to Section 6509.7 that invests in the securities and obligations authorized by Code.

The City will limit investments to LGIPs that seek to maintain a stable net asset value. There is no limitation as to the percentage of City's investment portfolio that may be invested in this category.

10.13 Placement Service Deposits.

Funds may be placed with a California financial institution that may utilize a private sector entity that assists in the placement of deposit with eligible financial institutions located in the United States in accordance with Code 53601.8. The full amount of the principal and the interest that may be accrued during the maximum term of the deposit shall always be insured by federal deposit insurance. No more than 30 percent of the market value of the City's investment portfolios may be invested in this category.

10.14 Bank Deposits.

FDIC insured or fully collateralized demand deposit accounts, savings accounts, market rate accounts,or time certificates of deposits in financial institutions located in California. There is no limitation as to the percentage of City's investment portfolio that may be invested in this category, however, no more than 25 percent

of the market value of the portfolio may be invested in time deposits. The maximum investment maturity will be restricted to five years.

11.0 Prohibited Investments and Practices
Investment Officers shall not invest public monies in financial instruments that are not authorized under this Statement of Investment Policy.

Prohibited investments shall include,but shall not be limited to,equity securities,bond mutual funds, repurchase agreements, reverse repurchase agreements, and derivative contracts (forwards, futures, and options). The purchase of derivative securities shall be prohibited except for callable and for zero coupon Treasury ("STRIPS")securities.

Investment Officers shall not engage in securities lending, short selling, or other hedging strategies.

LAIF, LGIPs, and MMFs shall be exempt from the prohibitions on derivative contracts, derivative securities, repurchase agreements, reverse repurchase agreements, securities lending, short selling, and other hedging strategies.

12.0 Investment Pools
Investment Officers shall investigate all investment pools (LAIF, LGIPs, MMFs) prior to investing public monies and periodically thereafter while City public monies are invested in the investment pool.

13.0 Diversification
Investment Officers shall diversify the City's investment portfolio by security type and by issuer to avoid incurring unreasonable risks inherent in over-investing in specific instruments, individual financial institutions, or maturities. No more than 5 percent of the total portfolio market value may be invested in securities of any single issuer, except where the issuer is the US Government, its Agencies and GSEs, supranational securities, collateralized deposits, LAIF, money market mutual funds or local government investment pools.

14.0 Maximum Maturity
For those investment types for which this Statement of Investment Policy does not specify a maturity limit, no individual investment shall exceed a maturity of five years from the date of purchase unless the City Council has granted express authority to make that investment either specifically or as a part of an investment program approved by the City Council no less than three months prior to the investment. In order to accommodate the occasional occurrence of settlement dates slightly exceeding five years to final maturity, the City may invest in any security that has a maturity of five years plus up to 30 days from settlement date.

Additionally,the City may purchase a Municipal Security issued by the City from surplus moneys of any fund of the City as a part of an investment program approved by the legislative body no less than three months prior to the investment. This would include investments made to reduce the City's Unfunded Accrued Liability(UAL)with California

Public Employees' Retirement System (CalPERS).

This Policy authorizes investing bond project and reserve funds beyond five years if the maturities of such investments do not exceed the expected use of the funds,the investments are deemed prudent in the opinion of the Investment Officers, and the investments are not prohibited by the applicable bond documents.

Maturities may vary from 1 day to five years at the investment officers' discretion.

Municipal Securities of the City to reduce its UAL with CalPERS may have a maturity up to and not exceeding twenty years, and which shall be approved by the City Council. The portfolio should be managed in such a manner as to meet the City's liquidity, safety, and capital preservation needs.

15.0 Portfolio Rebalancing
In the event that portfolio percentage constraints are violated due to a temporary imbalance in the portfolio, then Investment Officers may hold the affected securities to maturity in order to avoid capital losses. If no capital losses would be realized upon sale, however, then the Investment Officers shall consider rebalancing the portfolio after evaluating the expected length of time that it will be imbalanced. Portfolio percentage limits are in place in order to ensure diversification of the City investment portfolio; a small, temporary imbalance, not to exceed three months, will not significantly impair that strategy. Bond or note proceeds shall not be factored into the balance of the portfolio.

16.0 Credit Downgrading
This Statement of Investment Policy sets forth minimum credit risk criteria for each type of security. This credit risk criteria applies to the initial purchase of a security; it does not automatically force the sale of a security if its credit risk ratings fall below policy limits.

If a security is downgraded below the minimum credit risk criteria specified in this Statement of Investment Policy, then the Investment Officers shall evaluate the downgrade on a case-by- case basis in order to determine if the security should be held or sold.

The Investment Officers shall inform the Finance Committee at its next regular meeting of the credit downgrade and of the Investment Officer's decision to hold or sell the downgraded security.

The Investment Officers shall review the credit standing of all securities in the City's investment portfolios on a semiannual basis.

17.0 Portfolio Benchmark
The City Treasurer shall monitor and evaluate the portfolio's performance relative to a market benchmark,which will be included in the Treasurer's monthly report. The City Treasurer shall select an appropriate,readily available index to use as a market benchmark.

The City's portfolios may be actively managed for purposes of improving portfolio risk structure, liquidity, or yield in response to market conditions or to meet City requirements.

18.0 Reporting
The Investment Officers shall provide a monthly report of investment transactions to the City Council and an investment report to the Finance Committee at the regularly scheduled meeting.

The investment report shall include a complete portfolio inventory with details on issue, par value, market value, coupon/rate, original settlement date of purchase, final maturity date, average weighted yield, and average days to maturity, and market value (including source of market valuation). The report will include a statement on compliance or noncompliance with the City's Statement of Investment Policy and a statement on whether there are or are not sufficient funds to meet the City's anticipated cash requirements for the next six months.

19.0 Policy Review and Adoption
The Investment Officers shall submit a Statement of Investment Policy, including any recommended changes, to the City Council and the Successor Agency Board annually for their review and adoption.

GLOSSARY OF INVESTMENT TERMS
Agencies. Shorthand market terminology for any obligation issued by a government- sponsored entity (GSE), or a federally related institution. Most obligations of GSEs are not guaranteed by the full faith and credit of the US government. Examples are:

FFCB. The Federal Farm Credit Bank System provides credit and liquidity in the agricultural industry. FFCB issues discount notes and bonds.

FHLB.The Federal Home Loan Bank provides credit and liquidity in the housing market.

FHLB issues discount notes and bonds.

FHLMC. Like FHLB, the Federal Home Loan Mortgage Corporation provides credit and liquidity in the housing market.FHLMC,also called"Freddie Mac" issues discount notes, bonds, and mortgage pass-through securities.

FNMA. Like FHLB and Freddie Mac, the Federal National Mortgage Association was established to provide credit and liquidity in the housing market. FNMA, also known as "Fannie Mae," issues discount notes,bonds, and mortgage pass-through securities.

GNMA.The Government National Mortgage Association,known as "Ginnie Mae" issues mortgage pass-through securities, which are guaranteed by the full faith and credit of the US Government.

PEFCO.The Private Export Funding Corporation assists exporters.Obligations of PEFCO are not guaranteed by the full faith and credit of the US government.

TVA. The Tennessee Valley Authority provides flood control and power and promotes development in portions of the Tennessee, Ohio, and Mississippi River valleys. TVA currently issues discount notes and bonds.

Asked.The price at which a seller offers to sell a security.

Asset Backed Securities. Securities supported by pools of installment loans or leases or by pools of revolving lines of credit.

Average Life. In mortgage-related investments, including CMOs, the average time to expected receipt of principal payments, weighted by the amount of principal expected.

Bankers' Acceptance. A money market instrument created to facilitate international trade transactions. It is highly liquid and safe because the risk of the trade transaction is transferred to the bank which "accepts" the obligation to pay the investor.

Benchmark. A comparison security or portfolio. A performance benchmark is a partial market index, which reflects the mix of securities allowed under a specific investment policy.

Bid. The price at which a buyer offers to buy a security.

Broker. A broker brings buyers and sellers together for a transaction for which the broker receives a commission. A broker does not sell securities from his own position.

Callable. A callable security gives the issuer the option to call it from the investor prior to its maturity. The main cause of a call is a decline in interest rates. If interest rates decline since an issuer issued a security, the issuer will likely call its current securities and reissue them at a lower rate of interest. Callable securities have reinvestment risk as the investor may receive its principal back when interest rates are lower than when the investment was initially made.

Certificate of Deposit(CD).A time deposit with a specific maturity evidenced by a certificate.

Large denomination CDs may be marketable.

Collateral. Securities or cash pledged by a borrower to secure repayment of a loan or repurchase agreement. Also, securities pledged by a financial institution to secure deposits of public monies.

Collateralized Mortgage Obligations(CMO).Classes of bonds that redistribute the cash flows of mortgage securities (and whole loans) to create securities that have different levels of prepayment risk, as compared to the underlying mortgage securities.

Commercial Paper. The short-term unsecured debt of corporations.

Cost Yield. The annual income from an investment divided by the purchase cost. Because it does not give effect to premiums and discounts which may have been included in the purchase cost, it is an incomplete measure of return.

Coupon. The annual rate of interest which is paid on a bond.

Credit Risk.The risk that principal and/or interest on an investment will not be paid in a timely manner due to changes in the condition of the issuer.

Current Yield. The annual income from an investment divided by the current market value.

Since the mathematical calculation relies on the current market value rather than the investor's cost, current yield is unrelated to the actual return the investor will earn if the security is held to maturity.

Dealer.A dealer acts as a principal in security transactions, selling securities from and buying securities for his own position.

Debenture.A bond secured only by the general credit of the issuer.

Delivery vs.Payment(DVP). A securities industry procedure whereby payment for a security must be made at the time the security is delivered to the purchaser's agent.

Derivative. Any security that has principal and/or interest payments which are subject to uncertainty (but not for reasons of default or credit risk) as to timing and/or amount, or any security which represents a component of another security which has been separated from other components ("Stripped" coupons and principal). A derivative is also defined as a financial instrument the value of which is totally or partially derived from the value of another instrument, interest rate, or index.

Discount. The difference between the par value of a bond and the cost of the bond, when the cost is below par. Some short-term securities, such as T-bills and banker's acceptances, are known as discount securities. They sell at a discount from par and return the par value to the investor at maturity without additional interest. Other securities, which have fixed coupons, trade at a discount when the coupon rate is lower than the current market rate for securities of that maturity and/or quality.

Diversification.Dividing investment funds among a variety of investments to avoid excessive exposure to any one source of risk.

Duration. The weighted average time to maturity of a bond where the weights are the present values of the future cash flows. Duration measures the price sensitivity of a bond to changes in interest rates. (See modified duration).

Federal Deposit Insurance Corporation(FDIC).An independent US agency that insures bank deposits, including deposits in a checking account, negotiable order of withdrawal (NOW) account savings account, money market deposit account (MMDA), time deposit such as a certificate of deposit (CD), or an official item issued by a bank (such as a cashier's check or money order), currently up to $250,000 per depositor, per issued bank, for each account ownership category.

Federal Funds Rate.The rate of interest charged by banks for short-term loans to other banks.

The Federal Reserve Bank through open-market operations establishes it.

Federal Open Market Committee.A committee of the Federal Reserve Board that establishes monetary policy and executes it through temporary and permanent changes to the supply of bank reserves.

Investment Advisor.As defined by the Investment Advisors Act of 1940, any person or group that makes investment recommendations or conducts securities analysis in return for a fee, whether through direct management of client assets or via written publications. An investment advisor who has sufficient assets to be registered with the SEC is known as a Registered Investment Advisor, or RIA. Investment advisors are prohibited from disseminating advice known to be deceitful or fraudulent and from acting as a principal on their own accounts by buying and selling securities between themselves and a client without prior written consent.

Leverage. Borrowing funds in order to invest in securities that have the potential to pay earnings at a rate higher than the cost of borrowing.

Liquidity: The speed and ease with which an asset can be converted to cash without a substantial loss in value
Local Agency Investment Fund(LAIF).The aggregate of all funds from political subdivisions that are placed in custody of the State Treasurer for investment and reinvestment.

Local Government Investment Pool (LGIP). A comingled investment pool comprised of funds from political subdivisions that are placed in custody of the program for investment and reinvestment.

Make Whole Call. A type of call provision on a bond that allows the issuer to pay off the remaining debt early. Unlike a call option,with a make whole call provision, the issuer makes a lump sum payment that equals the net present value (NPV) of future coupon payments that will not be paid because of the call.With this type of call,an investor is compensated,or"made whole..

Margin: The difference between the market value of a security and the loan a broker makes using that security as collateral.

Market Risk.The risk that the value of securities will fluctuate with changes in overall market conditions or interest rates.

Market Value. The price at which a security can be traded.

Marking to Market.The process of posting current market values for securities in a portfolio.

Maturity. The final date upon which the principal of a security becomes due and payable.

Medium Term Notes. Unsecured, investment-grade senior debt securities of major corporations which are sold in relatively small amounts on either a continuous or an intermittent basis. MTNs are highly flexible debt instruments that can be structured to respond to market opportunities or to investor preferences.

Modified Duration. The percent change in price for a 100 basis point change in yields.

Modified duration is the best single measure of a portfolio's or security's exposure to market risk.

Money Market. The market in which short-term debt instruments (T-bills, discount notes, commercial paper, and banker's acceptances) are issued and traded.

Mortgage Pass-Through Securities. A securitized participation in the interest and principal cash flows from a specified pool of mortgages. Principal and interest payments made on the mortgages are passed through to the holder of the security.

Municipal Securities. Securities issued by state and local agencies to finance capital and operating expenses.

Mutual Fund.An entity which pools the funds of investors and invests those funds in a set of securities which is specifically defined in the fund's prospectus. Mutual funds can be invested

in various types of domestic and/or international stocks and bonds, and money market instruments, as set forth in the individual fund's prospectus. For most large, institutional investors, the costs associated with investing in mutual funds are higher than the investor can obtain through an individually managed portfolio.

Nationally Recognized Statistical Rating Organization (NRSRO). A credit rating agency that the Securities and Exchange Commission in the United States uses for regulatory purposes. Credit rating agencies provide assessments of an investment's risk. The issuers of investments, especially debt securities,pay credit rating agencies to provide them with ratings.

The three most prominent NRSROs are Fitch, S&P, and Moody's.

Premium. The difference between the par value of a bond and the cost of the bond, when the cost is above par.

Prepayment Speed. A measure of how quickly principal is repaid to investors in mortgage securities.

Prepayment Window. The time period over which principal repayments will be received on mortgage securities at a specified prepayment speed.

Primary Dealer. A financial institution (1) that is a trading counterparty with the Federal Reserve in its execution of market operations to carry out U.S. monetary policy, and (2) that participates for statistical reporting purposes in compiling data on activity in the U.S.

Government securities market.

Prudent Person (Prudent Investor) Rule. A standard of responsibility which applies to fiduciaries. In California, the rule is stated as "Investments shall be managed with the care, skill, prudence and diligence, under the circumstances then prevailing, that a prudent person, acting in a like capacity and familiar with such matters, would use in the conduct of an enterprise of like character and with like aims to accomplish similar purposes." Realized Yield.The change in value of the portfolio due to interest received and interest earned and realized gains and losses. It does not give effect to changes in market value on securities, which have not been sold from the portfolio.

Regional Dealer. A financial intermediary that buys and sells securities for the benefit of its customers without maintaining substantial inventories of securities and that is not a primary dealer.

Repurchase Agreement (RP, Repo). Short-term purchases of securities with a simultaneous agreement to sell the securities back at a higher price. From the seller's point of view,the same transaction is a reverse repurchase agreement.

Safekeeping. A service to bank customers whereby securities are held by the bank in the customer's name.

Structured Note.A complex,fixed income instrument,which pays interest,based on a formula tied to other interest rates, commodities, or indices. Examples include inverse floating rate notes which have coupons that increase when other interest rates are falling, and which fall when other interest rates are rising, and "dual index floaters," which pay interest based on the

relationship between two other interest rates - for example, the yield on the ten-year Treasury note minus the Libor rate. Issuers of such notes lock in a reduced cost of borrowing by purchasing interest rate swap agreements.

Supranational. A Supranational is a multi-national organization whereby member states transcend national boundaries or interests to share in the decision making to promote economic development in the member countries.

Time Deposit.A savings account or certificate of deposit(CD)that pays a fixed rate of interest until a given maturity date.

Total Rate of Return. A measure of a portfolio's performance over time. It is the internal rate of return, which equates the beginning value of the portfolio with the ending value; it includes interest earnings, realized and unrealized gains, and losses in the portfolio.

U.S. Treasury Obligations. Securities issued by the U.S. Treasury and backed by the full faith and credit of the United States. Treasuries are considered to have no credit risk and are the benchmark for interest rates on all other securities in the US and overseas. The Treasury issues both discounted securities and fixed coupon notes and bonds.

Treasury Bills. Treasury securities issued with initial maturities of one year or less are issued as discounted instruments and are called Treasury bills. The Treasury currently issues three- and six-month T-bills at regular weekly auctions. It also issues "cash management" bills as needed to smooth out cash flows.

Treasury Notes. Treasury securities issued with initial maturities of two to ten years are called Treasury notes and pay interest semi-annually.

Treasury Bonds. Treasury securities issued with initial maturities greater than ten years are called Treasury bonds. Like Treasury notes, they pay interest semi-annually.

Volatility. The rate at which security prices change with changes in general economic conditions or the general level of interest rates.

Yield to Maturity. The annualized internal rate of return on an investment which equates the expected cash flows from the investment to its cost.

����°� °p`q� CITY
UPLAND
�r. .__� ... ]��/�: J/L//1 y �/'� "The City of Gracious Living" ''' 5
oid
DATE: February 23,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:STEPHEN PARKER,CPA,ASSISTANT CITY MANAGER

STACI SULLIVAN,FINANCE MANAGER

DARREN CHAN,MANAGEMENT ANALYST
SUBJECT: TREASURER'S REPORT JANUARY 2026

RECOMMENDED ACTION
It is recommended that the City Council receive and file the January 2026 Treasurer's Report.

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

BACKGROUND
Per California Government Code Section 53646(b),the City's treasurer or chief fiscal officer may render a treasurer's report to the City Council on a quarterly basis. The City has elected to provide this report to City Council monthly, but the City of Upland's Investment Policy(approved June 9,2025)requires the Investment Officer to provide a report quarterly to the Finance Committee at regularly scheduled meetings.This report shall include the type of investment, issuer, date of maturity,par, and dollar amount invested on all securities, current market value as of the date of the report,investments and monies held by the local agency and shall additionally include a description of any of the local agency's funds, investments, or programs, that are under the management of contracted parties, including lending programs.The report shall include a statement of compliance with the investment policy and shall include a statement noting the City's ability to meet its expenditure requirements for the next six months.

ISSUES AND ANALYSIS
The submission of the monthly Treasurer's Report is a compliance measure.

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 directions to staff.

CEQA:Not a Project.

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority For Period Ended
January 31,2026
Investment Portfolio Cost Par Value Market Value %of Portfolio State Local Agency Investment Fund 29,157,183 _ 29,157,183 29,466,113 19.65% California Asset Management Plan 1,475,642 1,475,642 1,475,642 0.99% Negotiable Certificates of Deposit 15,993,975 15,997,000 16,081,128 10.73% Money Market Fund 508,890 508,890 508,890 0.34% Municipal Bonds 5,372,687 5,640,000 5,488,310 3.66% Government Agency Securities 84,380,054 85,421,487 85,274,868 56.90% Corporate Bonds 9,022,790 _ 9,000,000 _ 9,048,560 6.04% US Treasury 2,432,150 2,500,000 2,500,740 1.67% Total Investments $ 148,343,370 $ 149,700,202 $ 149,844,250 100.00% Weighted Average Days to Maturity 1,029.49
Blended Yield: 4.26%
Cash Cost Market Value
Bank Accounts and Change Funds 2,278,335 2,278,335
Total Cash $ 2,278,335 $ 2,278,335
Total Cash and Investments $ 150,621,706 $ 152,122,586 PARS Investment Portfolio Cost Market Value
115 Trust-OPEB Investment 2,030,909 2,988,002
115 Trust-Pension Investment 9,954,922 12,217,692 Total Restricted Funds Held in Trust $ 11,985,831 $ 15,205,694 Benchmarks:

LAIF _ 3.93%
CAMP 3.84%
2yr U.S.Treasury _ __ 3.52%
5yr U.S.Treasury 3.73%
Restricted Funds with Fiscal Agent Book Value Market Value Water Revenue Bonds 2022 _ 12,104,934 _ 12,104,934 Water System Lease Revenue Refunding Bonds 2021 197 197 Successor Agency TARBS 2013/2016-Merged Project _ 3 3 Colonies CFD Area#1 2022 274,130 274,130
Colonies CFD Area#2 2015 1,328,442 1,328,442 Upland 54 CFD 2004 126,599 126,599
Sycamore Hills CFD 2015-1 _ 737,223 737,223
Harvest at Upland CFD 2016-1 Area#1 579,179 579,179 Harvest at Upland CFD 2016-1 Area#2 2,171,758 2,171,758 Enclave at Upland CFD 2022-1 501,175 501,175 Sycamore Hills CFD 2015-1-2 STB 2022A 762,985 _ 762,985 Total Restricted Funds $ 18,586,625 $ 18,586,625

1. I hereby certify that the investments are in compliance with the investment policy adopted by the City Council in June 9,2025.

2. The City has the ability to meet its budgeted expenditures for the next six months.

3. The market values for funds held in banking institutions do not change. The amounts listed as market values for these items are the same as their book values.

4. The book value for the State Pool is the withdrawal value provided by the State Treasurer.The market value of funds held by the State Treasurer equates to the City's pro-rata share of the market value of the entire State Pool.

5. Sources for current market valuation are Account Statements and the Wall Street Journal GNMA Mortgage rates on the last trading day of the month.

6. This report meets the requirements of Government Code Section 53646.

Signed by
„, 2/12/2026 I 10:35 PM PST
Assistant City Manager(Finance Director) Date
2/13/2026 I 1:04 PM PST
City Treasurer Date Pfarfrad ISP'o1r4(012n

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority State Local Agency Investment Fund
For Period Ended
January 31, 2026
Account
Fund or Account Balance
City of Upland 98-36-942 29,157,183
Market
Value
Totals $ 29,157,183 $ 29,466,113
Yield for Period Ended 1/31/2026 3.93%
Prepare ,agee311

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority California Asset Management Plan
For Period Ended
January 31, 2026
Account
Fund or Account Balance
City of Upland 6113-001 1,475,642
Market
Value
Totals $ 1,475,642 $ 1,475,642
Yield for Period Ended 1/31/2026 3.84%
Prepared aye a e t

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority US Bank Investments
For Period Ended
January 31,2026
Par Market Current Book Maturity
Investment Name CUSIP Cost Value Value Yield Yield Date Negotiable Certificates of Deposit
A+FCU CD 00224TAN6 250,000 250,000 250,113 4.70% 4.70% 2/17/2026 American Equity Bank CD 02568KAJ4 250,000 250,000 247,480 0.71% 0.70% 5/27/2026 American Exp CD 02589AEZ1 250,000 250,000 254,895 4.51% 4.60% 9/13/2028 Bank Hapoalim CD 06251A6Z8 244,000 244,000 249,736 4.49% 4.50% 5/21/2029 BankUnited NA CD 066519RW1 249,000 249,000 243,983 1.38% 1.35% 12/8/2026 Baxter CU CD 07181JAY0 250,000 250,000 251,815 4.47% 4.50% 1/25/2027 Born Bk CD 09776DAW4 249,000 249,000 250,713 4.07% 4.10% 6/26/2028 CFG Community Bank CD 12527CNN8 243,775 245,000 244,711 4.00% 4.11% 11/14/2030 Capital One NA CD 14042RQN4 250,000 250,000 244,725 1.28% 1.25% 12/8/2026 Celtic Bank CD 15118RX51 245,340 249,000 249,060 4.00% 4.40% 6/20/2029 City FCU Tax CD 17783PAJ0 249,000 249,000 250,013 3.93% 3.95% 1/12/2029 Civic Federal CU 178808AB7 249,000 249,000 250,907 4.07% 4.10% 10/23/2028 Clearpath FCU CD 18507MAB7 250,000 250,000 250,208 5.10% 5.10% 4/27/2026 Connex CU CD 208212BD1 250,000 250,000 250,505 5.39% 5.40% 3/18/2026 Connexus CU CD 20825WDV9 249,000 249,000 249,774 3.99% 4.00% 7/14/2027 Continental Bank CD 211163MG2 250,000 250,000 245,550 0.61% 0.60% 8/24/2026 Cornerstone CD 21923MAB7 249,000 249,000 247,601 3.72% 3.70% 10/1/2029 Credit Union of Texas CD 22551 KBLS 245,000 245,000 244,588 3.71% 3.70% 10/22/2027 New Jersey Ewing CU 22552BAE1 249,000 249,000 250,158 4.03% 4.05% 1/18/2028 Customers Bank CD 23204HPB8 250,000 250,000 253,868 4.43% 4.50% 6/14/2028 Discover Bank CD 254676AR0 250,000 250,000 255,345 4.55% 4.65% 9/18/2028 Dort FCU CD 25844MBC1 250,000 250,000 251,163 4.93% 4.95% 6/22/2026 Empower FCU CD 291916AE4 250,000 250,000 253,005 5.39% 5.45% 10/23/2026 Essential CU CD 29669XAP3 250,000 250,000 253,088 4.64% 4.70% 6/15/2027 Fahey Banking Co CD 303117DG7 250,000 250,000 250,455 3.89% 3.90% 1/12/2028 First Foundation Bank CD 32026U5U6 244,000 244,000 249,739 4.49% 4.60% 5/22/2029 First Guaranty Bank CD 320437BD7 245,000 245,000 245,071 4.05% 4.05% 11/14/2030 FirstBank of Nebraska CD 32116PAR9 248,000 248,000 243,501 0.61% 0.60% 8/27/2026 First Technology FCU CD 33715LEB2 249,000 249,000 248,514 3.66% 3.65% 8/5/2027 Generations Bank C D 37149CAV9 250,000 250,000 247,928 3.13% 3.10% 5/6/2027 Gesa CU CD 37424PAH7 250,000 250,000 251,793 5.21% 5.25% 7/31/2026 Global FCU CD 37892MAM6 248,000 248,000 249,099 4.98% 5.00% 6/16/2026 Great Midwest CD 39083PDQ2 249,000 249,000 254,149 4.41% 4.50% 4/27/2029 Gulf Cap Bank CD 40219MAY0 248,000 248,000 248,275 3.85% 3.85% 9/27/2028 Holyoke CU CD 43666MAD8 249,000 249,000 248,186 3.96% 3.95% 11/5/2030 Iriquois Fed CD 46355PDQ8 249,000 249,000 252,613 4.63% 4.70% 9/17/2027 Jeanne D Arc CD 472207AK5 249,000 249,000 252,531 4.34% 4.40% 7/31/2028 Malaga Bank CD 56102ABK1 250,000 250,000 244,220 0.87% 0.85% 11/19/2026 Medallion Bank CD 58404DXY2 249,000 249,000 250,723 4.07% 4.10% 6/30/2028 Milestone Bk CD 59934MAK4 244,000 244,000 245,371 4.38% 4.40% 12/15/2026 Morgan Stanley Bk CD 61690DRE0 244,000 244,000 250,115 4.54% 4.65% 5/22/2029 Morgan Stanley Private Bk CD 61768E466 244,000 244,000 250,115 4.54% 4.65% 5/22/2029 NBC Bancorp Inc CD 633398AA0 248,000 248,000 249,644 4.82% 4.85% 9/14/2026 Oklahoma Educators CU CD 67885MAL4 249,000 249,000 248,612 3.71% 3.70% 10/25/2027 Optum Bank Draper CD 68405VAU3 244,000 244,000 247,443 4.63% 4.70% 9/13/2027 People's Bank CD 710275AH1 250,000 250,000 250,663 4.04% 4.05% 1/12/2027 Preferred CU CD 74043RAA2 250,000 250,000 254,768 4.91% 5.00% 9/15/2027 RIA FCU CD 749622BX3 249,000 249,000 250,250 3.98% 4.00% 10/13/2028 Red Crown Fed CD 756558AB8 200,000 200,000 202,234 5.34% 5.40% 10/13/2026 Sallie Mae CD 795451EE9 245,000 245,000 244,939 3.90% 3.90% 12/10/2030 Solarity CU CD 83418NAG6 248,000 248,000 249,205 5.03% 5.05% 6/23/2026 Southern First CD 84287PJB9 244,000 244,000 250,971 4.72% 4.85% 10/17/2028 PrPargeb40aof 402n

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority US Bank Investments
For Period Ended
January 31,2026
Par Market Current Book Maturity
Investment Name CUSIP Cost Value Value Yield Yield Date Southwest Fin FCU CD 84485EAN7 249,000 249,000 250,188 3.98% 4.00% 8/14/2028 State Employees CD 85678LAA3 249,000 249,000 252,279 4.74% 4.80% 5/24/2027 Texas Exchange Bank CD 88241TMG2 249,000 249,000 243,943 1.17% 1.15% 11/13/2026 Toyota Financial Savings Bank CD 89235MLE9 249,860 248,000 244,550 0.96% 0.80% 7/29/2026 True Sky Credit CD 89786MAH7 250,000 250,000 253,065 4.45% 4.50% 11/30/2027 TTCU Federal CU CD 89854LAD5 250,000 250,000 257,088 4.86% 5.00% 7/26/2028 Tucson FCU CD 898812AC6 250,000 250,000 257,403 4.86% 5.00% 9/8/2028 USAlliance FCU CD 90352RDL6 149,000 149,000 153,069 4.58% 4.70% 6/28/2029 UBS Bank CD 90355GD29 249,000 249,000 247,322 3.78% 3.75% 12/10/2030 Union Bank CD 90520VAX1 250,000 250,000 248,890 0.60% 0.60% 3/19/2026 Utah First CD 91739JAJ4 249,000 249,000 254,510 4.45% 4.55% 4/30/2029 Valley Natl Bk CD 919853QY0 245,000 245,000 246,174 3.98% 4.00% 7/24/2028 Vibrant CU CD 92559TAL2 248,000 248,000 248,521 5.34% 5.35% 3/20/2026 Negotiable Certificates of Deposit Subtotal $ 15,993,975 $ 15,997,000 $ 16,081,128 Cash and Equivalents(Money Market Fund)
First American Govt OB Fund-Y 31846V203 508,890 508,890 508,890 3.30% 3.30% Money Market Fund Subtotal $ 508,890 $ 508,890 $ 508,890 Municipal Bond Fund
Burbank Glendale,CA 120827EJ5 2,029,661 1,990,000 2,067,371 4.98% 4.72% 7/1/2029 Corona,CA 21969AAH5 924,000 1,000,000 942,520 2.17% 3.87% 5/1/2029 Riverside,CA 769036BR4 944,250 1,000,000 959,610 2.94% 4.16% 6/1/2029 San Bernardino,CA 796720PB0 250,000 250,000 246,923 1.11% 1.10% 8/1/2026 University of California,CA 91412HGG2 1,224,776 1,400,000 1,271,886 1.78% 4.42% 5/15/2030 Municipal Bond Fund Subtotal $ 5,372,687 $ 5,640,000 $ 5,488,310 Government Securities
Federal Home Ln Bks DEB 3130AWBZ2 998,300 1,000,000 1,007,890 4.09% 4.17% 6/11/2027 Federal Home Ln Bks DEB 3130AWTR1 1,991,760 2,000,000 2,037,620 4.29% 4.47% 9/8/2028 Fed Home Ln Mort Corp#WN1356 3132XFQJO 1,481,250 1,500,000 1,519,980 4.24% 5.06% 4/1/2029 Fed Home Ln Mort Corp#WN1476 3132XFUA4 987,813 1,000,000 1,002,610 4.19% 4.94% 10/1/2029 Fed Home Ln Mort Corp#WN1510 3132XFVC9 1,484,063 1,500,000 1,498,185 4.00% 4.64% 1/1/2030 Federal Home Ln Corp#WN1516 3132XFVJ4 985,000 1,000,000 999,160 4.00% 4.91% 1/1/2030 Fed Home Ln Mort Corp#WN1530 3132XFVY1 1,481,719 1,500,000 1,499,820 4.00% 4.73% 1/1/2030 Fed Home Ln Mort Corp#WN1542 3132XFWC8 2,302,059 2,310,000 2,327,810 4.28% 4.52% 2/1/2030 Fed Home Ln Mort Corp#WN1543 3132XFWD6 2,293,531 2,300,000 2,321,758 4.36% 4.57% 3/1/2030 Fed Home Ln Mort Corp#WN1555 3132XFWR5 1,694,875 1,700,000 1,705,559 4.11% 4.30% 4/1/2030 Fed Home Ln Mort Corp Gold#WN1602 3132XFX86 343,922 345,000 342,264 3.93% 4.09% 8/1/2030 Fed Home Ln Mort Corp#WN1572 3132XFXA1 3,982,500 4,000,000 3,991,960 4.01% 4.26% 5/1/2030 Fed Home Ln Mort Corp Gold#WN1617 3132XFYP7 1,497,656 1,500,000 1,489,350 3.98% 4.04% 7/1/2030 Fed Home Ln Mort Corp Gold#WN1646 3132XFZL5 995,938 1,000,000 992,090 3.93% 4.14% 7/1/2030 Fed Home Ln Mort Corp#WN2560 3132XGZ25 994,688 1,000,000 1,011,660 4.79% 5.17% 1/1/2029 Fed Home Ln Mort Corp Gold #WN5017 3132XKSF5 1,123,242 1,125,000 1,129,939 4.18% 4.29% 7/1/2029 Prfitargtb44)a f1402n

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority US Bank Investments
For Period Ended
January 31,2026
Par Market Current Book Maturity
Investment Name CUSIP Cost Value Value Yield Yield Date Fed Home Ln Mort Corp#WN5034F 3132XKSY4 2,012,500 2,000,000 2,000,680 4.14% 3.77% 7/1/2029 Fed Home Ln Mort Corp#WN5163 3132XKWZ6 2,659,953 2,675,000 2,678,531 4.14% 4.49% 10/1/2029 Fed Home Ln Mort Corp Gold#WN5242 3132XKZG5 925,606 940,000 937,011 4.01% 4.93% 3/1/2030 Fed Home Ln Mort Corp Gold #WB5243 3132XKZH3 2,649,922 2,675,000 2,669,677 4.01% 4.56% 4/1/2030 Fed Home Ln Mort Corp Gold #WN5249 3132XKZP5 997,813 1,000,000 1,000,290 4.10% 4.23% 4/1/2030 Federal Farm Credit Bks DEB 3133EPN50 998,000 1,000,000 1,019,740 4.17% 4.29% 12/15/2028 Fed Natl Mortgage Assoc#BL3660 3140HVB60 1,835,018 1,945,034 1,871,823 2.82% 4.20% 8/1/2029 Fed Natl Mortgage Assoc#BL3884 3140HVJ62 515,281 550,000 526,207 2.73% 4.28% 9/1/2029 Fed Natl Mortgage Assoc#BL4193 3140HVUT9 471,563 500,000 478,425 2.83% 4.21% 9/1/2029 Fed Natl Mortgage Assoc#BL4815 3140HWK50 953,941 996,933 955,591 2.79% 3.79% 11/1/2029 Fed Natl Mortgage Assoc#BS1416 3140LBSE4 594,825 660,000 625,337 1.15% 4.63% 3/1/2028 Fed Natl Mortgage Assoc#BS4790 3140LFKC7 2,908,547 3,150,000 3,005,604 2.21% 4.88% 3/1/2029 Fed Natl Mortgage Assoc#BS5506 3140LGDL3 772,922 825,000 802,849 3.19% 5.41% 6/1/2029 Fed Natl Mortgage Assoc#BS5552 3140LGE24 1,995,544 2,130,000 2,085,078 3.41% 5.67% 5/1/2029 Fed Natl Mortgage Assoc#BS6109 3140LGYF3 4,340,455 4,343,000 4,333,576 3.99% 4.00% 7/1/2029 Fed Natl Mortgage Assoc#BS6624 3140LHLE8 992,160 996,520 989,305 3.85% 3.97% 10/1/2029 Fed Natl Mortgage Assoc#BZ0815 3140NU3Z0 1,499,063 1,500,000 1,532,370 4.55% 4.68% 4/1/2029 Fed Natl Mortgage Assoc#BZ1806 3140NWAG0 1,463,438 1,500,000 1,506,930 4.03% 5.23% 9/1/2029 Fed Natl Mortgage Assoc#BZ1969A 3140NWFK6 689,719 700,000 702,268 4.00% 4.72% 10/1/2029 Fed Natl Mortgage Assoc#BZ1993 3140NWGB5 743,906 750,000 752,093 4.06% 4.46% 11/1/2029 Fed Natl Mortgage Assoc#BA2127A 3140NWLH6 1,473,750 1,500,000 1,506,990 4.17% 5.04% 10/1/2029 Fed Natl Mortgage Assoc#BZ2336 3140NWS22 1,491,563 1,500,000 1,525,320 4.41% 4.75% 11/1/2029 Fed Natl Mortgage Assoc#BZ2399 3140NWUZ6 492,656 500,000 506,145 4.23% 4.99% 11/1/2029 Fed Natl Mortgage Assoc#BZ2524 3140NWYW9 1,492,969 1,500,000 1,524,870 4.70% 5.01% 12/1/2029 Fed Natl Mortgage Assoc#BZ2748 3140NXBS1 494,688 500,000 506,800 4.30% 4.87% 1/1/2030 Fed Natl Mortgage Assoc#BZ2776 3140NXCN1 997,500 1,000,000 1,022,950 4.52% 4.74% 1/1/2030 Fed Natl Mortgage Assoc#BZ3455 3140NXZV8 1,496,719 1,500,000 1,514,625 4.20% 4.34% 4/1/2030 Fed Natl Mortgage Assoc#BZ4436 3140NY4W8 498,438 500,000 499,350 4.01% 4.15% 8/1/2030 Fed Natl Mortgage Assoc#BZ4021 3140NYPF2 3,487,500 3,500,000 3,529,225 4.21% 4.42% 6/1/2030 Fed Natl Mort Assoc#BZ0458 3140NYQL8 2,281,430 2,285,000 2,295,808 4.13% 4.22% 6/1/2030 Fed Natl Mort Assoc#BA4276 3140NYXE6 995,625 1,000,000 1,006,540 4.21% 4.45% 7/1/2030 Fed Natl Mortgage Assoc#BZ5346 3140Q05G3 4,025,000 4,000,000 3,998,840 4.12% 3.82% 10/1/2030 Fed Natl Mortgage Assoc#BZ4505 3140Q0AF9 4,491,563 4,500,000 4,505,940 4.12% 4.21% 8/1/2030 Fed Natl Mortgage Assoc#BZ5496 3140Q1DA5 1,995,625 2,000,000 1,990,760 4.01% 4.09% 12/1/2030 Fed Natl Mortgage Assoc#BZ5552 3140Q1 E22 998,555 1,000,000 997,820 4.13% 4.19% 11/1/2030 Fed Natl Mortgage Assoc#BZ5528 3140Q1 EA4 995,313 1,000,000 990,960 3.95% 4.13% 12/1/2030 Fed Natl Mortgage Assoc#BZ5619 3140Q1G53 1,012,988 1,020,000 1,005,547 3.87% 4.15% 11/1/2030 Fed Natl Mortgage Assoc#BZ6138 3140Q1ZC7 999,688 1,000,000 995,340 4.04% 4.04% 1/1/2031 Government Securities Subtotal $ 84,380,054 $ 85,421,487 $ 85,274,868 Corporate Bonds
Citibank 17325FBK3 513,250 500,000 511,795 4.73% 4.24% 8/6/2029 John Deere Capital Med Term Nt 24422EYF0 1,009,540 1,000,000 1,010,770 4.33% 4.16% 10/15/2030 JP Morgan Chase Med Term Nt 4.12% 46632FXW0 1,000,000 1,000,000 1,000,600 4.12% 4.12% 01/23/2031 JP Morgan Chase Med Term Nt 4.05% 4813006R1 2,000,000 2,000,000 1,993,060 4.06% 4.05% 10/29/2030 Royal Bank CDA Med Term 78014RZE3 2,000,000 2,000,000 2,027,920 4.68% 4.75% 03/14/2030 US Bancorp Med Trm Nt 91159XDW2 1,500,000 1,500,000 1,511,805 4.46% 4.50% 09/10/2030 Wells Fargo Bk Med Trm Nt 95004HAF5 1,000,000 1,000,000 992,610 4.48% 4.45% 08/04/2030 Corporate Bonds Subtotal $ 9,022,790 $ 9,000,000 $ 9,048,560 PrPargeb4Paof 402n

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority US Bank Investments
For Period Ended
January 31,2026
Par Market Current Book Maturity
Investment Name CUSIP Cost Value Value Yield Yield Date US Treasury
US Treasury Note 2.625% 912828661 464,450 500,000 485,820 2.70% 4.25% 2/15/2029 US Treasury Note 3.750% 91282CJR3 978,600 1,000,000 1,003,980 3.74% 4.25% 12/31/2028 US Treasury Note 4.000% 91282CJW2 989,100 1,000,000 1,010,940 3.96% 4.25% 1/31/2029 US Treasury Subtotal $ 2,432,150 $ 2,500,000 $ 2,500,740 Weighted Weighted
Avg.Yield Avg.Yield
Total Portfolio $ 117,710,546 $ 119,067,378 $ 118,902,496 3.95% 4.35% NOTE:The Treasurer's Report has been updated to report investment performance using weighted average book yield calculated on an amortized cost basis,which reflects both interest income and the amortization or accretion of premiums and discounts.Current yield,based on market value and interest income only,is still presented for reference; however,book yield is now the primary performance measure.

PrRegtb43a f1402n

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority Investment Portfolio
For Period Ended
January 31,2026
No.of Days to
Days Until Maturity Total by
January 31,2026 Market Value Availability Maturity Weight Weighted Avg Maturity Petty Cash 32,898 1/31/2026 0 0.0% - Checking Account 2,091,434 2/1/2026 1 1.4% 0.01 Utility&Credit Cards Account 42,245 2/1/2026 1 0.0% - Successor Agency 111,758 2/1/2026 1 0.1% - Total Bank Accounts 2,278,335 2,278,335 State Local Agency Investment Fund 29,466,113 2/1/2026 1 19.4% 0.19 29,466,113 California Asset Management Plan 1,475,642 1/31/2026 0 1.0% - 1,475,642 First American Govt OB Fund-Y 508,890 2/1/2026 1 0.3% 0.00 Money Market Accounts 508,890 508,890
A+FCU CD 250,113 2/17/2026 17 0.2% 0.03 Negotiable Certificates of Deposit 250,113 250,113 $ 33,979,092 1 -30 days
Connex CU CD 250,505 3/18/2026 46 0.2% 0.08 Union Bank CD 248,890 3/19/2026 47 0.2% 0.08 Vibrant CU CD 248,521 3/20/2026 48 0.2% 0.08 Negotiable Certificates of Deposit 747,916 747,916 $ 747,916 31 -60 days
American Equity Bank CD 247,480 5/27/2026 116 0.2% 0.19 Clearpath FCU CD 250,208 4/27/2026 86 0.2% 0.14 Negotiable Certificates of Deposit 497,688 497,688 $ 497,688 61 -120 days
Dort FCU CD 251,163 6/22/2026 142 0.2% 0.23 Global FCU CD 249,099 6/16/2026 136 0.2% 0.22 Solarity CU CD 249,205 6/23/2026 143 0.2% 0.23 Toyota Financial Savings Bank CD 244,550 7/29/2026 179 0.2% 0.29 Negotiable Certificates of Deposit 994,017 994,017 $ 994,017 121 -180 days
BankUnited NA CD 243,983 12/8/2026 311 0.2% 0.50 Baxter CU CD 251,815 1/25/2027 359 0.2% 0.59 Capital One NA CD 244,725 12/8/2026 311 0.2% 0.50 Continental Bank CD 245,550 8/24/2026 205 0.2% 0.33 Empower FCU CD 253,005 10/23/2026 265 0.2% 0.44 FirstBank of Nebraska CD 243,501 8/27/2026 208 0.2% 0.33 Gesa CU CD 251,793 7/31/2026 181 0.2% 0.30 Malaga Bank CD 244,220 11/19/2026 292 0.2% 0.47 Milestone Bk CD 245,371 12/15/2026 318 0.2% 0.51 NBC Bancorp Inc CD 249,644 9/14/2026 226 0.2% 0.37 People's Bank CD 250,663 1/12/2027 346 0.2% 0.57 Red Crown Fed CD 202,234 10/13/2026 255 0.1% 0.34 Texas Exchange Bank CD 243,943 11/13/2026 286 0.2% 0.46 Negotiable Certificates of Deposit 3,170,446 3,170,446 San Bernardino,CA 246,923 8/1/2026 182 0.2% 0.30 Municipal Bonds 246,923 246,923
$ 3,417,369 181 -1 year
Federal Home Ln Bks DEB 1,007,890 6/11/2027 496 0.7% 3.29 Government Securities 1,007,890 1,007,890 Prf5f2n

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority Investment Portfolio
For Period Ended
January 31,2026
No.of Days to
Days Until Maturity Total by
January 31,2026 Market Value Availability Maturity Weight Weighted Avg Maturity Connexus CU CD 249,774 7/14/2027 529 0.2% 0.87 Credit Union of Texas CD 244,588 10/22/2027 629 0.2% 1.01 New Jersey Ewing CU 250,158 1/18/2028 717 0.2% 1.18 Essential CU CD 253,088 6/15/2027 500 0.2% 0.83 Fahey Banking Co CD 250,455 1/12/2028 711 0.2% 1.17 First Technology FCU CD 248,514 8/5/2027 551 0.2% 0.90 Generations Bank C D 247,928 5/6/2027 460 0.2% 0.75 Iriquois Fed CD 252,613 9/17/2027 594 0.2% 0.99 Oklahoma Educators CU CD 248,612 10/25/2027 632 0.2% 1.03 Optum Bank Draper CD 247,443 9/13/2027 590 0.2% 0.96 Preferred CU CD 254,768 9/15/2027 592 0.2% 0.99 State Employees CD 252,279 5/24/2027 478 0.2% 0.79 True Sky Credit CD 253,065 11/30/2027 668 0.2% 1.11 Negotiable Certificates of Deposit 3,253,284 3,253,284 $ 4,261,174 1-2 years
Federal Home Ln Bks DEB 2,037,620 9/8/2028 951 1.3% 12.74 Fed Home Ln Mort Corp#WN2560 1,011,660 1/1/2029 1066 0.7% 7.09 Federal Farm Credit Bks DEB 1,019,740 12/15/2028 1049 0.7% 7.03 Fed Natl Mortgage Assoc#BS1416 625,337 3/1/2028 760 0.4% 3.12 Government Securities 4,694,357 4,694,357 American Exp CD 254,895 9/13/2028 956 0.2% 1.60 Born Bk CD 250,713 6/26/2028 877 0.2% 1.45 City FCU Tax CD 250,013 1/12/2029 1077 0.2% 1.77 Civic Federal CU 250,907 10/23/2028 996 0.2% 1.64 Customers Bank CD 253,868 6/14/2028 865 0.2% 1.44 Discover Bank CD 255,345 9/18/2028 961 0.2% 1.61 Gulf Cap Bank CD 248,275 9/27/2028 970 0.2% 1.58 Jeanne D Arc CD 252,531 7/31/2028 912 0.2% 1.51 Medallion Bank CD 250,723 6/30/2028 881 0.2% 1.45 RIA FCU CD 250,250 10/13/2028 986 0.2% 1.62 Southern First CD 250,971 10/17/2028 990 0.2% 1.63 Southwest Fin FCU CD 250,188 8/14/2028 926 0.2% 1.52 TTCU Federal CU CD 257,088 7/26/2028 907 0.2% 1.53 Tucson FCU CD 257,403 9/8/2028 951 0.2% 1.61 Valley Natl Bk CD 246,174 7/24/2028 905 0.2% 1.46 Negotiable Certificates of Deposit 3,779,343 3,779,343 US Treasury Note 3.750% 1,003,980 12/31/2028 1065 0.7% 7.03 US Treasury 1,003,980 1,003,980
$ 9,477,680 2-3 years
Fed Home Ln Mort Corp#WN1356 1,519,980 4/1/2029 1156 1.0% 11.55 Fed Home Ln Mort Corp#WN1476 1,002,610 10/1/2029 1339 0.7% 8.83 Fed Home Ln Mort Corp#WN1510 1,498,185 1/1/2030 1431 1.0% 14.09 Federal Home Ln Corp#WN1516 999,160 1/1/2030 1431 0.7% 9.40 Fed Home Ln Mort Corp#WN1530 1,499,820 1/1/2030 1431 1.0% 14.11 Fed Home Ln Mort Corp Gold #WN5017 1,129,939 7/1/2029 1247 0.7% 9.26 Fed Home Ln Mort Corp#WN5034F 2,000,680 7/1/2029 1247 1.3% 16.40 Fed Home Ln Mort Corp#WN5163 2,678,531 10/1/2029 1339 1.8% 23.58 Fed Natl Mortgage Assoc#BL3660 1,871,823 8/1/2029 1278 1.2% 15.73 Fed Natl Mortgage Assoc#BL3884 526,207 9/1/2029 1309 0.3% 4.53 Fed Natl Mortgage Assoc#BL4193 478,425 9/1/2029 1309 0.3% 4.12 Fed Natl Mortgage Assoc#BL4815 955,591 11/1/2029 1370 0.6% 8.61 Fed Natl Mortgage Assoc#BS4790 3,005,604 3/1/2029 1125 2.0% 22.23 Fed Natl Mortgage Assoc#BS5506 802,849 6/1/2029 1217 0.5% 6.42 Fed Natl Mortgage Assoc#BS5552 2,085,078 5/1/2029 1186 1.4% 16.26 PrcIPSODA-Bat5f41312n

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority Investment Portfolio
For Period Ended
January 31,2026
No.of Days to
Days Until Maturity Total by
January 31,2026 Market Value Availability Maturity Weight Weighted Avg Maturity Fed Natl Mortgage Assoc#BS6109 4,333,576 7/1/2029 1247 2.8% 35.52 Fed Natl Mortgage Assoc#BS6624 989,305 10/1/2029 1339 0.7% 8.71 Fed Natl Mortgage Assoc#BZ0815 1,532,370 4/1/2029 1156 1.0% 11.64 Fed Natl Mortgage Assoc#BZ1806 1,506,930 9/1/2029 1309 1.0% 12.97 Fed Natl Mortgage Assoc#BZ1969A 702,268 10/1/2029 1339 0.5% 6.18 Fed Natl Mortgage Assoc#BZ1993 752,093 11/1/2029 1370 0.5% 6.77 Fed Natl Mortgage Assoc#BA2127A 1,506,990 10/1/2029 1339 1.0% 13.26 Fed Natl Mortgage Assoc#BZ2336 1,525,320 11/1/2029 1370 1.0% 13.74 Fed Natl Mortgage Assoc#BZ2399 506,145 11/1/2029 1370 0.3% 4.56 Fed Natl Mortgage Assoc#BZ2524 1,524,870 12/1/2029 1400 1.0% 14.03 Fed Natl Mortgage Assoc#BZ2748 506,800 1/1/2030 1431 0.3% 4.77 Fed Natl Mortgage Assoc#BZ2776 1,022,950 1/1/2030 1431 0.7% 9.62 Government Securities 38,464,098 38,464,098 Bank Hapoalim CD 249,736 5/21/2029 1206 0.2% 1.98 Celtic Bank CD 249,060 6/20/2029 1236 0.2% 2.02 Cornerstone CD 247,601 10/1/2029 1339 0.2% 2.18 First Foundation Bank CD 249,739 5/22/2029 1207 0.2% 1.98 Great Midwest CD 254,149 4/27/2029 1182 0.2% 1.97 Morgan Stanley Bk CD 250,115 5/22/2029 1207 0.2% 1.98 Morgan Stanley Private Bk CD 250,115 5/22/2029 1207 0.2% 1.98 USAlliance FCU CD 153,069 6/28/2029 1244 0.1% 1.25 Utah First CD 254,510 4/30/2029 1185 0.2% 1.98 Negotiable Certificates of Deposit 2,158,094 2,158,094 Citibank 511,795 8/6/2029 1283 0.3% 4.32 Corporate Bonds 511,795 511,795
US Treasury Note 2.625% 485,820 2/15/2029 1111 0.3% 3.55 US Treasury Note 4.000% 1,010,940 1/31/2029 1096 0.7% 7.28 US Treasury 1,496,760 1,496,760
Burbank Glendale,CA 2,067,371 7/1/2029 1247 1.4% 16.95 Corona,CA 942,520 5/1/2029 1186 0.6% 7.35 Riverside,CA 959,610 6/1/2029 1217 0.6% 7.68 Municipal Bonds 3,969,501 3,969,501
$ 46,600,248 3-4 years
Fed Home Ln Mort Corp#WN1542 2,327,810 2/1/2030 1462 1.5% 22.37 Fed Home Ln Mort Corp#WN1543 2,321,758 3/1/2030 1490 1.5% 22.74 Fed Home Ln Mort Corp#WN1555 1,705,559 4/1/2030 1521 1.1% 17.05 Fed Home Ln Mort Corp Gold#WN1602 342,264 8/1/2030 1643 0.2% 3.70 Fed Home Ln Mort Corp#WN1572 3,991,960 5/1/2030 1551 2.6% 40.70 Fed Home Ln Mort Corp Gold#WN1617 1,489,350 7/1/2030 1612 1.0% 15.78 Fed Home Ln Mort Corp Gold#WN1646 992,090 7/1/2030 1612 0.7% 10.51 Fed Home Ln Mort Corp Gold#WN5242 937,011 3/1/2030 1490 0.6% 9.18 Fed Home Ln Mort Corp Gold #WB5243 2,669,677 4/1/2030 1521 1.8% 26.69 Fed Home Ln Mort Corp Gold #WN5249 1,000,290 4/1/2030 1521 0.7% 10.00 Fed Natl Mortgage Assoc#BZ3455 1,514,625 4/1/2030 1521 1.0% 15.14 Fed Natl Mortgage Assoc#BZ4436 499,350 8/1/2030 1643 0.3% 5.39 Fed Natl Mortgage Assoc#BZ4021 3,529,225 6/1/2030 1582 2.3% 36.70 Fed Natl Mort Assoc#BZ0458 2,295,808 6/1/2030 1582 1.5% 23.88 Fed Natl Mort Assoc#BA4276 1,006,540 7/1/2030 1612 0.7% 10.67 Fed Natl Mortgage Assoc#BZ5346 3,998,840 10/1/2030 1704 2.6% 44.79 Fed Natl Mortgage Assoc#BZ4505 4,505,940 8/1/2030 1643 3.0% 48.67 Fed Natl Mortgage Assoc#BZ5496 1,990,760 12/1/2030 1765 1.3% 23.10 Fed Natl Mortgage Assoc#BZ5552 997,820 11/1/2030 1735 0.7% 11.38 Fed Natl Mortgage Assoc#BZ5528 990,960 12/1/2030 1765 0.7% 11.50 Fed Natl Mortgage Assoc#BZ5619 1,005,547 11/1/2030 1735 0.7% 11.47 Fed Natl Mortgage Assoc#BZ6138 995,340 1/1/2031 1796 0.7% 11.75 Pr46f5f2n

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority Investment Portfolio
For Period Ended
January 31,2026
No.of Days to
Days Until Maturity Total by
January 31,2026 Market Value Availability Maturity Weight Weighted Avg Maturity Government Securities 41,108,523 41,108,523 CFG Community Bank CD 244,711 11/14/2030 1748 0.2% 2.81 First Guaranty Bank CD 245,071 11/14/2030 1748 0.2% 2.82 Holyoke CU CD 248,186 11/5/2030 1739 0.2% 2.84 Sallie Mae CD 244,939 12/10/2030 1774 0.2% 2.86 UBS Bank CD 247,322 12/10/2030 1774 0.2% 2.88 Negotiable Certificates of Deposit 1,230,228 1,230,228 John Deere Capital Med Term Nt 1,010,770 10/15/2030 1718 0.7% 11.42 JP Morgan Chase Med Term Nt 4.12% 1,000,600 1/23/2031 1818 0.7% 11.96 JP Morgan Chase Med Term Nt 4.05% 1,993,060 10/29/2030 1732 1.3% 22.69 Royal Bank CDA Med Term 2,027,920 3/14/2030 1503 1.3% 20.04 US Bancorp Med Trm Nt 1,511,805 9/10/2030 1683 1.0% 16.73 Wells Fargo Bk Med Trm Nt 992,610 8/4/2030 1646 0.7% 10.74 Corporate Bonds 8,536,765 8,536,765
University of California,CA 1,271,886 5/15/2030 1565 0.8% 13.08 Municipal Bonds 1,271,886 1,271,886
$ 52,147,403 4-5 years
Total Investments $ 152,122,586 100% 1,029 $152,122,586 Average Maturity in Days 1029
Average Maturity in Years: 3
Prcipsgtb417auf044312n

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority CA Government Code Section 53607
For Period Ended
January 31,2026
Issue Par Market Maturity
Investment Name CUSIP ID Date Cost Value Value Date Sales&Maturities
Fed Natl Mortgage Assoc#BL3660 3140HVB60 8/1/2019 3,029.70 3,029.70 3,211.34 8/1/2029 Fed Natl Mortgage Assoc#BS6624 3140LHLE8 10/1/2022 1,115.63 1,115.63 1,120.53 10/1/2029 Fed Natl Mortgage Assoc#BL4815 3140HWK50 11/1/2019 1,423.22 1,423.22 1,487.36 11/1/2029 Communitywide FCU CD 20416TAX0 1/6/2023 250,000.00 250,000.00 250,005.00 1/6/2026 Popular Bank CD 73317ABL5 1/11/2023 250,000.00 250,000.00 250,015.00 1/8/2026 City National Bank CD 178180GU3 1/11/2023 250,000.00 250,000.00 250,042.50 1/12/2026 Federal Home Ln Bks DEB 3130ARKL4 4/21/2022 591,600.00 600,000.00 605,178.00 4/21/2027 USAlliance FCU CD 90352RCD5 1/28/2022 100,000.00 100,000.00 99,806.00 1/28/2026 Sales&Maturities Subtotal $ 1,447,168.55 $ 1,455,568.55 $ 1,460,865.73 Purchases
Fed Natl Mortgage Assoc#BZ6138 3140Q1ZC7 1/1/2026 999,687.50 1,000,000.00 995,340.00 1/1/2031 JP Morgan Chase Med Term Nt 4.12% 46632FXW0 1/23/2026 1,000,000.00 1,000,000.00 1,000,600.00 1/23/2031 Purchases Subtotal $ 1,999,687.50 $ 2,000,000.00 $ 1,995,940.00 Pregarw664 r6nay2n

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority Maturities in Thousands of Dollars
For Period Ended
January 31, 2026
1 day 31 days 61 days 121 days 181 days 1 year 2 years 3 years 4 years to to to to to to I to to to
Investment Portfolio 30 days 60 days 120 days 180 days 1 year 2 years 3 years 4 years 5 years State Local Agency Investment Fund 29,466 - - - - - - - - California Asset Management Plan 1,476 - - - - - - - - Bank Accounts and Change Funds 2,278 - - - - - - - Negotiable Certificates of Deposit 250 748 498 994 3,170 3,253 3,779 2,158 1,230 Government Securities —1 - - - - - 1,008 4,694 38,464 41,109 Money Market Fund 509 - - - - - Municipal Bonds - - - - 247 - - 3,970 1,272 Corporate Bonds —1 - - - - - - - 512 8,537 US Treasury - - - - - - 1,004 1,497 - Total Cash and Investments $33,979 $ 748 $ 498 $ 994 $ 3,417 $ 4,261 $ 9,477 $46,601 $52,148 Percentage 22.34% 0.49% 0.33% 0.65% 2.25% 2.80% 6.23% 30.63% 34.28% •
2 years to 3 years INVESTMENTS BY MATURITY

6.23%
1 year to 2 years

2.80%
•\ 3 years to 4 years
181 days to 1 year

2.25% 30.63%
• 121 days to 180 \
days 0.65%
61 days to 120
days 0.33%
• 31 days to
60 days 0.49%
• 1 day to 30 days

22.34%
■ 4 years to 5 years

34.28%
Prep/Rwr& 2n

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority Bank Accounts and Change Funds
For Period Ended
January 31, 2026
Account Insured Collateralized Total
Name Institution Deposits Deposits Deposits
Petty Cash
City of Upland City of Upland $ - $ - $ 32,898 City of Upland
Payroll Zero Balance Account Chase - - - City of Upland
Checking Account Chase 250,000 1,841,434 2,091,434 City of Upland
Utility& Credit Cards Account Chase 42,245 - 42,245 City of Upland
Successor Agency Chase 111,758 - 111,758 Totals $ 404,003 $ 1,841,434 $ 2,278,335
Prepare0,aye gieg

Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority State Local Agency Investment Fund
For 12 Month Period Ended
January 31, 2026
Month Yield
February-2025 4.33%
March-2025 4.31%
April-2025 4.28%
May-2025 4.27%
June-2025 4.27%
July-2025 4.26%
August-2025 4.25%
September-2025 4.25%
October-2025 4.15%
November-2025 4.15%
December-2025 4.03%
January-2026 3.93%
Average Yield On Investment Portfolio

4.40%

4.30%

4.20%

4.10%

4.00%

3.90% -

3.80%

3.70%
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Docusign Envelope ID:6342E7D2-4A10-407B-A37C-FA7E5A9137BB

TREASURER'S REPORT
City of Upland - Successor Agency - Public Financing Authority Investment Summary
January 31,2026
Feb-2025 Mar-2025 Apr-2025 May-2025 Jun-2025 Jul-2025 Aug-2025 Sep-2025 Oct-2025 Nov-2025 Dec-2025 Jan-2026 Investment Portfolio
State Local Agency Investment Fund(LAIF) 1,302,381 1,302,910 1,316,637 1,316,135 1,316,903 1,331,201 1,333,331 1,333,338 1,347,537 334,967 17,020,428 29,482,708 California Asset Management Plan(CAMP) 32,051,655 35,681,612 40,817,576 45,977,553 40,835,363 28,580,966 19,173,748 10,071,972 8,608,869 10,640,767 1,470,833 1,475,642 Negotiable Certificates of Deposit 19,626,946 18,953,344 17,718,099 17,194,346 16,777,042 17,519,686 18,950,018 16,985,578 16,977,765 17,202,108 16,951,402 16,081,128 Money Market Fund 2,612,689 2,778,602 1,402,801 937,196 2,569,850 887,381 610,504 335,964 904,953 2,516,528 667,217 508,890 Municipal Bonds 5,435,679 5,440,404 4,482,473 5,680,643 5,728,913 5,707,231 5,467,239 5,469,246 5,476,581 5,505,577 5,494,294 5,488,310 Government Agency Securities 69,451,576 68,378,801 72,608,309 73,807,904 78,316,444 79,433,963 81,533,780 85,304,126 83,590,615 82,447,961 84,706,504 85,274,868 Corporate Bonds - 2,012,080 2,025,300 2,011,420 2,020,400 2,011,700 2,023,940 5,049,285 7,038,805 8,070,705 8,059,905 9,048,560 US Treasury 4,628,525 4,644,080 4,680,155 3,190,038 3,209,748 2,956,450 2,985,390 2,981,560 2,499,910 2,508,055 2,504,560 2,500,740 Total Investments $ 135,109,452 $ 139,191,834 $ 145,051,351 $ 150,115,234 $ 150,774,662 $ 138,428,579 $ 132,077,951 $ 127,531,069 $ 126,445,035 $ 129,226,668 $ 136,875,144 $ 149,860,845 Weighted Average Days to Maturity 848.13 597.60 632.10 626.31 684.65 848.13 985.22 1051.60 1151.17 1139.27 1105.98 1029.49 Blended Yield: 3.05% 3.15% 3.23% 3.37% 3.41% 3.57% 3.65% 3.69% 3.81% 3.92% 4.31% 4.26% Cash
Bank Accounts and Change of Funds 5,623,619 3,090,907 2,599,122 6,064,643 5,908,392 5,066,570 1,187,149 5,981,489 1,276,042 4,726,559 4,794,222 2,278,335 Total Cash $ 5,623,619 $ 3,090,907 $ 2,599,122 $ 6,064,643 $ 5,908,392 $ 5,066,570 $ 1,187,149 $ 5,981,489 $ 1,276,042 $ 4,726,559 $ 4,794,222 $ 2,278,335 Total Cash and Investments $ 140,733,071 $ 142,282,741 $ 147,650,473 $ 156,179,877 $ 156,683,054 $ 143,495,149 $ 133,265,100 $ 133,512,558 $ 127,721,076 $ 133,953,227 $ 141,669,366 $ 152,139,181 PARS Investment Portfolio
115 Trust-OPEB Investment 2,403,858 2,598,295 2,615,569 2,674,733 2,747,152 2,758,488 2,816,041 2,866,585 2,903,937 2,921,092 2,933,650 2,988,002 115 Trust-Pension Investment 8,481,040 10,216,704 10,288,163 10,469,272 10,726,609 10,761,740 11,627,654 11,810,158 11,951,491 12,023,161 12,061,266 12,217,692 Total Restricted Funds Held in Trust $ 10,884,899 $ 12,814,999 $ 12,903,732 $ 13,144,005 $ 13,473,760 $ 13,520,228 $ 14,443,695 $ 14,676,743 $ 14,855,428 $ 14,944,252 $ 14,994,916 $ 15,205,694 Benchmarks:

LAIF 4.33% 4.31% 4.28% 4.27% 4.27% 4.26% 4.25% 4.21% 4.15% 4.10% 4.03% 3.90% CAMP 4.50% 4.47% 4.45% 4.42% 4.43% 4.41% 4.41% 4.27% 4.26% 4.11% 3.90% 3.85% 2yr U.S.Treasury 3.99% 3.89% 3.60% 3.89% 3.72% 3.94% 3.59% 3.60% 3.60% 3.47% 3.47% 3.52% Syr U.S.Treasury 4.03% 3.96% 3.72% 3.96% 3.79% 3.96% 3.68% 3.74% 3.74% 3.59% 3.73% 3.73% Restricted Funds with Fiscal Agent
Wtr Sys Lease Rev Ref Bonds 2011
Wtr Revenue Bonds 2022 15,502,213 15,628,608 15,502,417 15,502,481 15,502,547 15,502,611 15,502,677 16,528,998 15,503,027 15,503,094 15,503,159 12,104,934 Wtr Sys Lease Rev Ref Bonds 2021 - 44,573 5 5 5 5 5 666,573 196 196 197 197 Successor Agency TAN 2013/TAN 2016-Me 163,469 - - - - - 2,693,469 2 3 3 3 3 Colonies CFD Area#1 2022 462,072 287,726 287,726 287,726 287,726 287,726 1,528,476 274,130 274,130 274,130 274,130 274,130 Colonies CFD Area#2 2015 1,540,571 1,328,139 1,328,144 1,328,150 1,328,155 1,328,161 2,440,570 1,328,416 1,328,422 1,328,429 1,328,435 1,328,442 Upland 54 CFD 2004 150,953 124,917 124,917 124,917 124,917 124,917 222,585 126,545 126,558 126,573 126,586 126,599 Sycamore Hills CFD 2015-1 905,735 728,559 728,559 728,560 728,560 728,561 1,109,151 736,955 737,021 737,091 737,157 737,223 Harvest at Upland CFD 2016-1 Area#1 740,309 572,835 574,718 576,507 578,353 580,139 914,859 572,469 574,224 575,956 577,579 579,179 Harvest at Upland CFD 2016-1 Area#2 2,306,852 2,164,312 2,164,319 2,164,326 2,164,333 2,164,340 2,584,269 2,171,730 2,171,737 2,171,744 2,171,751 2,171,758 4,228,570 478,427 488,285 489,740 491,248 492,711 667,788 495,718 497,171 498,601 499,901 501,175 Sycamore Hills CFD 2015-1-2 952,712 757,752 757,753 757,754 757,756 757,757 1,127,958 762,981 762,982 762,983 762,984 762,985 Total Restricted Funds $ 26,953,456 $ 22,115,848 $ 21,956,843 $ 21,960,166 $ 21,963,600 $ 21,966,928 $ 28,791,807 $ 23,664,517 $ 21,975,471 $ 21,978,800 $ 21,981,882 $ 18,586,625 PrPage 16 of 16 Page eb- Or j /2026

����°� °p`q� CITY
UPLAND
�r. .__� ... ]��/�: J/L//1 y �/'� "The City of Gracious Living" ltiriiVO
''' 5
oid
DATE: February 23,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:STEPHEN PARKER,CPA,ASSISTANT CITY MANAGER

STACI SULLIVAN,FINANCE MANAGER
SUBJECT: SINGLE AUDIT REPORT FOR THE FISCAL YEAR ENDED JUNE 30,2025 RECOMMENDED ACTION:

It is recommended that the City Council receive and file the Single Audit Report on Federal Award Programs 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 Annual Comprehensive Financial Report (ACFR) following an independent audit. The ACFR presents a summary of financial position and financial transactions for Fiscal Year 2024-25.

A municipality is also subject to a Single Audit if they receive federal recipient award funding that has expended $750,000 or greater in a fiscal year.The City of Upland expended over$750,000 during Fiscal Year 2024-25 and was subject to the Single Audit requirement.

On January 12,2026,the City Council received and filed the ACFR and related reports for the fiscal year ended June 30,2025.

ISSUES AND ANALYSIS
The firm of Van Lant & Fankhanel, LLP, Certified Public Accountants, has conducted an independent audit of all federal expenditures the City or its subrecipients spent during Fiscal Year 2024-25.The opinion by the auditors is that the Schedule of Expenditures of Federal Awards is fairly stated and that in their review of each federal program,they found no material noncompliance and no deficiencies in internal control over compliance that they consider to be material weaknesses or significant deficiencies.

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.

CITY OF UPLAND
Single Audit Report on
Federal Award Programs
June 30, 2025

CITY OF UPLAND

SINGLE AUDIT REPORT ON FEDERAL AWARD PROGRAMS
Year Ended June 30, 2025

TABLE OF CONTENTS
Page
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 1 Independent Auditor's Report on Compliance for Each Major Program; Report on Internal Control Over Compliance; and Report on the Schedule of Expenditures of Federal Awards Required by Uniform Guidance 3 Schedule of Expenditures of Federal Awards 6
Notes to the Schedule of Expenditures of Federal Awards 7 Schedule of Findings and Questioned Costs 8
Summary Schedule of Prior Audit Findings 11

IliFVan Lant &
Fankhanel LLP
-I 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, 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 have not been identified. 1 Van Lant&Fankhanel,LLP
29970 Technology Drive. Suite 105 A
hv1urrieta. CA 92563
909.856.6879 1 Page 56 of 402

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. l'cov 1~it Y;m11402ii, iif
December 22, 2025
Murrieta, CA
2 Page 57 of 402

Van Lant &
Fankhanel LLP
Certified Public Accountants E-
Independent Auditor's Report on Compliance for Each Major Federal Program; Report on Internal Control Over Compliance; and Report on the Schedule of Expenditures of Federal Awards Required by Uniform Guidance City Council
City of Upland
Upland, California
Report on Compliance for Each Major Federal Program
Opinion on Each Major Federal Program
We have audited the City of Upland's compliance with the types of compliance requirements described in the OMB Compliance Supplement that could have a direct and material effect on each of the City's major federal programs for the year ended June 30, 2025. The City's major federal programs are identified in the summary of auditor's results section of the accompanying schedule of findings and questioned costs.

In our opinion, the City of Upland, complied, in all material respects, with the types of compliance requirements referred to above that could have a direct and material effect on each of its major federal programs for the year ended June 30, 2025.

Basis for Opinion on Each Major Federal Program
We conducted our audit of compliance in accordance with auditing standards generally accepted in the United States of America; the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, and the audit requirements of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Our responsibilities under those standards and the Uniform Guidance are further described in the Auditor's Responsibilities for the Audit of Compliance section of our report.

We are required to be independent of the City of Upland and to meet our other ethical responsibilities, in accordance with 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 opinion on compliance for each major federal program. Our audit does not provide a legal determination of the City's compliance with the requirements referred to above.

Van Lant&Fankhanel,LLP
29970 Technology Drive. Suite 105 A
hv1urrieta. CA 92563
90g.856 687g 3 Page 58 of 402

Responsibilities of Management for Compliance
Management is responsible for compliance with requirements referred to above and for the design, implementation, and maintenance of effective internal control over compliance with the requirements of laws, statutes, regulations, rules, and provisions of contracts or grant agreements applicable to the City's federal programs.

Auditor's Responsibilities for the Audit of Compliance
Our objectives are to obtain reasonable assurance about whether material noncompliance with the compliance requirements referred to above occurred, whether due to fraud or error, and express an opinion on City's compliance based on our audit. 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, Government Auditing Standards, and the Uniform Guidance will always detect material noncompliance when it exists. The risk of not detecting material noncompliance resulting from fraud is higher than for that resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Noncompliance with the compliance requirements referred to above is considered material if there is a substantial likelihood that, individually or in the aggregate, it would influence the judgment made by a reasonable user of the report on compliance about City's compliance with the requirements of each major federal program as a whole.

In performing an audit in accordance with generally accepted auditing standards, Government Auditing Standards, and the Uniform Guidance, we:
• Exercise professional judgment and maintain professional skepticism throughout the audit. • Identify and assess the risks of material noncompliance, 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 City's compliance with the compliance requirements referred to above and performing such other procedures as we considered necessary in the circumstances. • Obtain an understanding of City's internal control over compliance relevant to the audit in order to design audit procedures that are appropriate in the circumstances and to test and report on internal control over compliance in accordance with the Uniform Guidance, but not for the purpose of expressing an opinion on the effectiveness of City's internal control over compliance. Accordingly, no such opinion is expressed.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and any significant deficiencies and material weaknesses in internal control over compliance that we identified during the audit.

Report on Internal Control Over Compliance
A deficiency in internal control over compliance exists when the design or operation of a control over compliance does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, noncompliance with a type of compliance requirement of a federal program on a timely basis. A material weakness in internal control over compliance is a deficiency, or combination of deficiencies, in internal control over compliance, such that there is a reasonable possibility that material noncompliance with a type of compliance requirement of a federal 4 Page 59 of 402

program will not be prevented, or detected and corrected, on a timely basis. A significant deficiency in internal control over compliance is a deficiency, or a combination of deficiencies, in internal control over compliance with a type of compliance requirement of a federal program that is less severe than a material weakness in internal control over compliance, yet important enough to merit attention by those charged with governance.

Our consideration of internal control over compliance was for the limited purpose described in the Auditor's Responsibilities for the Audit of Compliance section and was not designed to identify all deficiencies in internal control over compliance that might be material weaknesses or significant deficiencies in internal control over compliance. Given these limitations, during our audit we did not identify any deficiencies in internal control over compliance that we consider to be material weaknesses, as defined above. However, material weaknesses or significant deficiencies may exist that were not identified.

Our audit was not designed for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, no such opinion is expressed.

The purpose of this report on internal control over compliance is solely to describe the scope of our testing of internal control over compliance and the results of that testing based on the requirements of the Uniform Guidance. Accordingly, this report is not suitable for any other purpose.

Report on Schedule of Expenditures of Federal Awards Required by the Uniform Guidance We have audited the financial statements of the governmental activities, business-type activities, each major fund, and the aggregate remaining fund information, of the City of Upland, 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. We issued our report thereon dated December 22, 2025, which contained unmodified opinions on those financial statements. Our audit was performed for the purpose of forming opinions on the financial statements that collectively comprise the basic financial statements.

The accompanying schedule of expenditures of federal awards is presented for purposes of additional analysis as required by the Uniform Guidance and is 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 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 schedule of expenditures of federal awards is fairly stated in all material respects in relation to the basic financial statements as a whole.

February 4, 2026
Murrieta, CA
5 Page 60 of 402

CITY OF UPLAND

SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS
Year Ended June 30, 2025
Federal Program Program Provided
Federal Grantor/Pass-Through ALN Identification Expend- to Sub- Grantor/Program or Cluster Title Number Number itures Recipients U.S Department of Housing and Urban Development
Direct Assistance:

CDBG-Entitlement Grants Cluster
Community Development Block Grant 14.218 B-24-MC-06-0569 $ 545,940 $ 125,417 COVID-19-Community Development Block Grant 14.218 B-20-MW-06-0569 375 - Total CDBG-Entitlement Grants Cluster 546,315 125,417 Community Project Funding Grant 14.251 B-23-CP-CA-0243 330,003 - Total Department of Housing and Urban Development 876,318 125,417 U.S. Department of Justice
Direct Assistance:

Bulletproof Vest Partnership Program 16.607 12,323 - Total Department of Justice 12,323 -
U.S. Department of Transportation
Passed through the California Department of Transportation Office of Traffic Safety:

Highway Safety Cluster
Selective Traffic Enforcement Program 20.600 PT25117 46,873 - Selective Traffic Enforcement Program 20.600 PT24211 12,055 - Total Selective Traffic Enforcement Program 58,928 - National Priority Safety Programs 20.616 MC25008 4,874 - National Priority Safety Programs 20.616 MC24012 5,274 - Total National Priority Safety Programs 10,148 - Total Highway Safety Cluster 69,076 -
Passed through the California Department of Transportation Office of Traffic Safety:

Minimum Penalties for Repeat Offenders for Driving While Intoxicated 20.608 PT25117 47,759 - Minimum Penalties for Repeat Offenders for Driving While Intoxicated 20.608 PT24211 34,810 - Total Minimum Penalties for Repeat Offenders for Driving While Intoxicated 82,569 - Total Department of Transportation 151,645 - U.S Department of Treasury
Direct Assistance:

COVID-19 Coronavirus State and Local Fiscal Recovery Funds 21.027 N/A 2,351,130 * - Total Department of Treasury 2,351,130 -
U.S Department of Homeland Security
Passed through the San Bernardino County Fire Protection District Office of Emergency Services:

Homeland Security Grant Program 97.067 N/A 20,118 - Hazard Mitigation Grant Program 97.039 HMGP-OB-02 16,146 - Total Department of Homeland Security 36,264 - Total Expenditures of Federal Awards $3,427,680 $ 125,417 = Major Program
6 Page 61 of 402

CITY OF UPLAND

NOTES TO THE SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS Year Ended June 30, 2025
1) Basis of Presentation
The accompanying Schedule of Expenditures of Federal Awards (the Schedule) includes the federal award activity of the City of Upland (the City) under programs of the federal government as well as federal financial assistance passed through other government agencies for the year ended June 30, 2024. The information in this Schedule is presented in accordance with the requirements of Title 2 U.S Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards(Uniform Guidance). Because the Schedule presents only a selected portion of the operations of the City, it is not intended to and does not present the financial statements of the City. The City's reporting entity is defined in Note 1 of the notes to the City's financial statements. 2) Summary of Significant Accounting Policies
Expenditures reported on the Schedule are reported using the modified accrual basis of accounting for those grants that were recorded in governmental funds, and on the accrual basis of accounting for those grants that were recorded in proprietary funds. Such expenditures for part of the year are recognized following the cost principles contained in OMB Circular A-87, Cost Principles for State, Local and Indian Tribal Governments and for part of the year contained in Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards wherein certain types of expenditures are not allowable or are limited as to reimbursement. Pass-through entity identifying numbers are presented where available. The City elected not to use the 15% de minimis cost rate as covered in Section 200.414 Indirect (F&A) costs.
3) Major Programs
The City had one major program for the year ended June 30, 2025, consisting of the Coronavirus State and Local Fiscal Recovery Funds which had total disbursements of$2,351,130. This amount calculates to 68.6% of the total disbursements from federal awards. 4) Subrecipient Expenditures
During the fiscal year ended June 30, 2025, the City made payments to subrecipients which consisted of the following:

Inland Mediation Board - Fair Housing $ 16,433 St. Joseph Church - His Hands Food 15,000
Anesthesis Services - Learning Lab 5,000
Inland Mediation Board - Housing Mediation 23,433 The Love Program 5,000
Upland Community Resource Center 12,000
Upland Homeless Outreach Prevention and Education 16,551 Assistance League Foothill Community - Operation School Bell 7,000 Inland Valley Hope Partners 7,000
Pacific Lifeline -Women's Shelter 8,000
Foothill Family Shelter- Stepping Stone 10,000 Total Subrecipients $ 125,417
7 Page 62 of 402

CITY OF UPLAND

SCHEDULE OF FINDINGS AND QUESTIONED COSTS
Year Ended June 30, 2025
SECTION I — SUMMARY OF AUDITOR'S RESULTS
Financial Statements
Type of Auditor's Report Issued: Unmodified Internal Control Over Financial Reporting:

Material Weakness(es) Identified? No
Significant Deficiencies Identified not Considered
to be Material Weaknesses? None reported
Noncompliance Material to Financial Statements Noted? No Federal Awards
Internal Control Over Major Programs:

Material Weakness(es) Identified? No
Significant Deficiencies Identified not Considered
to be Material Weaknesses? None reported
Type of Auditor's Report Issued on Compliance for Major Programs: Unmodified Any Audit Findings Disclosed that are Required to be Reported in Accordance With Uniform Guidance? No
Identification of Major Programs:

ALN Numbers Name of Federal Program or Cluster

21.027 Coronavirus State and Local Fiscal Recovery Funds Dollar Threshold used to Distinguish Between Type A
And Type B Programs: $ 750,000
Auditee Qualified as Low-Risk Auditee? Yes
8 Page 63 of 402

CITY OF UPLAND

SCHEDULE OF FINDINGS AND QUESTIONED COSTS
Year Ended June 30, 2025
SECTION II — FINANCIAL STATEMENT FINDINGS
There were no auditor's findings to be reported in accordance with Government Auditing Standards. 9 Page 64 of 402

CITY OF UPLAND

SCHEDULE OF FINDINGS AND QUESTIONED COSTS
Year Ended June 30, 2025
SECTION III — FEDERAL AWARD FINDINGS AND QUESTIONED COSTS There were no auditor's findings to be reported in accordance with Uniform Guidance. 10 Page 65 of 402

CITY OF UPLAND

SUMMARY SCHEDULE OF PRIOR AUDIT FINDINGS
Year Ended June 30, 2025
SECTION II — FINANCIAL STATEMENT FINDINGS
There were no auditor's findings reported in accordance with Government Auditing Standards.

SECTION III — FEDERAL AWARD FINDINGS AND QUESTIONED COSTS There were no auditor's findings to be reported in accordance with the Uniform Guidance. 11 Page 66 of 402

����°�t4c1°p` CITY
UPLAND D�r. �. ]��/�: J/L//1 y �/'� "The City of Gracious Living" c:- -; 5
oid
DATE: February 23,2026
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 JANUARY WARRANT AND PAYROLL REGISTERS RECOMMENDED ACTION:

It is recommended that the City Council approve the January warrant registers totaling$19,600,034.09(check numbers 55694 - 55998 and direct disbursements) and payroll registers totaling $2,237,309.80 (check numbers 164482 — 164596 and electronic fund transfers 60086—60661).

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.

of Up
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,J „ Accounts Payable Check Reconciliation Register
0AtIPU0,P 01/01/2026 - 01/31/2026
CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 55694 01/07/2026 PRINTED 207 ADLERHORST INTERNATIONAL LLC 86.20 55695 01/07/2026 PRINTED 1380 ADVANTEC CONSULTING ENGINEERS, INC 11,702.24 55696 01/07/2026 PRINTED 1396 ALVAREZ, MARIA ELENA 420.00 55697 01/07/2026 PRINTED 131971 ANNEALTA GROUP 8,000.00 55698 01/07/2026 PRINTED 715 BACKFLOW PREVENTION DEVICE INSPECTIONS, INC 141.56 55699 01/07/2026 PRINTED 3987 BALDY VIEW GYMNASTICS 1,040.20 55700 01/07/2026 PRINTED 1348 BAST, KAY 270.00 55701 01/07/2026 PRINTED 1374 BAY ALARM COMPANY 1,466.00 55702 01/07/2026 PRINTED 2120 BRIDGEMORE CONSULTING INC 10,000.00 55703 01/07/2026 PRINTED 5944 BURRTEC WASTE INDUSTRIES 60,840.46 55704 01/07/2026 PRINTED 195 CALIFORNIA NEWSPAPERS PARTNERSHIP 1,209.83 55705 01/07/2026 PRINTED 1372 ALEXANDER CARRASCO JR 5,500.00 55706 01/07/2026 PRINTED 1479 MAP COMMUNICATIONS INC 229.38 55707 01/07/2026 PRINTED 475 CITY OF MONTCLAIR 562.42 55708 01/07/2026 PRINTED 509 CITY OF ONTARIO 102,416.38 55709 01/07/2026 PRINTED 1755 CIVICA LAW GROUP,APC 15,000.00 55710 01/07/2026 PRINTED 405 CLESCERI,CURTIS 553.40 55711 01/07/2026 PRINTED 2154 COMMERCIAL TIRE CENTER 3,545.32 55712 01/07/2026 PRINTED 1629 COTTO, DIANE 81.41 55713 01/07/2026 PRINTED 521 COUPLAND, DONNA 51.30 55714 01/07/2026 PRINTED 1153 DENCO LIEN SALES, INC 475.00 55715 01/07/2026 PRINTED 124 DEPARTMENT OF JUSTICE 390.00 55716 01/07/2026 PRINTED 1570 DIRECTV ENTERTAINMENT HOLDINGS LLC 186.24 55717 01/07/2026 PRINTED 1570 DIRECTV ENTERTAINMENT HOLDINGS LLC 186.24 55718 01/07/2026 PRINTED 2435 EVERSOFT 1,703.41 55719 01/07/2026 PRINTED 4456 FEDERAL EXPRESS 20.51 55720 01/07/2026 PRINTED 96251 FORD OF UPLAND 164.72 55721 01/07/2026 PRINTED 123041 FRIENDS OF UPL ANML SHLTR INC 2,373.50 55722 01/07/2026 PRINTED 1885 GLADWELL GOVERNMENTAL SERVICES INC 2,780.00 55723 01/07/2026 PRINTED 290 GRAINGER 217.42 55724 01/07/2026 PRINTED 306 HACH CO 1,259.18 55725 01/07/2026 PRINTED 1941 HASA INC 5,932.82 55726 01/07/2026 PRINTED 158 HD SUPPLY FACILITIES MAINTENANCE LTD 214.92 55727 01/07/2026 PRINTED 1787 VANESSA ANN HIDALGO 270.00 55728 01/07/2026 PRINTED 3231 HINDERLITER, DE LLAMAS&ASSOCIATES 2,525.32 55729 01/07/2026 PRINTED 16340 INFOSEND INC 6,685.99 55730 01/07/2026 PRINTED 3430 INLAND EMPIRE STAGES, LTD 2,841.00 55731 01/07/2026 PRINTED 153 INLAND EMPIRE UTILITIES AGENCY 996.30 55732 01/07/2026 PRINTED 106951 INTEGRATED TECHNOLOGY 1,149.58 55733 01/07/2026 PRINTED 1923 AMANDAJIMENEZ 125.00 55734 01/07/2026 PRINTED 91491 LIBRARY SYSTEMS&SERVICES LLC 10,149.91 55735 01/07/2026 PRINTED 3013 MAYA QUINTERO 231.00 55736 01/07/2026 PRINTED 2018 LOVE AIRE HEATING AND COOLING 96,465.00 55737 01/07/2026 PRINTED 23581 MAGNOLIA COLONY APARTMENTS 37,880.50 55738 01/07/2026 PRINTED 23581 MAGNOLIA COLONY APARTMENTS 40,131.27 55739 01/07/2026 PRINTED 23581 MAGNOLIA COLONY APARTMENTS 30,396.70 55740 01/07/2026 PRINTED 7816 MRT'STOWING INC 1,050.00 55741 01/07/2026 PRINTED 1834 DEBORAH NAKATANI 300.00 55742 01/07/2026 PRINTED 476 NATIONAL AUTO FLEET GROUP 68,657.14

CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 55743 01/07/2026 PRINTED 340 O'BRIEN, KYLE 260.88 55744 01/07/2026 PRINTED 1740 0-REILLY AUTO ENTERPRISES, LLC 378.73 55745 01/07/2026 PRINTED 30971 OCCUPATIONAL HEALTH CENTERS 82.00 55746 01/07/2026 PRINTED 1981 ANGEL OJEDA 2,267.28 55747 01/07/2026 PRINTED 6625 P F SERVICES INC 190.00 55748 01/07/2026 PRINTED 1975 SHERRI FERNANDEZ 144.00 55749 01/07/2026 PRINTED 4509 PARKHOUSE TIRE INC 586.91 55750 01/07/2026 PRINTED 33021 PELLITTERI,CHRISTOPHER 91.46 55751 01/07/2026 PRINTED 992 PRISTINE UNIFORMS, LLC 2,609.93 55752 01/07/2026 PRINTED 657 QUAD COUNTY PAINTING INC 4,885.00 55753 01/07/2026 PRINTED 2070 RAFTELIS FINANCIAL CONSULTANTS, INC 18,762.50 55754 01/07/2026 PRINTED 49091 RIVERSIDE CNTY SHERIFFS/BEN CLARK TRAINING CENTER 206.88 55755 01/07/2026 PRINTED 67381 ROUTE 66 CAR WASH INC 1,916.00 55756 01/07/2026 PRINTED 1321 SHEWAK&LAJWANTI INTERNATIONAL INC 49,589.00 55757 01/07/2026 PRINTED 210 SALDANA DIAZ, NURYS E. 126.00 55758 01/07/2026 PRINTED 2225 SAN BERNARDINO COUNTY FIRE PROTECTION DISTRICT 29,654.60 55759 01/07/2026 PRINTED 4974 SAN BERNARDINO COUNTY TRANSPORTATION AUTHORITY 2,861.22 55760 01/07/2026 PRINTED 131121 SHRED-IT USA JV LLC 138.91 55761 01/07/2026 PRINTED 407 SINGLETON, DENICE 306.00 55762 01/07/2026 PRINTED 1608 STAFFING NETWORK HOLDINGS, LLC 5,712.22 55763 01/07/2026 PRINTED 1884 STAFFMARK INVESTMENT LLC 1,043.20 55764 01/07/2026 PRINTED 16607 STAPLES BUSINESS ADVANTAGE 894.91 55765 01/07/2026 PRINTED 1703 TONY TANG 200.00 55766 01/07/2026 PRINTED 59821 TERRYBERRY COMPANY LLC 77.18 55767 01/07/2026 PRINTED 99981 THOMSON REUTERS-WEST PAYMENT CENTER 2,005.40 55768 01/07/2026 PRINTED 1296 TRANSTECH ENGINEERS, INC 2,223.50 55769 01/07/2026 PRINTED 38131 U C ADVANTAGE INC 502.25 55770 01/07/2026 PRINTED 690 VALENCIA,JOSE 347.00 55771 01/07/2026 PRINTED 14735 VERIZON WIRELESS 40.04 55772 01/07/2026 PRINTED 5193 ZAILO, ROBERT 136.80 55773 01/07/2026 PRINTED 999999 CHICK-FIL-A 500.00 55774 01/07/2026 PRINTED 999999 FRITZ LOZA 500.00 55775 01/07/2026 PRINTED 999999 HLLK ARCHITECTS 4,296.49 55776 01/07/2026 PRINTED 999999 HLLK ARCHITECTS 2,789.54 55777 01/21/2026 PRINTED 1961 A PLUS VIEW LLC 225.00 55778 01/21/2026 PRINTED 207 ADLERHORST INTERNATIONAL LLC 86.20 55779 01/21/2026 PRINTED 358 ADVANCED AUTO,SMOG CHECK CENTER 40.00 55780 01/21/2026 PRINTED 3 AIRGAS USA LLC 1,881.55 55781 01/21/2026 PRINTED 12564 ALL CITY MANAGEMENT SERVICES INC 12,196.80 55782 01/21/2026 PRINTED 1313 ALLIED UNIVERSAL SECURITY SERVICES 355.27 55783 01/21/2026 PRINTED 121361 AMCS GROUP INC 9,601.65 55784 01/21/2026 PRINTED 1243 AMERICAN GLOBAL SECURITY, INC 12,637.64 55785 01/21/2026 PRINTED 1291 AMTECH ELEVATOR SERVICES 3,420.24 55786 01/21/2026 PRINTED 1678 JOHN P ANDREWS 100.00 55787 01/21/2026 PRINTED 308 ASPINALL, ROBIN JEAN 100.00 55788 01/21/2026 PRINTED 6683 ATMAA INC 1,040.00 55789 01/21/2026 PRINTED 1734 BATTERY WORX INC 119.09 55790 01/21/2026 PRINTED 1374 BAY ALARM COMPANY 63.00 55791 01/21/2026 PRINTED 1883 SAFE N SECURE GARAGE DOOR SPECIALISTS LLC 9,044.30 55792 01/21/2026 PRINTED 120021 BRIGHTVIEW 319,915.19 55793 01/21/2026 PRINTED 819 BRINKS, INC 1,313.05 55794 01/21/2026 PRINTED 1503 BROWN AND CALDWELL 10,662.91 55795 01/21/2026 PRINTED 1007 CALDWELL,CHRISTINE 100.00 55796 01/21/2026 PRINTED 195 CALIFORNIA NEWSPAPERS PARTNERSHIP 2,862.00 55797 01/21/2026 PRINTED 1479 MAP COMMUNICATIONS INC 418.22

CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 55798 01/21/2026 PRINTED 1922 DARREN CHAN 878.00 55799 01/21/2026 PRINTED 82791 CHEM PRO LLC 333.00 55800 01/21/2026 PRINTED 1933 CMAX SANITARY SERVICES, INC 5,650.00 55801 01/21/2026 PRINTED 997 VALORENCE, LLC 325.00 55802 01/21/2026 PRINTED 1863 DAVID L BORGER 100.00 55803 01/21/2026 PRINTED 1153 DENCO LIEN SALES, INC 655.00 55804 01/21/2026 PRINTED 1570 DIRECTV ENTERTAINMENT HOLDINGS LLC 104.99 55805 01/21/2026 PRINTED 1570 DIRECTV ENTERTAINMENT HOLDINGS LLC 82.99 55806 01/21/2026 PRINTED 1585 EMPIRE PRINTING&PUBLISHING, INC 1,071.19 55807 01/21/2026 PRINTED 96251 FORD OF UPLAND 1,133.54 55808 01/21/2026 PRINTED 78 FRONTIER 43.49 55809 01/21/2026 PRINTED 78 FRONTIER 2,041.83 55810 01/21/2026 PRINTED 78 FRONTIER 833.85 55811 01/21/2026 PRINTED 78 FRONTIER 374.85 55812 01/21/2026 PRINTED 78 FRONTIER 1,100.00 55813 01/21/2026 PRINTED 78 FRONTIER 139.52 55814 01/21/2026 PRINTED 78 FRONTIER 1,147.14 55815 01/21/2026 PRINTED 78 FRONTIER 164.80 55816 01/21/2026 PRINTED 78 FRONTIER 92.41 55817 01/21/2026 PRINTED 78 FRONTIER 164.80 55818 01/21/2026 PRINTED 78 FRONTIER 645.00 55819 01/21/2026 PRINTED 78 FRONTIER 1,130.00 55820 01/21/2026 PRINTED 78 FRONTIER 645.00 55821 01/21/2026 PRINTED 932 GANAHL LUMBER CO. 15.47 55822 01/21/2026 PRINTED 13121 GENTRY BROTHERS INC 443,155.60 55823 01/21/2026 PRINTED 111251 GNA BROOK FIRE PROTECTION INC 2,080.40 55824 01/21/2026 PRINTED 1714 GENUINE PARTS COMPANY 61.59 55825 01/21/2026 PRINTED 290 GRAINGER 412.93 55826 01/21/2026 PRINTED 2049 GREEN'S AUTO TECH 343.30 55827 01/21/2026 PRINTED 1360 GRISWOLD INDUSTRIES 5,023.85 55828 01/21/2026 PRINTED 3231 HINDERLITER, DE LLAMAS&ASSOCIATES 6,750.00 55829 01/21/2026 PRINTED 329 HOLLIDAY ROCK CO INC 196.11 55830 01/21/2026 PRINTED 15090 HOLLIDAY TRUCKING INC 5,525.47 55831 01/21/2026 PRINTED 629 HONEYCOTT, INC 350.00 55832 01/21/2026 PRINTED 4495 HOSE-MAN INC 759.59 55833 01/21/2026 PRINTED 2066 IN-SITU INC 6,575.00 55834 01/21/2026 PRINTED 63221 J C I JONES CHEMICALS INC 5,206.41 55835 01/21/2026 PRINTED 1357 JACKS KEY SERVICE 140.00 55836 01/21/2026 PRINTED 1269 JOHNSON,JEFFREY 100.00 55837 01/21/2026 PRINTED 9970 JON'S FLAGS&POLES 5,220.00 55838 01/21/2026 PRINTED 1732 GREGORY KILEY 7,800.00 55839 01/21/2026 PRINTED 583 KING FENCING INC 4,100.00 55840 01/21/2026 PRINTED 846 KLAUS&SONS PLUMBING 2,960.45 55841 01/21/2026 PRINTED 15595 L D M ASSOCIATES INC 90,548.25 55842 01/21/2026 PRINTED 3020 LAW ENFORCEMENT MEDICAL SVCS 2,335.00 55843 01/21/2026 PRINTED 1882 LAWNSCAPE SYSTEMS INC 5,495.00 55844 01/21/2026 PRINTED 2023 LUMEN TECHNOLOGIES COMPANY 1,482.02 55845 01/21/2026 PRINTED 1692 MONICA MARROQUIN 100.00 55846 01/21/2026 PRINTED 1096 MCFADDEN-DALE INDUSTRIAL HARDWARE, LLC 1,240.19 55847 01/21/2026 PRINTED 1332 MERIDIAN RAPID DEFENSE GROUP 10,481.03 55848 01/21/2026 PRINTED 1886 MILE HIGH SHOOTING ACCESSORIES LLC 4,741.23 55849 01/21/2026 PRINTED 1694 MILLER MENDEL, INC 152.77 55850 01/21/2026 PRINTED 1561 MNM CONSTRUCTION 5,290.00 55851 01/21/2026 PRINTED 238 MOUNTAIN VIEW CHEVROLET, INC 1,439.11 55852 01/21/2026 PRINTED 1925 NATIONAL ANIMAL CARE AND CONTROL ASSOCIATION 25.00

CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 55853 01/21/2026 PRINTED 1696 CHRISTOPHER A GRIFFITH 2,000.00 55854 01/21/2026 PRINTED 1919 NEW PIG 1,655.45 55855 01/21/2026 PRINTED 16877 NEXTDAY DELIVERY SERVICE, INC 299.28 55856 01/21/2026 PRINTED 117121 NUCKLES OIL COMPANY INC 25,958.19 55857 01/21/2026 PRINTED 788 0 F WOLFINBARGER INC 178.36 55858 01/21/2026 PRINTED 2021 PROTERRA BUILDERS INC 381,904.10 55859 01/21/2026 PRINTED 657 QUAD COUNTY PAINTING INC 4,895.00 55860 01/21/2026 PRINTED 1864 REAL GONE PEST CONTROL 2,160.00 55861 01/21/2026 PRINTED 1209 RED WING BUSINESS ADVANTAGE ACCOUNT 200.00 55862 01/21/2026 PRINTED 1528 RISE INTERPRETING, INC 950.00 55863 01/21/2026 PRINTED 99181 ROBERT HALF 3,126.39 55864 01/21/2026 PRINTED 90591 S&J SUPPLY CO INC 126,937.17 55865 01/21/2026 PRINTED 969 HECTOR SALCIDO 200.00 55866 01/21/2026 PRINTED 601 SAN ANTONIO WATER CO 218,817.06 55867 01/21/2026 PRINTED 222 SAN BERNARDINO COUNTY 500.00 55868 01/21/2026 PRINTED 11671 SAN BERNARDINO COUNTY 12,298.71 55869 01/21/2026 PRINTED 1661 BAPPTRE LANDSCAPING, INC 28,603.78 55870 01/21/2026 PRINTED 1947 SHOETERIA INC 747.99 55871 01/21/2026 PRINTED 1947 SHOETERIA INC 200.00 55872 01/21/2026 PRINTED 131121 SHRED-IT USA JV LLC 2,210.89 55873 01/21/2026 PRINTED 2570 SIX BASINS WATERMASTER 29,472.00 55874 01/21/2026 PRINTED 2162 MARC ALLEN SMITH 524.00 55875 01/21/2026 PRINTED 2162 MARC ALLEN SMITH 130.30 55876 01/21/2026 PRINTED 2156 SPECIALTY EQUIPMENT 34,200.00 55877 01/21/2026 PRINTED 21671 CHARTER COMMUNICATIONS HOLDINGS, LLC 669.00 55878 01/21/2026 PRINTED 21671 CHARTER COMMUNICATIONS HOLDINGS, LLC 222.48 55879 01/21/2026 PRINTED 21671 CHARTER COMMUNICATIONS HOLDINGS, LLC 152.00 55880 01/21/2026 PRINTED 21671 CHARTER COMMUNICATIONS HOLDINGS, LLC 1,085.65 55881 01/21/2026 PRINTED 21671 CHARTER COMMUNICATIONS HOLDINGS, LLC 134.98 55882 01/21/2026 PRINTED 21671 CHARTER COMMUNICATIONS HOLDINGS, LLC 672.00 55883 01/21/2026 PRINTED 1884 STAFFMARK INVESTMENT LLC 1,825.60 55884 01/21/2026 PRINTED 16607 STAPLES BUSINESS ADVANTAGE 1,942.20 55885 01/21/2026 PRINTED 10218 STATE OF CALIFORNIA DMV 610.00 55886 01/21/2026 PRINTED 1439 STATON, BRIAN 100.00 55887 01/21/2026 PRINTED 935 TERMINIX INTERNATIONAL 198.84 55888 01/21/2026 PRINTED 972 THE LEW EDWARDS GROUP 10,000.00 55889 01/21/2026 PRINTED 626 TMP ENTERPRISES, LLC 200.00 55890 01/21/2026 PRINTED 1076 TOTAL AIR ANALYSIS INC 142.08 55891 01/21/2026 PRINTED 2125 TOWNSEND PUBLIC AFFAIRS, INC 4,000.00 55892 01/21/2026 PRINTED 62321 TPX COMMUNICATIONS 2,584.36 55893 01/21/2026 PRINTED 62321 TPX COMMUNICATIONS 993.66 55894 01/21/2026 PRINTED 2100 TRUE POLYGRAPH LLC 1,100.00 55895 01/21/2026 PRINTED 5522 UNITED RENTALS INC 2,763.33 55896 01/21/2026 PRINTED 148 UPLAND CHAMBER OF COMMERCE 540.00 55897 01/21/2026 PRINTED 1543 UPLAND HIGH SCHOOL 4,000.00 55898 01/21/2026 PRINTED 14735 VERIZON WIRELESS 6,351.14 55899 01/21/2026 PRINTED 14735 VERIZON WIRELESS 136.80 55900 01/21/2026 PRINTED 14735 VERIZON WIRELESS 271.87 55901 01/21/2026 PRINTED 14735 VERIZON WIRELESS 311.95 55902 01/21/2026 PRINTED 14735 VERIZON WIRELESS 1,753.27 55903 01/21/2026 PRINTED 14735 VERIZON WIRELESS 118.45 55904 01/21/2026 PRINTED 14735 VERIZON WIRELESS 20.02 55905 01/21/2026 PRINTED 14735 VERIZON WIRELESS 85.03 55906 01/21/2026 PRINTED 14735 VERIZON WIRELESS 159.54 55907 01/21/2026 PRINTED 14735 VERIZON WIRELESS 720.28

CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 55908 01/21/2026 PRINTED 14735 VERIZON WIRELESS 426.99 55909 01/21/2026 PRINTED 14735 VERIZON WIRELESS 40.04 55910 01/21/2026 PRINTED 14735 VERIZON WIRELESS 628.95 55911 01/21/2026 PRINTED 14735 VERIZON WIRELESS 85.03 55912 01/21/2026 PRINTED 1653 MARIA E WALWORTH 125.00 55913 01/21/2026 PRINTED 1697 WATERWORKFORCE, INC 8,505.00 55914 01/21/2026 PRINTED 1725 WEST COAST ARBORISTS INC 9,476.00 55915 01/21/2026 PRINTED 14050 WILLDAN FINANCIAL SERVICES 18,064.24 55916 01/21/2026 PRINTED 999999 AMANDA SANCHEZ 500.00 55917 01/21/2026 PRINTED 999999 DENISE STRUBEL 95.00 55918 01/21/2026 PRINTED 999999 GERARDO ANDRADE 1,162.76 55919 01/21/2026 PRINTED 999999 ROMAN REYES 100.00 55920 01/28/2026 PRINTED 1681 10-8 RETROFIT INC 4,269.58 55921 01/28/2026 PRINTED 207 ADLERHORST INTERNATIONAL LLC 105.00 55922 01/28/2026 PRINTED 15750 AFLAC PREMIUM HOLDING 1,086.40 55923 01/28/2026 PRINTED 12564 ALL CITY MANAGEMENT SERVICES INC 6,098.40 55924 01/28/2026 PRINTED 1313 ALLIED UNIVERSAL SECURITY SERVICES 46,009.06 55925 01/28/2026 PRINTED 6109 AMERICAN HERITAGE LIFE INS CO 93.09 55926 01/28/2026 PRINTED 1729 ANTHESIS SERVICES 7,500.00 55927 01/28/2026 PRINTED 715 BACKFLOW PREVENTION DEVICE INSPECTIONS, INC 142.08 55928 01/28/2026 PRINTED 862 BADGER METER INC 4,689.43 55929 01/28/2026 PRINTED 1769 BIO-TOX LABORATORIES 1,362.00 55930 01/28/2026 PRINTED 2120 BRIDGEMORE CONSULTING INC 5,000.00 55931 01/28/2026 PRINTED 1951 CANTEEN REFRESHMENTS 2,655.35 55932 01/28/2026 PRINTED 448 CINTAS CORPORATION 98.56 55933 01/28/2026 PRINTED 1755 CIVICA LAW GROUP,APC 3,892.87 55934 01/28/2026 PRINTED 1306 COMPLETE PAPERLESS SOLUTIONS 25,416.18 55935 01/28/2026 PRINTED 45421 COSTAR REALTY INFORMATION GROUP INC 695.21 55936 01/28/2026 PRINTED 2136 CROSSTOWN ELECTRICAL&DATA, INC 21,772.30 55937 01/28/2026 PRINTED 2025 ECOGREEN VISION LLC 19,000.00 55938 01/28/2026 PRINTED 2435 EVERSOFT 1,192.25 55939 01/28/2026 PRINTED 1820 F.M.THOMAS AIR CONDITIONING, INC 29,694.72 55940 01/28/2026 PRINTED 96251 FORD OF UPLAND 1,351.09 55941 01/28/2026 PRINTED 96251 FORD OF UPLAND 485.75 55942 01/28/2026 PRINTED 99418 FRANCHISE TAX BOARD 704.52 55943 01/28/2026 PRINTED 78 FRONTIER 165.58 55944 01/28/2026 PRINTED 2153 GEORGE HILLS COMPANY 5,980.60 55945 01/28/2026 PRINTED 58311 GHA TECHNOLOGIES INC 462.82 55946 01/28/2026 PRINTED 2159 GOGOVAPPS 32,080.00 55947 01/28/2026 PRINTED 16829 GOURMET GOURMET CATERING 796.14 55948 01/28/2026 PRINTED 2049 GREEN'S AUTO TECH 3,838.72 55949 01/28/2026 PRINTED 1875 GREENSCAPE MAINTENANCE SERVICES INC 6,150.00 55950 01/28/2026 PRINTED 1212 HARDY&HARPER, INC 84,827.75 55951 01/28/2026 PRINTED 329 HOLLIDAY ROCK CO INC 1,563.60 55952 01/28/2026 PRINTED 16340 INFOSEND INC 7,508.56 55953 01/28/2026 PRINTED 36271 INLAND EMPIRE PRINTING 472.75 55954 01/28/2026 PRINTED 4137 INLAND FAIR HOUSING MEDIATION BOARD 3,331.99 55955 01/28/2026 PRINTED 106951 INTEGRATED TECHNOLOGY 4,172.78 55956 01/28/2026 PRINTED 772 KIDS SPORTS NEWS NETWORK 3,000.00 55957 01/28/2026 PRINTED 1441 KNIGHT CLAREMONT INC 8,311.96 55958 01/28/2026 PRINTED 53781 LEAD TECH ENVIRONMENTAL 5,627.00 55959 01/28/2026 PRINTED 16091 LEAGUE OF CALIF CITIES/INLAND EMPIRE DIVISION 24,662.00 55960 01/28/2026 PRINTED 16385 MAIN STREET SIGNS 554.25 55961 01/28/2026 PRINTED 1123 HYATT LEGAL PLANS, INC 714.00 55962 01/28/2026 PRINTED 441 MIDAMERICAADMIN &RETIREMENT SOLUTIONS, LLC 9,525.00

CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 55963 01/28/2026 PRINTED 879 MOTOROLA SOLUTIONS, INC 10,555.00 55964 01/28/2026 PRINTED 238 MOUNTAIN VIEW CHEVROLET, INC 1,759.31 55965 01/28/2026 PRINTED 1724 VETERINARY PET INSURANCE COMPANY 672.61 55966 01/28/2026 PRINTED 83491 NOBEL SYSTEMS 13,440.00 55967 01/28/2026 PRINTED 42771 OCCU-MED LTD 1,063.50 55968 01/28/2026 PRINTED 4509 PARKHOUSE TIRE INC 564.33 55969 01/28/2026 PRINTED 16823 PRE PAID LEGAL SVC, INC 86.70 55970 01/28/2026 PRINTED 992 PRISTINE UNIFORMS, LLC 1,212.02 55971 01/28/2026 PRINTED 1864 REAL GONE PEST CONTROL 240.00 55972 01/28/2026 PRINTED 1209 RED WING BUSINESS ADVANTAGE ACCOUNT 200.00 55973 01/28/2026 PRINTED 99181 ROBERT HALF 1,812.40 55974 01/28/2026 PRINTED 67381 ROUTE 66 CAR WASH INC 621.00 55975 01/28/2026 PRINTED 3662 SAFETY-KLEEN SYSTEMS, INC 1,685.02 55976 01/28/2026 PRINTED 601 SAN ANTONIO WATER CO 197,636.92 55977 01/28/2026 PRINTED 653 SAVANT SOLUTIONS INC 2,026.80 55978 01/28/2026 PRINTED 1970 SHARP BUSINESS SYSTEMS 5,243.04 55979 01/28/2026 PRINTED 637 SMART&FINAL IRIS CO 351.33 55980 01/28/2026 PRINTED 1608 STAFFING NETWORK HOLDINGS, LLC 23,613.60 55981 01/28/2026 PRINTED 1884 STAFFMARK INVESTMENT LLC 749.80 55982 01/28/2026 PRINTED 16607 STAPLES BUSINESS ADVANTAGE 10.79 55983 01/28/2026 PRINTED 120841 STUMP FENCE CO 1,200.00 55984 01/28/2026 PRINTED 1156 T.R.L.SYSTEMS, INC 1,900.00 55985 01/28/2026 PRINTED 1477 TROVAO AND ASSOCIATES INC 6,281.25 55986 01/28/2026 PRINTED 4463 THE COUNSELING TEAM INTERNATIONAL 2,000.00 55987 01/28/2026 PRINTED 11583 THOMPSON PLUMBING SUPPLY 201.50 55988 01/28/2026 PRINTED 99981 THOMSON REUTERS-WEST PAYMENT CENTER 2,005.40 55989 01/28/2026 PRINTED 1076 TOTAL AIR ANALYSIS INC 6,150.00 55990 01/28/2026 PRINTED 62321 TPX COMMUNICATIONS 980.37 55991 01/28/2026 PRINTED 2100 TRUE POLYGRAPH LLC 550.00 55992 01/28/2026 PRINTED 125411 TYLER TECHNOLOGIES INC 800.00 55993 01/28/2026 PRINTED 4481 VCA CENTRAL ANIMAL HOSPITAL 121.28 55994 01/28/2026 PRINTED 14735 VERIZON WIRELESS 4,646.71 55995 01/28/2026 PRINTED 392 WAXIE SANITARY SUPPLY 7,028.29 55996 01/28/2026 PRINTED 1725 WEST COAST ARBORISTS INC 39,711.00 55997 01/28/2026 PRINTED 1261 WEX HEALTH INC 188.10 55998 01/28/2026 PRINTED 1783 XYLEM DEWATERING SOLUTIONS, INC 121,130.65 PRINTED CHECKS(305 COUNT) $ 3,507,085.15
10526001 01/05/2026 MANUAL 43651 U S BANK NATIONAL ASSN 76,518.13 10626001 01/06/2026 MANUAL 1308 LOCAL AGENCY INVESTMENT AGENCY-LAIF 2,300,000.00 10626002 01/06/2026 MANUAL 32091 SOUTHERN CALIF EDISON CO 36,504.20 10626003 01/06/2026 MANUAL 543 SOUTHERN CALIF GAS COMPANY 6,328.60 10626011 01/06/2026 MANUAL 126761 THE LINCOLN NATIONAL LIFE INS 9,722.02 10826001 01/08/2026 MANUAL 441 MIDAMERICAADMIN &RETIREMENT SOLUTIONS, LLC 756.83 10826002 01/08/2026 MANUAL 621 KAREN LONG 187.50 10826003 01/08/2026 MANUAL 736 UPLAND POLICE MANAGEMENT ASSN 1,072.00 10826004 01/08/2026 MANUAL 2041 AFSCME DC 36 1,073.50 10826005 01/08/2026 MANUAL 737 UPLAND POLICE OFFICERS ASSN 5,124.00 10826006 01/08/2026 MANUAL 125761 CITY EMPLOYEE ASSOCIATES 504.00 10826007 01/08/2026 MANUAL 1594 COBRA PROFESSIONALS, INC 4,493.29 10826008 01/08/2026 MANUAL 618 ICMA-RC 89,598.31 10826009 01/08/2026 MANUAL 1499 EMPOWER TRUST COMPANY, LLC 90,125.22 10826010 01/08/2026 MANUAL 1589 LIVELY INC 5,872.88 10826013 01/08/2026 MANUAL 1308 LOCAL AGENCY INVESTMENT AGENCY-LAIF 4,000,000.00 11326001 01/13/2026 MANUAL 65181 CALPERS 251,233.69

CHECK# CHECK DATE CHECK TYPE VENDOR# VENDOR NAME CHECK AMOUNT 11426000 01/14/2026 MANUAL 116231 NEOPOST USA INC 5,000.00 11626000 01/16/2026 MANUAL 65181 CALPERS 253,047.09 11626001 01/16/2026 MANUAL 65181 CALPERS 768.62 11626002 01/16/2026 MANUAL 65181 CALPERS 20,832.00 11626003 01/16/2026 MANUAL 153 INLAND EMPIRE UTILITIES AGENCY 132,472.43 11626004 01/16/2026 MANUAL 153 INLAND EMPIRE UTILITIES AGENCY 760,978.04 11626005 01/16/2026 MANUAL 153 INLAND EMPIRE UTILITIES AGENCY 25,697.30 11626006 01/16/2026 MANUAL 1337 STANDARD INSURANCE COMPANY 3,443.28 11626007 01/16/2026 MANUAL 1845 LWP CLAIMS SOLUTIONS INC 81,845.23 12126000 01/21/2026 MANUAL 2153 GEORGE HILLS COMPANY 20,419.28 12126001 01/21/2026 MANUAL 2153 GEORGE HILLS COMPANY 50,000.00 12126002 01/21/2026 MANUAL 2153 GEORGE HILLS COMPANY 41,453.64 12126003 01/21/2026 MANUAL 32091 SOUTHERN CALIF EDISON CO 268,201.47 12326000 01/23/2026 MANUAL 441 MIDAMERICAADMIN &RETIREMENT SOLUTIONS, LLC 1,529.90 12326001 01/23/2026 MANUAL 621 KAREN LONG 187.50 12326002 01/23/2026 MANUAL 2164 ERIKA SANTANA 207.69 12326003 01/23/2026 MANUAL 736 UPLAND POLICE MANAGEMENT ASSN 981.50 12326004 01/23/2026 MANUAL 2041 AFSCME DC 36 991.75 12326005 01/23/2026 MANUAL 737 UPLAND POLICE OFFICERS ASSN 5,124.00 12326006 01/23/2026 MANUAL 125761 CITY EMPLOYEE ASSOCIATES 518.00 12326007 01/23/2026 MANUAL 1597 TRUSTMARK VOLUNTARY BENEFIT ADMINISTRATOR 2,193.62 12326008 01/23/2026 MANUAL 1594 COBRA PROFESSIONALS, INC 4,493.29 12326009 01/23/2026 MANUAL 618 ICMA-RC 1,581.25 12326010 01/23/2026 MANUAL 529 KAISER FOUNDATION HEALTH PLAN 198,505.16 12326011 01/23/2026 MANUAL 529 KAISER FOUNDATION HEALTH PLAN 46,002.14 12326012 01/23/2026 MANUAL 529 KAISER FOUNDATION HEALTH PLAN 15,302.05 12626000 01/26/2026 MANUAL 1499 EMPOWER TRUST COMPANY, LLC 90,199.77 12626001 01/26/2026 MANUAL 1589 LIVELY INC 5,872.88 12726001 01/27/2026 MANUAL 1308 LOCAL AGENCY INVESTMENT AGENCY-LAIF 6,000,000.00 12826001 01/28/2026 MANUAL 760 WATER FACILITIES AUTHORITY 312,908.65 12826002 01/28/2026 MANUAL 760 WATER FACILITIES AUTHORITY 150,270.22 12826003 01/28/2026 MANUAL 91491 LIBRARY SYSTEMS&SERVICES LLC 124,334.00 12826004 01/28/2026 MANUAL 153 INLAND EMPIRE UTILITIES AGENCY 26,625.74 12826005 01/28/2026 MANUAL 153 INLAND EMPIRE UTILITIES AGENCY 41,752.62 12826006 01/28/2026 MANUAL 441 MIDAMERICAADMIN &RETIREMENT SOLUTIONS, LLC 34,040.49 12926002 01/29/2026 MANUAL 114711 METROPOLITAN LIFE INSURANCE CO 1,456.05 12926003 01/29/2026 MANUAL 960 MUNICIPAL DENTAL POOL 29,633.34 12926004 01/29/2026 MANUAL 754 PUBLIC AGENCY COALITION ENTERPRISE 114,779.89 12926005 01/29/2026 MANUAL 1282 WESTERN ALLIANCE BUSINESS TRUST 85,812.15 12926006 01/29/2026 MANUAL 65181 CALPERS 255,227.89 13026001 01/30/2026 MANUAL 126761 THE LINCOLN NATIONAL LIFE INS 9,636.93 MANUAL CHECKS(58 COUNT) $16,103,441.02
53704 07/16/2025 VOID 772 KIDS SPORTS NEWS NETWORK (3,000.00) 55674 12/24/2025 VOID 1076 TOTAL AIR ANALYSIS INC (7,350.00) 55890 01/21/2026 VOID 1076 TOTAL AIR ANALYSIS INC (142.08) VOID CHECKS(3 COUNT) $ (10,492.08)
PRINTED CHECKS (305 COUNT) $ 3,507,085.15
MANUAL CHECKS (58 COUNT) $ 16,103,441.02
VOID CHECKS(3 COUNT) $ (10,492.08)
PRINTED&MANUAL CHECK TOTALS $19,600,034.09

pF up
� -- It City of Upland
Vendor Payments Made Greater Than $100,000
q,ppA,,s° 01/01/2026-01/31/2026
VENDOR LISTING(SUM OF PAYMENTS>$100,000 TOTAL CHECK AMOUNT DESCRIPTION LOCAL AGENCY INVESTMENT AGENCY-LAIF $ 12,300,000.00 INVESTMENT ACTIVITY BRIGHTVIEW $ 319,915.19 LANDSCAPE SERVICES CALPERS $ 781,109.29 RETIREMENT/PENSION
CITY OF ONTARIO $ 102,416.38 COST SHARING FOR ONTARIO AIRPORT PLUME EMPOWER TRUST COMPANY,LLC $ 180,324.99 RETIREMENT/DEFERRED COMP GENTRY BROTHERS INC $ 443,155.60 PROGESS PAYMENT#1&#2-FOOTHILL BLVD REHAB PROJECT GEORGE HILLS COMPANY $ 117,853.52 LIABILTY CLAIMS AND ACCOUNT FUNDING INLAND EMPIRE UTILITIES AGENCY $ 988,522.43 WATER/WASTEWATER TREATMENT AGENCY KAISER FOUNDATION HEALTH PLAN $ 259,809.35 EMPLOYEE MEDICAL INSURANCE LIBRARY SYSTEMS&SERVICES LLC $ 134,483.91 CONTRACT LIBRARY SERVICES MAGNOLIA COLONY APARTMENTS $ 108,408.47 REHAB OF 650 DIAMOND CT PROGRESS PAYMENT PROTERRA BUILDERS INC $ 381,904.10 PROGRESS PAYMENT#6-GENERATOR REPLACEMENT PUBLIC AGENCY COALITION ENTERPRISE $ 114,779.89 EMPLOYEE MEDICAL INSURANCE S&J SUPPLY CO INC $ 126,937.17 WATER DISTRIBUTION PARTS AND FIRE HYDRANTS SAN ANTONIO WATER CO $ 416,453.98 WATER-UTILITY BILLING SOUTHERN CALIF EDISON CO $ 304,705.67 ELECTRICITY-UTILITY BILLING WATER FACILITIES AUTHORITY $ 463,178.87 WATER/WASTEWATER TREATMENT AGENCY XYLEM DEWATERING SOLUTIONS,INC $ 121,130.65 TRAILER MOUNTED TRASH PUMP Grand Total $ 17,665,089.46
M:\AP\_FY_25_26\Warrant Reports-07-January 2026\

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Payroll
12/21/2025 Through 1/03/2026 Check Date: 1/08/2026
Checks $13,557.90
Manual Checks $132,474.43
Void Checks $0.00
Direct Deposit $799,419.30
Manual Direct Deposit $0.00
Void Direct Deposit 0.00
$945,451.63 I
Taxes
12/21/2025 Through 1/03/2026 Check Date: 1/08/2026
Federal 176,576.92
State 57,977.36
234,554.28 I
Prepared by: Yesica Montoya
$1,180,005.91
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Payroll
1/04/2026 Through 1/17/2026 Check Date: 1/22/2026
Checks $2,856.35
Manual Checks $0.00
Void Checks $0.00
Direct Deposit $843,909.38
Manual Direct Deposit $0.00
Void Direct Deposit -149.90
$846,615.83 I
Taxes
1/04/2026 Through 1/17/2026 Check Date: 1/22/2026
Federal 159,223.73
State 51,464.33
210,688.06
Prepared by: Yesica Montoya
$1,057,303.891
M:IPAYROLLIForms\Payroll Costs & Register Cover Page 1

4<�°v °p`qt CITFUP LAND
oid "The City of Gracious Living"
DATE: February 23,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:MICHAEL BLAY, CITY MANAGER

STACEY PADRON,EXECUTIVE ASSISTANT I
SUBJECT: APPROVAL OF A PROFESSIONAL SERVICES AGREEMENT FOR LEMON FESTIVAL

MANAGEMENT
RECOMMENDED ACTION:

It is recommended that the City Council approve the agreement with Soundskilz Inc. to produce and manage the Lemon Festival;and authorize the City Manager to execute the agreement.

GOAL STATEMENT
The proposed action supports the City's goal of implementing City activities and events.

BACKGROUND
The Upland Lemon Festival has been a signature community event in Historic Downtown Upland since 1997. The festival celebrates the City's heritage while providing a family-friendly experience for residents and visitors.

On March 14,2022,the City Council approved a five-year agreement with Soundskilz Inc.,to produce and manage the historic event.

ISSUES AND ANALYSIS
The Upland Lemon Festival remains one of the City's largest and most anticipated annual events. Attendance continues to be strong, drawing tens of thousands of visitors to Historic Downtown Upland. The festival generates significant foot traffic for local businesses, increasing customer activity, and overall revenue within the downtown.

During the last four years Soundskilz Inc. has managed the event, it has been professionally produced and well attended each year.

While another year still remains on the agreement, Soundskilz Inc. would like to put additional investments into the Lemon Festival that would not pay off for a number of years. A new 5-year agreement is being presented to City Council so Soundskilz Inc. can have confidence that they will be managing the Lemon Festival during the payback period of their investments.

In addition to its economic impact, the festival strengthens community pride, highlights Upland's historic identity, and provides entertainment for families of all ages. The event also creates opportunities for local businesses and community organizations to raise funds and expand outreach efforts that directly benefit Upland residents.

Soundskilz Inc. has demonstrated the capacity and expertise to manage an event of this magnitude. Their experience in large-scale event production,along with their familiarity with the City's expectations and operational requirements, has resulted in a consistently successful and well-organized festival.

Renewing the agreement ensures continued professional management of the event, keeps risk to the City to a minimum,and maintains a valued community tradition that benefits residents and local businesses.

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 agreement places the financial responsibility of producing the event on Soundskilz Inc. They will be required to reimburse the City and County for actual expenses,including services provided by the Upland Police Department and the San Bernardino County Fire Department but excluding road closure barricades. Twenty-five percent(25%)of the net revenue,after the first$50,000 in net revenue,will be paid to the City.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Not a Project.

CITY OF UPLAND

PROFESSIONAL SERVICES AGREEMENT
This Agreement is made and entered into as of February 23, 2026, by and between the City of Upland, a municipal corporation 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 Soundskilz Inc., a California corporation with its principal place of business at 39444 Calle Portillo, Temecula, CA 92592 (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:

Upland Lemon Festival (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.
a. Consultant shall provide the City with the services described in the Scope of Services attached hereto as Exhibit "A."
b. The City may also utilize Consultant to provide services for other City events in addition to the Project during the term of this Agreement. The scope of services and compensation for other City Events shall be mutually agreed upon between the City and Consultant. Consultant's services for other City Events shall subject to the remaining terms of this Agreement.

2. Compensation.
a. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of the following.As payment for the services for the Project, Consultant shall retain the first Fifty Thousand Dollars ($50,000) in Net Profits that are generated through the Project. Net Profits generated above this Fifty Thousand Dollar threshold shall be divided between Soundskilz and City as follows: Seventy-Five Percent (75%) to Consultant and Twenty-Five Percent (25%) to City. For the purposes of and as used in this Agreement, the term "Net Profits" shall mean the amount of revenue remaining from the Project after operating costs directly related to the Project, as approved in writing by the City, have been subtracted from the total revenue generated by the Project.
1

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 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 revised services, or else 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. Term
The term of this Agreement shall be from February 23, 2026 to June 30, 2031 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.
2

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.

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.
a. PERS Eligibility Indemnification
In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System ("PERS") to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.

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. 3

(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.
(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
4

(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 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. 5

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 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.
6

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.
(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 7

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), 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.
8

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 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 Steven Clayton as 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.
9

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:

CITY: CONSULTANT:

City of Upland Steven Clayton
460 N. Euclid Avenue 39444 Calle Portilla
Upland, CA 91786 Temecula, CA 92595
Attn: City Manager's Office
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, 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.
10

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 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 SOUNDSKILZ INC.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date first above written.

CITY OF UPLAND SOUNDSKILZ INC.

Approved By:

By: By:

Michael Blay
City Manager Its:

Printed Name:

ATTEST:

By: By:

Keri Johnson
City Clerk Its:

Printed Name:

APPROVED AS TO FORM:

By:

Best Best & Krieger LLP
City Attorney
12

EXHIBIT A
Scope of Services
In general, CONTRACTOR will provide or sub-contract the following services. These services are general in nature and are not all-inclusive of the duties and responsibilities of the CONTRACTOR.
■ Research & Monthly Planning
• Legacy review of prior Project years to ascertain and evaluate best practices, budget history and preferred vendor relationships.
• Conduct surveys of previous Project partners to solicit feedback and identify key success elements.
• Attend and contribute to monthly Project meetings and/or as reasonably requested by City.
■ Marketing & Sponsorship
• Develop and manage Project omni-channel online/social, OOH, and print marketing campaign concepts and fulfillment.
• Review overall Project sponsorship program and recommend strategies and activations to maximize revenue potential.
• Solicit, negotiate, and implement/manage all sponsorship contracts. ■ Financial Planning
• Develop a comprehensive Project budget.
• Manage all Budget and Scope changes as required to deliver the Project. • Manage, collect, and securely hold all sponsorship, booth sales, donations, food/beverage/merchandise cash receipts collected during the Project, and other forms of revenue.
• Settlement of all Project subcontractor expenses and invoices. • Reconciliation of Project budget(s) and weekly/monthly financial reporting to City as requested.
• Produce a final audit and settlement of all revenues and expenses after the completion of the Project.
13

4c,°v °p`qt CITFUP LAND
oid "The City of Gracious Living"
DATE: February 23,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:STEPHEN PARKER,ASSISTANT CITY MANAGER

RICHARD JEGANATHAN,INFORMATION TECHNOLOGY MANAGER

STACEY PADRON,EXECUTIVE ASSISTANT I
SUBJECT: AUTHORIZE THE CITY MANAGER TO JOIN THE CALIFORNIA DEPARTMENT OF

TECHNOLOGY'S CONTRACT FOR MICROSOFT LICENSES AND APPROVE A

PURCHASE ORDER
RECOMMENDED ACTION:

It is recommended that the City Council authorize the City Manager to join the California Department of Technology's (CDT)cooperative agreement(Contract SC 25-0198737)with SHI International Corp for Microsoft 365 licenses for a five-year period;approve the purchase order for the current fiscal year$187,974;and authorize the City Manager to execute any documents necessary for the purchase of the licenses.

GOAL STATEMENT
The proposed action supports the City's goal of providing technology resources to staff at the most economical price.

BACKGROUND
On June 22,2020,the City Council approved an agreement to obtain three years of Microsoft licensing from Dell by piggybacking on a cooperative agreement negotiated by the County of Riverside.

The City is currently utilizing Microsoft Office 365 for various critical functions,including Email,video conferencing and collaboration tools, legal holds, and discovery features. These services have become an integral part of our day- to-day operations,facilitating communication,collaboration,and data management across all departments.

On August 14,2023,the City approved a Microsoft licensing term with Crayon Software Experts,LLC.The City was able to piggyback on the California Department of Technology for Microsoft 365 G5 licenses (M365 G5). The California Department of Technology has re-negotiated a contract Microsoft provide M365 G5 licenses at a significantly discounted rate for public agencies,including local governments. M365 G5 is a comprehensive suite of cloud-based productivity tools that include advanced features for communication,collaboration,and security.

ISSUES AND ANALYSIS
It is essential to renew the existing Office 365 licenses to ensure uninterrupted access to these services. Failure to renew could lead to service disruption,loss of data,and hindered productivity for staff.The license renewal will enable the City to continue utilizing these tools efficiently. Renewing/Upgrading the existing Microsoft Office 365 licenses and piggybacking on CDT's contract with M365 G5 licenses are essential steps in ensuring the City's continued access to crucial communication,collaboration,and data management tools.By taking advantage of this opportunity,we can empower our staff to work more efficiently,collaborate seamlessly,and safeguard our digital assets.

Benefits of Joining the CDT-Microsoft M365 G5 Contract:

1. Cost Savings: By leveraging the CDT contract,we can take advantage of substantial cost savings on M365 G5 licenses compared to purchasing them directly from Microsoft or other vendors.

2. Enhanced Productivity and Collaboration: M365 G5 offers a wide range of productivity and collaboration tools, such as Microsoft Teams, SharePoint, and OneDrive. These tools can facilitate seamless communication and collaboration among our staff and enhance overall efficiency.

3. Advanced Security Features: M365 G5 provides robust security features, including threat protection, data loss prevention, and identity management. These features can strengthen our cybersecurity posture and protect sensitive information from potential threats.

4. Access to the Latest Updates and Features:By utilizing M365 G5 licenses,we gain access to regular updates and new features from Microsoft. This ensures that our staff can work with the most up-to-date technology, improving their capabilities and effectiveness.

Staff is recommending joining CDT's Contract SC 25-0198737 and requesting the issuance of a purchase order to SHI as on the payment schedule noted below:
4/1/26-3/31/27 $187,974.00
4/1/27-3/31/28 $187,974.00
4/1/28-3/31/29 $194,211.00
4/1/29-3/31/30 $194,211.00
4/1/30-3/31/31 $194,211.00
Total $958,581.00

ENVIRONMENTAL DETERMINATION
The proposed action is the approval for joining a contract and purchase orders and 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 five-year contract with SHI is $958,581; with the cost in the first year at $187,974. There are funds available in the Information Systems Software Subscriptions Account No. 7531401-5239.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Not a Project.

Pricing Proposal
51-11 Quotation#:

Reference#:

Created On:

Valid Until:

CA-City of Upland IAM
Richard Jeganathan MSWestlnside
460 N Euclid Ave 290 Davidson A,
Upland, CA 91786 Somerset NJ 08
United States
Phone: 909-931-4157 Phone: 888-7E
Fax: Fax:

Email: [email protected] Email: MSWe
All Prices are in US Dollar(USD) Years 1 located or Years 2-5 located
Additional Comments
Payment Schedule:
4/1/26-3/31/27-$187,974.00
4/1/27-3/31/28-$187,974.00
4/1/28-3/31/29-$194,211.00
4/1/29-3/31/30-$194,211.00
4/1/30-3/31/31 -$194,211.00
Total: $958,581.00
**Budgetary Pricing does not include CDT Fees**
Disclaimer: The pricing provided in this quote is based on estimated statewide license volumE all customer commitments have been received.

This quote has been marked as budgetary, as certain pricing may require approval from Micn Orders against budgetary quotes. Kindly reach out to your SHI sales team for a Final Quote c licenses.

Thank you for choosing SHI International Corp! The pricing offered on this quote proposal is ensure the best level of service, please provide End User Name, Phone Number, Email Addl.' Purchase Order. For any additional information including Hardware, Software and Services C Representative at(888)744-4084. SHI International Corp. is 100% Minority Owned, Woma 1429481; CCR#61-243957G; CAGE 1HTF0

The products offered under this proposal are resold in accordance with the terms and conditions of the C

27101179
Budgetary
Jan-28-2026
Feb-28-2026
IAM
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873
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[email protected]
i sheet 2
on sheet 3
�s. CDT will confirm the final statewic
Dsoft. Please note, SHI is unable to p
nice you have determined your requi
valid through the expiration date listE
ass and applicable Contract Number
;ontracts, please contact an SHI Insi
n Owned Business. TAX ID#22-300

ontract referenced under that applicable I

Item# Manufacturer Part#
1 Microsoft AAL-48033
2 Microsoft AAL-45735

Product
M365 G5 FSA Renewal GCC Sub Per User
M365 G5 GCC Sub Per User

Contract Name Contract# Subcontract# Coverage Start Microsoft Statewide Enterprise Licensing SC 25-0198737 Local Government Apr-01-2026 Agreement
Microsoft Statewide Enterprise Licensing SC 25-0198737 Local Government Apr-01-2026 Agreement

Coverage End Quantity Your Price Total
Mar-31-2027 350 $497.88 $174,258.00
Mar-31-2027 25 $548.64 $13,716.00
Total $187,974.00

Note
Year 1 of 5
Year 1 of 5

Manufacturer Part#
Microsoft AAL-48033
Microsoft AAL-45735
Microsoft AAL-48033
Microsoft AAL-45735
Microsoft AAL-48033
Microsoft AAL-45735
Microsoft AAL-48033
Microsoft AAL-45735

Product
M365 G5 FSA Renewal GCC Sub Per User
M365 G5 GCC Sub Per User
M365 G5 FSA Renewal GCC Sub Per User
M365 G5 GCC Sub Per User
M365 G5 FSA Renewal GCC Sub Per User
M365 G5 GCC Sub Per User
M365 G5 FSA Renewal GCC Sub Per User
M365 G5 GCC Sub Per User

Contract Name Contract# Subcontract# Coverage Start Microsoft Statewide Enterprise Licensing SC 25-0198737 Local Government Apr-01-2027 Agreement
Microsoft Statewide Enterprise Licensing SC 25-0198737 Local Government Apr-01-2027 Agreement
Microsoft Statewide Enterprise Licensing SC 25-0198737 Local Government Apr-01-2028 Agreement
Microsoft Statewide Enterprise Licensing SC 25-0198737 Local Government Apr-01-2028 Agreement
Microsoft Statewide Enterprise Licensing SC 25-0198737 Local Government Apr-01-2029 Agreement
Microsoft Statewide Enterprise Licensing SC 25-0198737 Local Government Apr-01-2029 Agreement
Microsoft Statewide Enterprise Licensing SC 25-0198737 Local Government Apr-01-2030 Agreement
Microsoft Statewide Enterprise Licensing SC 25-0198737 Local Government Apr-01-2030 Agreement

Coverage End Quantity Your Price Total
Mar-31-2028 350 $497.88 $174,258.00
Mar-31-2028 25 $548.64 $13,716.00
Mar-31-2029 350 $514.68 $180,138.00
Mar-31-2029 25 $562.92 $14,073.00
Mar-31-2030 350 $514.68 $180,138.00
Mar-31-2030 25 $562.92 $14,073.00
Mar-31-2031 350 $514.68 $180,138.00
Mar-31-2031 25 $562.92 $14,073.00

Note
Year 2 of 5
Year 2 of 5
Year 3 of 5
Year 3 of 5
Year 4 of 5
Year 4 of 5
Year 5 of 5
Year 5 of 5

STATE OF CALIFORNIA-GENERAL SERVICES PROCUREMENT DIVISION Page 1 of 45

PURCHASING AUTHORITY PURCHASE ORDER
STD.65(Rev.04/2020
DATE AMENDMENT NO. PURCHASE ORDER NUMBER
Jan 14,2026 25-0198737
CALIFORNIA DEPT OF TECHNOLOGY AGENCY BILLING CODE PURCHASING AUTHORITY NO.

CALIFORNIA DEPT OF TECHNOLOGY 33000 CDT 7502

AD MIN DIVISION-ACCOUNTING
SHIP ADMIN WAREHOUSE BILL OFFICE LEVERAGED PROCUREMENT AGREEMENT NUMBER TO 10173 CROYDON WAY STE 4 TO SCA-24-70-0003U SACRAMENTO,CA 95827 PO BOX 1810 INFORMATION TECHNOLOGY PROJECT IDENTIFICATION NUMBER RANCHO CORDOVA,CA 957413

AGENCY OR BUYER INFORMATION
AGENCY TRACKING/REQUISITION NUMBER[Optional]
SC 25-0198737/RITM0135374
TO SHI INTERNATIONAL CORP. AGENCY NAME
SUPPLIER 290 DAVIDSON AVE. CA DEFT OF TECHNOLOGY ADDRESS SOMERSET,NJ 08873 CONTACT NAME

JAMIE WONG

CONTACT E-MAIL ADDRESS
JAMI E.WON G@STATE,CA.GOV

CONTACT PHONE NUMBER CONTACT FAX NUMBER
(916)857-9682 (916)463-9909
SUPPLIER CONTACT NAME SUPPLIER PHONE NUMBER SUPPLIER FAX NUMBER SUPPLIER E-MAIL ADDRESS JASON GOUDIE (435)301-2383 [email protected] PAYMENT TERMS CERTIFICATION NUMBER Certified Certified EXPIRATION DATE Certified EXPIRATION DATE NET 45 Small Business Microbusiness DVBE SHIPPING REQUIRED DELIVERY DATE F.O.B.Destination F.O.B.Destination FRT.PPD/ADDFreight F.O.B. CITY OF ORIGIN STATE AP CODE INSTRUCTIONS Apr 1,2026 FRT.PPD C not to exceed cost stated on P.O. Origin TERMS AND CONDITIONS TAXABLE

SUBTOTAL
A-1 General Provisions are incorporated herein by reference to:

Form GSM-401 Non-IT Commodities Revision Date: OR Form GSPD-401IT Revision Date: TAX RATE Attached OR Publishedat: www.dgs.ca.gov/pd SALES TAX A-2❑ This order is issued under a Department of General Services(DGS)Leveraged Procurement Agreement(LPA),Terms and Conditions set forth INSTALLATION in that agreement(LPA number referenced in the block titled Leveraged Procurement Agreement No.)are incorporated herein by reference as if set forth in full text.

SHIPPING FREIGHT
B Agency Special Provisions are attached and titled OTHER NON- , i Any other attachments,such as specifications,Statement of Work or Information Technology Model Language Modules,are identified in TAXABLE the product or services description area or on continuation pages.

GRAND TOTAL

PROCUREMENT METHODS
COMPETITIVE:Solicitation Number(if applicable) v LEVERAGED DVBE I SMALL BUSINESS[GC 14838.5(a)] NON-COMPEII INELY BID EXEMPT PROGRAM 1 CATEGORY(Code/Title) FUND TITLE VERIFIED NO STATE SURPLUS AVAILABLE PAID BY CAL-CARD CLEARING ACCOUNT TECH SVCS REV FUND I/I YES 1 I NO H YES U NO ITEM CHAPTER STATUTE FISCAL YEAR OBJECT OF EXPENDITURE(Code and Title) Original Equipment 7502-001-9730 4 2025 25/26 280.5346350642.195 H Operating Expense
CERTIFICRTION AND APPROVAL OF EXECUTIVE OFFICER UNENCUMBERED REMAINDER AFTER POSTING THIS f HEREBY CERTIFY,on persona/know/edge,that this order for purchasing the items specified below ORDER TO ALLOTMENT EXPENDITURE LEDGER is issued in accordance with the procedure prescribed by law governing the purchase of such items for the State of California;and that all such legal requirements have been fully complied with. ADJUSTMENT INCREASING ENCUMBRANCES AUTHORIZING NAME AUTHORIZING TITLE
LIANA BAILEY-CRIMMINS DIRECTOR ADJUSTMENT.DECREASING ENCUMBRANCES AUTHORIZING SIGNATURE CERTIFIED CORRECT SIGNATURE . a � . 7�ac Send
Tracy Bendl Jan 15,202609%2:03P5r)
n ITEm NUMBER QUANTITY UNIT UNSPSC PRODUCTRECYCLED L PRODUCT OR SERVICE DESCRIPTION CATEGORY UNIT PRICE EXTENSION TOTAL L+J CONTRACT TERM:
04/1/2026-03/31/2031
O 0 1 1 EA MICROSOFT ONLINE SUBSCRIPTIONS NonTaxable O
O
e

STATE OF CALIFORNIA-GENERAL SERVICES PROCUREMENT DIVISION Page 2 of 45

PURCHASING AUTHORITY PURCHASE ORDER
STD.65(Rev.04/2020)
DATE AMENDMENT NO. PURCHASE ORDER NUMBER
Jan 14,2026 25-0198737

ITEM NUMBER

RECYCLED
QUANTITY UNIT UNSPSC PRODUCT OR SERVICE DESCRIPTION CATEGORY UNIT PRICE EXTENSION TOTAL N U METER PRODUCT

SEE ATTACHED

EXHIBIT A-STATEMENT OF WORK
+ EXHIBIT B-BUDGET DETAIL AND

PAYMENT PROVISIONS
++ EXHIBIT C-COST WORKSHEET

DETAILS
eEXHIBIT C-1 -COST WORKSHEET

EXHIBIT D-GENERAL PROVISIONS
O EXHIBIT E-SPECIAL PROVISIONS
0 EXHIBIT F-SPECIAL TERMS AND

CONDITIONS TO SAFEGUARD

FEDERAL TAX INFORMATION
ATTACHMENT 1 -HIPPA BUSINESS

ASSOCIATE AGREEMENT
O ELECTRONIC DOWNLOAD-NO
O MEDIA TO BE RECEIVED(NON-

TAXABLE)
e
e REQUEST FOR OFFER(RFO)
25-0198737.2 IS HEREBY

INCORPORATED BY REFERENCE AND
++ MADE PART OF THIS AGREEMENT AS
IF ATTACHED HERETO:
0 CDT Technical Contact:

IT PROGRAM MANAGEMENT
[email protected]
O
FISCAL YEAR BREAKDOWN:

O FY 25126-$200,000,000.00
0 O FY 26127-$200,000,000,00
0 O FY 27128-$200,000,000.00
0 O FY 28129-$200,000,000.00
FY 29130-$200,000,000,00
0 O FOR CDT CODING ONLY:
0 PER COST ALLOCATION:

O 9730.280.5346350642.195
0

STATE OF CALIFORNIA-GENERAL SERVICES PROCUREMENT DIVISION Page 3 of 45

PURCHASING AUTHORITY PURCHASE ORDER
STD.65(Rev.04/2020)
DATE AMENDMENT NO. PURCHASE ORDER NUMBER
Jan 14,2026 25-0198737

ITEM NUMBER

RECYCLED
QUANTITY UNIT UNSPSC PRODUCT OR SERVICE DESCRIPTION CATEGORY UNIT PRICE EXTENSION TOTAL N U METER PRODUCT
❑+
BU:7502
APP:001
FUND:9730
O ENY:2025/2026/2027/2028/2029
ACCT:5346350
ALT ACCT:5346350642
O PROGRAM:9999
PC BUS:7502
PROJECT:7502TECH195
O ACTIVITY CODE:NBX
O REPORTING STRUCTURE:75020280
e Chapter 4-FY 25126,TBD-FY 26127,
TBD-FY 27/28,TBD-FY 28/29,TBD-
FY 29130
e+ SC 25-0198737/R11M01353741
REQ01214401 ORDER LOG 0149
PRIOR AGREEMENT CON 20-0000202
O

STATE OF CALIFORNIA SHI INTERNATIONAL CORP.

DEPARTMENT OF TECHNOLOGY PO 25-0198737/SC 25-0198737

EXHIBIT A

STATEMENT OF WORK

1. Contract Description
A. SHI International Corp. (hereinafter referred to as the "Contractor") agrees to provide the California ❑epartment of Technology (hereinafter referred to as the "State,""CDT," and/or the "Licensee") with Microsoft Online Subscriptions. As part of this Statewide Enterprise Licensing Agreement (Agreement), which consists of all the documents set forth in the Order of Precedence in Section 2 below, the Contractor must:
1) Provide Microsoft Online Subscriptions to M365 G5 Government Community Cloud (GCC) offerings and any additional GCC add-ons as detailed in the Exhibit C-1 Cost Worksheet.
2) Provide option(s) for State of California entities and local government agencies such as counties and cities ("Customer Affiliates") to standardize Microsoft Security, Compliance and Communications transacted using the M365 G5 GCC offerings and any add-ons.
3) Create a new enrollment with Microsoft Security, Compliance and Communications, using the M365 G5 offering, and including options for adding Microsoft"additional GCC product" online services during a five (5) year term.
4) Discounts for State entity Customer Affiliates will differ from those of Local government Customer Affiliates in years one (1) and two (2) of this Agreement.

B. The Microsoft Online Services Subscriptions will be provided by the manufacturer, Microsoft.

C. Customer Affiliates will reserve approved subscriptions/licenses directly from the Microsoft 365 Admin Center (MAC).

D. Under the terms of this Agreement, each Customer Affiliate will be their own tenant.

E. Terms and Conditions of Department of General Services (DGS) Software Cooperative Agreement (SCA), County of Riverside Request for Quote (RFQ) #ITARC-00532, and Microsoft Master Agreement#8084445 shall apply to this Agreement though the life of its term subject to the Order of Precedence set forth in Section 2 below.

2. Modifications and Clarifications to the DGS PD 402-ITGP Cloud (REV. 02/20/2025) A. Section 3 of the DGS P❑ 402-ITGP Cloud (REV. 02/20/2025) are hereby deleted in their entirety and replaced with the following:

Section 3: ORDER OF PRECEDENCE
In the event of any inconsistency ❑r conflict between the sections, exhibits, attachments, specifications, or provisions comprising the Contract, the following order of precedence shall apply:

STATE OF CALIFORNIA SHI INTERNATIONAL CORP.

DEPARTMENT OF TECHNOLOGY PO 25-0198737/SC 25-0198737 (a) These GSPD — ITGP (Cloud) (except in the instances herein where the provision contains "Unless otherwise specified in the Statement of Work" (or similar phrase), the provisions specified in the Statement of Work shall take precedence over the provisions referenced in these GSPD — ITGP (Cloud)); (b) Contract form(s), i.e., Purchase Order STD 65, Standard Agreement STD 213, Fl$Cal generated Purchase Order, etc., and any amendments; (c) Other Special Provisions (except in the instances therein where the provision contains "Unless otherwise specified in the Statement of Work" (or similar phrase), the provisions specified in the Statement of Work shall take precedence over the provisions referenced in the applicable Special Provisions);
(d) CDT's Statement of Work (SOW), as an exhibit, including any specifications incorporated by reference herein;
(e) Cost worksheets;
(f) Other work description, work authorization or exhibit issued by Users; (g) DGS SCA Agreement and any amendments thereto;
(h) County of Riverside RFQ # ITARC-00532;
(i) Microsoft Master Agreement#8084445; and
(j) All other Contractor's or Service Provider's attachments included in Contract and/or incorporated in Contract by reference (e.g., end User license agreements, acceptable use policies, service guides, product specific terms and conditions).

3. Clarifications to the DGS SLP, DGS SCA, and County of Riverside Request for Quote (RFQ) #ITARC-00532
A. For the avoidance of doubt, notwithstanding Section 9.4 of the County of Riverside RFQ#ITARC-00532, Order of Precedence in the DGS SCA, or any other provision to the contrary, the Order of Precedence in Section 2 of this Statement of Work shall apply to this Agreement.

B. For the avoidance of doubt, termination of the County of Riverside Agreement #ITARC-00532, Microsoft Master Agreement Number 8084445, or DGS SCA does not automatically terminate this Agreement and will remain in full force and effect.

Any modifications to this Agreement will be documented through an amendment as set forth in the DGS PD 402-ITGP Cloud (REV. 02/20/2025).

4. Third Party Solutions
Contractor shall not provide, integrate, resell, access, or make available to the State or Customer Affiliate any third-party services, solutions, tools, platforms, or products (including open-source or hosted services) ("Third Party Solutions") in connection with the Microsoft Online Subscriptions to M365 G5 GCC offerings and additional Microsoft GCC add-ons as detailed in the Exhibit C-1 Cost Worksheet unless such Third Party Solutions are expressly approved in writing by CDT Information Technology Program Management("CDT ITPM") and are subject to the terms and conditions of this Agreement. Contractor shall not structure its performance, delivery model, or technical architecture in a manner that circumvents the

STATE OF CALIFORNIA SHI INTERNATIONAL CORP.

DEPARTMENT OF TECHNOLOGY PO 2 5-0 1 9 8 7371 SC 25-0198737 applicability of this Agreement to any services, solutions, or products provided to the State or Customer Affiliates. Contractor shall not add any Third Party Solutions or Third Party Solution SKUs to its product/service catalog.

For avoidance of doubt, no third party terms shall apply to the State or Customer Affiliates unless expressively agreed in a written amendment signed by CDT. Any approved Third Party Solutions shall comply with the security, confidentiality, data protection, audit and other obligations of this Agreement. Any breach of this section by Contractor shall constitute a material breach of this Agreement.

5. Term
A. The term of this Agreement shall be five (5)years. Agreement start date is 4/1/2026, with an expiration date of 3/31/2031.

B. The effective date of this enrollment will be 4/1/2026 and processed by Microsoft and available for use in Customer Affiliate portals. The anniversary date schedule shall be as follows:
• 1st anniversary is 4/1/2027.
• 2nd anniversary is 4/1/2028.
• 3rd anniversary is 4/112029.
■ 4th anniversary is 4/112030.

6. Licensee Site/Location
The "Licensee Site" shall mean site where CDT or its Customer Affiliate tenants operate or control the use or access to Microsoft Online Subscriptions to M365 G5 GCC offerings and any additional GCC add-ons. CDT or its Customer Affiliate tenants may change the Licensee Site to another location located within the United States without incurring additional charges.

7. License Type
Annual Software as a Service (SaaS) Subscription for Microsoft Online Subscriptions to M365 G5 GCC and any additional GCC add-ons.

8. Installed on
All online services associated with this Agreement will run out of the manufacturer's data centers.

9. True-Ups
A. CDT ITPM may request, in writing, for Contractor to add any additional Microsoft products and support services to the product/services catalog, as needed. The addition of new Microsoft products and support services will be upon mutual written consent of Contractor and CDT ITPM and may not require a formal amendment to the Agreement. For clarity, Customer Affiliates or Contractor shall not add any new or additional Microsoft products or support services to the product/services catalog without prior written approval of CDT ITPM.

STATE OF CALIFORNIA SHI INTERNATIONAL CORP.

DEPARTMENT OF TECHNOLOGY PO 25-0198737/SC 25-0198737 B. Throughout the term of the Agreement, Customer Affiliate may add the quantity of Microsoft Online Subscriptions to M365 G5 GCC offerings and any additional GCC add- ons that the Customer Affiliate procured under the current purchase order (PO). Upon request by Customer Affiliate, CDT may issue an amended PO to decrement the quantity of Microsoft Online Subscriptions to M365 G5 GCC offerings and any additional GCC add- ons that the Customer Affiliate procured under the current PO.

C. Microsoft Online Subscriptions to M365 G5 GCC offerings and any additional GCC add- ons are price protected (fixed prices throughout the term of the Agreement) and shall be priced by the Contractor at the price set forth in Exhibit C-1 Cost Worksheet and for the add-ons the price is set forth in the product/service catalog.

D. The Contractor shall work collectively with Microsoft to promptly resolve any issues CDT or Customer Affiliates are experiencing with their reservations.

E. The Contractor shall provide CDT an annual report sixty (60) days before each anniversary date (set forth in Section 5.B above) of Microsoft Online Subscriptions to M365 G5 GCC offerings and any additional GCC add-ons added and decremented during the current PO.

F. CDT will perform true-ups to add or true-downs to decrement Microsoft Online Subscriptions to M365 G5 GCC offerings and any additional GCC add-ons counts once a year (prior to the anniversary date, which is defined in Section 5.B above). 1) Contractor to provide Customer Affiliates with budgetary quote for annual reconciliation sixty (60) days prior to each anniversary date. 2) Contractor shall process the true-ups or true-downs prior to each anniversary date (set forth in Section 5.B above) and submit an email confirmation of such to CDT. 3) Contractor shall not accept or process any new reservations for Microsoft Online Subscriptions to M365 G5 GCC offerings and any additional GCC add-ons in the thirty (30) days prior to the expiration of the Agreement (03/31/2031).

G. The Contractor shall process certain requests for add-ons for Microsoft Online Subscriptions to M365 G5 GCC offerings and any additional GCC add-ons throughout the term of each PO for the following scenarios:
1) Time sensitive promotional part number and/or SKUs, which require invoicing by a certain date to be valid.
2) Time sensitive orders that are associated with End Customer Investment Funds (ECIF).
3) Limited situations where the normal true-up/reconciliation window could negatively impact a special negotiation with CDT or Customer Affiliates.

STATE OF CALIFORNIA SHI INTERNATIONAL CORP.

DEPARTMENT OF TECHNOLOGY PO 2 5-0 1 9 8 7371 SC 25-0198737

10.Notices
All notices required by, or relating to, this Agreement shall be in writing and shall be sent to the parties of this Agreement as set below unless changed from time to time, in which event each party shall notify the other in writing, by e-mail communication:

State Agency Contractor Manufacturer
CDT SHI International Corp. Microsoft
Attn: IT Program Management Jason Goudie John Robinson Address: PO Box 1810 PO Box 952121 N/A
Rancho Cordova, CA 95741 Dallas, TX 75395-2121
Phone: N/A 435-301-2383 (916)369-3630
E-mail: ITPM(a7state.ca.gov MSWestlnside a(7.SHI.corn and lorobamicrosoft.com Jason Goudie shi.com

11.CDT Responsibilities
A. CDT will designate a Contract Manager to whom all Contractor communication may be addressed and who has the authority to act on all aspects of the service. This person may review the Agreement and associated documents with the Contractor to ensure understanding of the responsibilities of both parties.

B. CDT will provide timely review and approval of information and documentation provided by the Contractor to perform its obligations.

C. Upon execution of this Agreement, CDT will provide a STD 65 master purchase order for the Contract total amount and term. CDT will subsequently issue Fl$Cal POs to the Contractor for each Customer Affiliate tenant.

12.Contractor Responsibilities
A. Contractor to provide a dedicated staff/team with clearly identified roles, responsibilities, and list primary and back-up support.

B. The Contractor shall designate a primary and secondary contact person to whom all Agreement/PO communications may be addressed and who has the authority to act on all aspects of the services.

C. The Contractor shall provide a path of escalation for all communication and Agreement/PO related matters.

D. The Contractor shall ensure dedicated staff are available during State business hours of 7:30 AM, PT to 5:30 PM, PT.

E. The Contractor shall promptly respond (within 2 business days) in efforts to resolve Customer Affiliate issues encountered while reserving Microsoft Online Subscriptions to M365 G5 GCC offerings and any additional GCC add-ons via the MAC.

STATE OF CALIFORNIA SHI INTERNATIONAL CORP.

DEPARTMENT OF TECHNOLOGY PO 2 5-0 1 9 8 7371 SC 25-0198737 F. The Contractor shall promptly work with the Customer Affiliate and Microsoft to reverse any unauthorized Microsoft Online Subscriptions to M365 G5 GCC offerings and any additional GCC add-ons reservations to prevent charges. If a Customer Affiliate reserves a license from the MAC not on the approved product/service catalog, the Contractor will facilitate its immediate cancellation to ensure no costs are incurred.

G. The Contractor shall provide written notice to CDT of any change in the part number, product SKU number, description of the SKUs in the product/service catalog.

H. The Contractor shall provide written notice to CDT regarding any updates to products within the product/service catalog that incorporate Generative Artificial Intelligence (GenAl) in accordance with DGS PD 402-ITGP Cloud (REV. 02/2012025).

I. The Contractor must adhere to invoicing requirements listed in Exhibit B.

J. The Contractor shall invoice CDT separately for each Customer Affiliate tenant.

K. The Contractor shall provide CDT with written e-mail confirmation upon receipt of PO or PO amendment.

L. Any documents requiring electronic signature shall be sent to CDT ([email protected]) and not Customer Affiliate.

M. Following execution of this Agreement, the Contractor will schedule a kickoff meeting within 5-10 business days with CDT to discuss CDT billing and invoicing requirements and develop a plan for collaboration and streamlining of billing and invoicing procedures.

N. The Contractor shall not offer or discuss any new Microsoft product or non-GCC Add-Ons not listed on the pre-approved product/service catalog with Customer Affiliates without prior approval from the CDT Contract Manager.

13.Maintenance/Technical Support
The Contractor shall ensure that maintenance and support is provided by the manufacturer, Microsoft, throughout the term of this Agreement.
■ Web Support: https://admin.microsoft.com/

14.Problem Escalation
A. The parties acknowledge that certain technical and project-related problems or issues may arise and that each party shall bring such matters to the immediate attention of the other party when identified. Known problems or issues shall be reported in regular weekly status reports or meetings. However, there may be instances where the severity of the problem justifies escalated reporting. To this extent, the State's Primary Contact will determine the next level of severity and notify the appropriate State and Manufacturer personnel. The personnel notified, and the time period taken to report the problem or issue, shall be at a level commensurate with the severity of the problem or issue.

B. The State personnel include, but are not limited to the following:

STATE OF CALIFORNIA SHI INTERNATIONAL CORP.

DEPARTMENT OF TECHNOLOGY PO 25-0198737/SC 25-0198737 • First Level: CDT Contract Manager
• Second Level: CDT Branch Chief
• Third Level: CDT Deputy Director
C. The Contractor personnel include, but are not limited to the following:
• First Level:

Name: Jason Goudie
Title: Microsoft Account Executive, Public Sector Sales, CA Email: Jason Goudie(Mshi.com
Contact Number: 435-301-2383.
• Second Level:

Name: Stephen Dean
Title: District Manager—Microsoft, Public Sector Sales
Email: Stephen Dean(cshi.com
Contact Number: 512-702-5720.
• Third Level:

Name: Matt OLeary
Title: Vice President— Microsoft, Public Sector Sales
Email: Matt ❑LearvaSHl.com
Contact Number: 206-390-4361.

D. The Manufacturer personnel include, but are not limited to the following:
• First Level:

Name: John Robinson
Title: Sr. Commercial Executive
Email: Iorob( microsoft.com
Contact Number: 916-369-3630.
• Second Level:

Name: Jennifer Rucker
Title: Director of Sales
Email: leruckeramicrosoft.com
Contact Number: 916-503-5117.
• Third Level:

Name: Madison O'Kane
Title: Director of Commercial SLED Licensing
Email: madokane(a.microsoft.com
Contact Number: 425-538-2123.

15.Amendments
Consistent with the terms and conditions of the original solicitation, and upon mutual consent, CDT and the Contractor may execute amendments to this Agreement for changes to add available products per the most current SCA pricelist posted on the Cal eProcure website for quantity, money andfor time. No additional products or services can be added to this Agreement. No amendment or variation of the terms of this Agreement shall be valid unless made in writing, and agreed upon by both parties and approved, as required. No verbal understanding or agreement not incorporated into the Agreement is binding on any of the parties.

STATE OF CALIFORNIA SHI INTERNATIONAL CORP.

DEPARTMENT OF TECHNOLOGY PO 25-0198737/SC 25-0198737

16. Advertising of Data
In accordance with the General Provisions (DGS PD 402-ITGP Cloud (REV. 02/20/2025)), the Contractor and Microsoft are not authorized to use, sell, resell, package or repackage, or publicly display any information or data without the express written approval of the State. This restriction includes keyword searching or data mining of State data. Advertising is not allowed in any of these services or to any of the contacts associated with these services.

17. Federal Tax Administration Requirements
CDT must notify the United States Internal Revenue Service (IRS) prior to executing, or amending, any agreement to disclose, or provide access to, federal tax information (FTI) to a Contractor or Sub-Contractor, at least forty-five (45) calendar days prior to the disclosure of FTI, to ensure appropriate contractual language is included and that Contractors are held to safeguarding requirements. This procedure conforms to IRS Publication 1075.

Subject to the IRS, FTI requirements, if an unfavorable response is received by the IRS, this contract will be terminated immediately per the Cloud Computing Services - General Provisions — Information Technology (402-ITGP), clause 16.3, Termination for Default. In conformation with IRS Publication 1075, Contractor must comply with these terms.

18. Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1388)
The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act(42 U.S.C. 7401-7671 q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA).

STATE OF CALIFORNIA SHI INTERNATIONAL CORP.

DEPARTMENT OF TECHNOLOGY PO 25-0198737/SC 25-0198737

EXHIBIT B

BUDGET DETAIL AND PAYMENT PROVISIONS

1. Payment and Invoicing
A. Payment will be made annually in advance for the subscription year and upon receipt of a correct invoice. Invoices may be submitted on or after the first day of the term referenced in the executed PO. The invoice shall include booking confirmation of the CDT order per each environment; including but not limited to, the Contract number, the individual Customer PO number, the Customer Department, the EA/Tenant ID/number, the product name, Part/SKU number, unit cost, extended cost, code (if applicable), must reference a specific PO line item, term dates and include PO amendment number if applicable; and shall reference the Agency Order Number and the Microsoft Enterprise License Agreement (MELA) Software Cooperative Agreement (SCA) number SCA-24-70-0003U.

B. Submit your invoice using only one of the following options:
1) Send via U.S. mail in TRIPLICATE to:

California Department of Technology
Administration Division —Accounting Office
P. O. Box 1810
Rancho Cordova, CA 95741
OR
2) Submit electronically at: [email protected]
C. If there is a change in cost to a license, or if the start date for licenses is changed so that it impacts pricing (i.e., term and activation of licenses falls after the 2nd of the month, and so billing begins the following month), the Contractor must provide product pricing change update and quote to the Customer Affiliate so that an amendment can be executed to the Customer Affiliate's PO, to reflect the correct pricing.

D. Payment will be made in accordance with, and within the time specified in, Government Code Chapter 4.5, commencing with Section 927. Payment to small/micro businesses shall be made in accordance with and within the time specified in Chapter 4.5, Government Code 927 et seq.

2. Budget Contingency Clause
A. It is mutually agreed that if the Budget Act of the current year and/or any subsequent years covered under this Contract does not appropriate sufficient funds for the program, this Contract shall be of no further force and effect. In this event, the State shall have no liability to pay any funds whatsoever to the Contractor or to furnish any other considerations under this contract and Contractor shall not be obligated to perform any provisions of this contract.

B. If funding for any fiscal year is reduced or deleted by the Budget Act for purposes of this program, the State shall have the option to either cancel this Contract with no liability

STATE OF CALIFORNIA SHI INTERNATIONAL CORP.

DEPARTMENT OF TECHNOLOGY PO 25-0198737/SC 25-0198737 occurring to the State or offer a contract amendment to the Contractor to reflect the reduced amount.

STATE OF CALIFORNIA SHI INTERNATIONAL CORP.

DEPARTMENT OF TECHNOLOGY PO 25-0198737/SC 25-0198737

EXHIBIT C

COST WORKSHEET DETAILS
The Contractor shall submit a completed Attachment 1 B (Exhibit C-1) Cost Worksheet, attached to the Request For Offer (RFO). The Contractor must adhere to the following:

A. Subscriptions of the FromSA M365 G5 SKU will renew using the M365 G5 FromSA Renewal SKU. Subscriptions renewing from the M365 G5 Full SKU will renew as M365 G5 Full.

B. Incremental additional M365 G5 GCC licenses added to enrollments for participating Customer Affiliates from day one (1) shall be priced at "Full" pricing, which is different from the "Full" pricing for those subscriptions that are renewing from "Full" subscriptions on 4/1/2026.

C. All future new enrollments for M365 G5 GCC shall qualify for "Full" pricing.

D. Pricing for true-ups will be equivalent to new enrollment pricing for all approved products.

E. Pricing shall not exceed the negotiated discounts.

F. Pricing for all Microsoft products offered under this Agreement shall be price protected throughout the term of this Agreement.

G. The December 2025 price list will be the basis to determine final pricing.

H. All pricing in Attachment 1 B (Exhibit C-1) Cost Worksheet must be to two decimal points only.

Any pricing that exceeds two decimal points will be rounded down to the nearest cent.

I. Information Worker (IW) in Attachment 1 B (Exhibit C-1) Cost Worksheet refers to worker licensed with M365 G5 and each Customer Affiliate has a unique number of IWs.

J. For pricing purposes of items in Attachment 1 B (Exhibit C-1) Cost Worksheet with IW threshold/eligibility conditions, each Customer Affiliate's IW total shall be treated as a separate and independent quantity.

K. For any new Microsoft products added to the product/service catalog after the execution of this Agreement, Contractor must provide a margin above Contractor's cost from Microsoft (represented as a percentage), which will not be exceeded when such new Microsoft products are offered to Customer Affiliates.

OF CALIFORNIA SHI INTERNATIONAL C TMENT OF TECHNOLOGY PO 25-0198737/SC 25-0 EXHIBIT C-1

COST WORKSHEET

MICROSOFT ONLINE SUBSCRIPTIONS
Term: April 1, 2026 through March 31, 2031
SCA Contract Number: SCA-24-70-0003U
SB/DVBE Certification Number: NIA
FEIN Number: 22-3009648.

Signature and Date: �✓lr - 12/3112025
Printed Name and Title: Moitrayee Majumdar, Senior Proposal Specialist Company Name: SHI International Corp.

Company Address: 290 Davidson Ave. Somerset. NJ 08873
Contact Phone Number: 888-764-8888
Instructions
(enter pricing data into the red font colored cells of the Cost Summary, State Pricing, and Locals Pricing tabs. :ost Summary tab self populates from data entered into the State Pricing and Locals Pricing tabs. :ost Summary tab provides an estimated annual cost for the term of this Agreement. This estimate may change after award. items in the State/Locals Pricing tabs are listed multiple times to account for different threshold/eligibility conditions.Contractors are required to provide pricing for all listed scenarios in the item description. ew refers to new customers/future enrollments.

Ups refers to additional license reservations made by customers throughout the term of the Agreement. cation Worker(IW)refers to worker licensed with M365 G5 and each customer has a unique number of IWs. award and for pricing purposes of items in this Cost Worksheet with IW threshold/eligibility conditions, each customers IW total shall be treated as a separate and independent quantity. g for true-ups shall be equivalent to new enrollment pricing for all approved products. acriptions of the FromSA M365 G5 SKU will renew using the M365 G5 FromSA Renewal SKU. acriptions renewing from the M365 G5 Full SKU will renew as M365 G5 Full. iture new enrollments for M365 G5 GCC shall qualify for Full pricing. v
CD
N
Ca
O

0 N

OF CALIFORNIA SHI INTERNATIONAL ( TMENT OF TECHNOLOGY PO 25-0198737/SC 25-0

COST SUMMARY
A B C D E F G 14 1 Table A: Provides Contractors an estimated annual cost for the term of this Agreement.

Qty
2 Description (For Evaluation) Year 1 Year 2 Year 3 Year 4 Year 5 Total 3 IM365 G5 Total(State Pricing) 266,663 $131,256,260.88 $131,256,260.88 $137,711,293.68 $137,711,293.68 $137,711,293.68 $675,646,402.80 4 M365 G5 Total(Locals Pricing) 85,102 $42,755,750.64 $42,755,750.64 $44,166,342.48 $44,166,342.48 $44,166,342.48 $218,010,528.72 5 Total (For Evaluation Purposes Only) 351,765 $174,012,011.52 $174,012,011.52 $181,877,636.16 $181,877,636.16 $181,877,636.16 $893,656,931.52 6 7 M365 Copilot Total(State Pricing) 100,000 $19,968,145.20 $19,968,145.20 $19,932,144.84 $19,932,144.84 $19,932,144.84 $99,732,724.92 8 M365 Copilot Total(Locals Pricing) 3,000 $946,200.00 $946,200.00 $946,200.00 $946,200.00 $946,200.00 $4,731,000.00 9 Total (For Evaluation Purposes Only) 103,000 $20,914,345.20 $20,914,345.20 $20,878,344.84 $20,878,344.84 $20,878,344.84 $104,463,724.92 10 11 M365 Add-Ons Total(State Pricing) 409,863 $16,081,476.24 $16,081,476.24 $16,050,257.04 $16,050,257.04 $16,050,257.04 $80,313,723.60 12 M365 Add-Ons Total(Locals Pricing) 57,329 $1,425,014.76 $1,425,014.76 $1,425,014.76 $1,425,014.76 $1,425,014.76 $7,125,073.80 13 Total (For Evaluation Purposes Only) 467,192 $17,506,491.00 $17,506,491.00 $17,475,271.80 $17,475,271.80 $17,475,271.80 $87,438,797,40 14 15 1 Grand Total 921.957 $212.432.847.72 $212.432,847.72 I $220,231.252.80 I $220,231.252.80 $220.231.252.80 I $1,085.559,453.84 17 I Table E.: Used to evaluate total cost per unit.
18 I Description Qty Year 1 Year 2 Year 3 Year 4 Year 5 Total 19 M365 G5 Total(State Pricing) 3 $1,556.28 $1,556.28 $1,633.08 $1,633.08 $1,633.08 $8,011.80 20 M365 G5 Total(Locals Pricing) 3 $1,595.16 $1,595.16 $1,640.52 $1,640.52 $1,640.52 $8,111.88 21 I Total (For Evaluation Purposes Only) 6 $3,151.44 $3,151.44 $3,273.60 $3,273.60 $3,273.60 $16,123.68 22 23 !M365 Copilot Total (State Pricing) 3 $762.36 $762.36 $760.92 $760.92 $760.92 $3,807.48 24 M365 Copilot Total (Locals Pricing) 2 $655.08 $655.08 S655.08 $655.08 $655.08 $3,275.40 25 I Total (For Evaluation Purposes Only) 5 $1,417.44 $1,417.44 $1,416.00 $1,416.00 $1,416.00 $7,082.88 26 27 M365 Add-Ons Total (State Pricing) 82 $109,219.32 $109,219.32 $109,026.96 $109,026.96 $109,026.96 $545,519.52 28 M365 Add-Ons Total (Locals Pricing) 80 $109,421.28 $109,421.28 $109,421.28 $109,421.28 $109,421.28 $547,106.40 29 I Total (For Evaluation Purposes Only) 162 $218,640.60 $218,640.60 $218,448.24 $218,448.24 $218,448.24 $1,092,625.92 30 31 Grand Total 173 $223.209.48 $223.209.48 $223.137.84 $223.137.84 $223,137.84 $1,115,832.48 32 Tr he Contractor must provide a margin above Contractor's cost from Microsoft(represented as a percentage)which will not be exceeded in the event that additional 1.10% 339roducts, not added at signing are added to the enrollment after the enrollment has commenced.

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_ B C ❑ E . G H 1 J K L M N Qty Level B Unit Year 1 Unit Year 1 Year 2 Unit Year 2 Year 3 Unit Year 3 Year 4 Unit Year 4 Year 5 Unit mber Item Description(G5) Qty )For Evaluation) Monthly Price Monthly Price Discount% Monthly Price Discount% Monthly Price Discount% Monthly Price Discount% Monthly Price 133 M365 G5 FSA Renewal GCC Sub Per User(Renewal) 1 243,596 $40.36 $40 69 -0.82% $40.69 -0.82% 342.69 -5.77% $42 69 -5.77% 542 69 '35 M365 G5 GCC Sub Per User(Full)(Renewal) 1 22,965 $44.14 $44.50 -0.82% $44 50 -0.82% 346.70 -5.80% $46.70 -5.80% $46 70 '35 M365 G5 GCC Sub Per User(Full)(Net New)(True-Ups) 1 1 $44.14 $44.50 -0.82% $44.50 -0.82% $46.70 -5.80% $46.70 -5.60% $46.70 Yearly Total(For Evaluation Purposes Only) 266,663 $131,256,266.88 $131,256,266.88 $137,711,293.68 $137,211,293.68 $137,711,293.68 Qty Level D Unit Year 1 Unit Year 1 Year 2 Unit Year 2 Year 3 Unit Year 3 Year 4 Unit Year 4 Year 5 Unit mber Item Description(Copilot) City (For Evaluation) Monthly Price Monthly Price ,Discount% Monthly Price Discount% Monthly Price Discount% Monthly Price Discount% Monthly Price i58 M365 Copilot GCC Sub Add-on 1 50,000 $15.00 $15.13 -0.87% $15.13 -0.87% $15.10 -0.67% $15.10 -0.67% 515.10 (If licenses>=50,000 at start of Agreement)(Net New)(True-Ups) i58 M365 Copilot GCC Sub Add-on 1 49,999 $18.00 $18.15 -0.83% $18.15 -0.83% 318.12 -0.67% 318.12 -0.67% $18.12 (If 25,000 v=licenses'=49,999 at start of Agreement)(Net New)(True-Ups) i58 M365 Copilot GCC Sub Add-on 1 1 $30.00 $30.25 -0.83% $30.25 -0.83% $30.19 -0.63% $30.19 -0.63% $30.19 (If licenses<=24,999 at start of Agreement)(Net New)(True-Ups) Yearly Total(For Evaluation Purposes Only) 100,000 $19,968,145.29 $19,968,145.20 $19,932,144.84 $19,932,144.84 519,932,144.84 City Level D Unit Year 1 Unit Year 1 Year 2 Unit Year 2 Year 3 Unit Year 3 Year 4 Unit Year 4 Year 5 Unit mber Item Description(Add-Ons) Qty (For Evaluation) Monthly Price Monthly Price Discount% Monthly Price Discount% Monthly Price Discount% Monthly Price Discount% Monthly Price 01 Advanced Audit 10 Year GCC Sub Add-on(Net New)(True-Ups) 1 1 $1.50 $1.51 -0.67% $1.51 -0.67% $1.51 -0.57% $1.51 -0.67% $1.51 303 Al Builder Capacity T1 AO GCC(Net New)(True-Ups) 1 1 5484.00 3487.89 -0.80% $487.39 -0.80% $487 03 -0.63% $437.03 -0.63% 5487.03 101 Al Builder Capacity T2 AO GCC(Net New)(True-Ups) 1 1 $363 00 $365.92 -0.80% $365.92 -0.80% 3365.27 -0.63% $365.27 -0.63% $36527 101 Al Builder Capacity T3 AO GCC(Net New)(True-Ups) 1 1 $242.00 5243.95 -0.61% $243.95 -0.81% $243.52 -0.83% $243.52 -0.63% $243.52 001 Copilot Studio GCC Sub(Messages)(Net New)(True-Ups) 1 1 $200.00 $201.61 -0.80% $201.61 -0.80% $2431.25 -0.63% $201.25 -0.63% $201.25 03 Copilot Studio Legacy USL GCC Sub Per User(Net New)(True-Ups) 1 7,020 50.00 $0.00 0.00% $0.00 0.00% $0.00 0.00% $0.00 0.00% 50.00 301 D355 Case Management GCC Sub Per User(Net New)(True-Ups) 1 1,435 $31 41 $31.67 -0.83% $31.67 -0.83% $31.61 -0.64% $31.61 -0.64% $31 61 005 D365 Customer Service GCC Sub Per User(Net New)(True-Ups) 1 372 $85.01 $85.70 -0.81% $85.70 -0.81% 585.55 -0.64% $85.55 -0.64% $85.55 301 D365 Field Service GCC Sub Per Device(Net New)(True-Ups) 1 156 $140 80 $141.93 -0.80% S141.93 -0.80% $141.68 -0.62% $141 68 -0.62% $141.68 302 D365 Field Service GCC Sub Per User(Net New)(True-Ups) 1 10 $92 40 $93.15 -0.81% $93.15 -0.81% $92.98 -0.63% $92.98 -0.63% $92.98 B C ❑ E F G H I d K L M N 05 D365 Finance GCC Sub Per User(Net New)(True-Ups) 1 1 S184.80 S186.29 -0.81% 3186.25 -0.81% $185.96 -0.63% 5185 96 -0.63% $185.96 11 D365 Operations Activity GCC Sub(Net New)(True-Ups) 1 1 $44.00 $44.36 -0.82% $44.36 -0.82% $44.28 -0.64% $44.28 -0.64% $44.28 11 D365 Operations Sandbox T2 GCC Sub Add-on(Net New)(True-Ups) 1 1 $1.188 00 $1 197.53 -0.80% 51.197.53 -0.80% 31,195 43 -0.63% $1,195 43 -0 63% $1.195.43 03 D365 Sales GCC Sub Per User(Net New)(True-Ups) 1 1 $92.40 $93.15 -0.81% $93.15 -0.81% $92.98 -0.63% $92.98 -0.63% $92.98 05 D365 Supply Chain Management GCC Sub Per User(Net New)(True-Ups) 1 1 5184.80 5186.29 -0.81% S186.29 -0.81% $185.95 -0.63% 5185.96 -0.63% $185.96 01 D365 Team Members GCC Sub Per User(Net New)(True-Ups) 1 901 37.04 37.10 -0.85% 37.10 -0.85% 37.09 -0.71% $7.09 -0.71% $7.09 101 Dataverse Database Capacity AO GCC Sub(Net New)(True-Ups) 1 2,608 $35.20 $35.49 -0.82% $35.49 -0.82% $35.42 -0.62% $35.42 -0.62% $35.42 01 Dataverse File Capacity AO GCC Sub(Net New)(True-Ups) 1 1 $1.75 $1.78 -1.14% $1.78 -1.14% $1.78 -1.14% 51.78 -1.14% $1.78 01 Dataverse Log Capacity AO GCC Sub(Net New)(True-Ups) 1 559 $8.80 $8.88 -0.91% $8.88 -0.91% $8.86 -0.68% $8.86 -0.68% $8.86 1 Defender Endpoint Server GCC Sub(Net New)(True-Ups) 1 1 $4.42 $4.46 -0.90% $4.46 -0.90% $4.45 -0.68% $4.45 -0.68% $4.45 13 Defender Vulnerability Management AO GCC Sub Per User(Net New)(True-Ups) 1 1 $2.00 $2.02 -1.00% $2.02 -1.00% $2.02 -1.00% $2.02 -1.00% $2.02 12 Entra ID Governance P2 Gov Sub Add-on(Net New)(True-Ups) 1 1 53.52 $3.55 -0.85% $3.55 -0.85% $3.55 -0.85% $3.55 -0.85% 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OF CALIFORNIA SHI INTERNATIONAL ( TMENT OF TECHNOLOGY PO 25-0198737/SC 25-0 e _ C ❑ E F G H I _ I K L. _ M N 001 EntralD P1 GovSub Per User(Net New)(True-Ups) 1 1 $4.49 $4.53 -0.89% $4.53 -0.89% $4.52 -0.67% 34.52 -6.67% $4.52 301 Entra ID P2 GovSub Per User(Net New)(True-Ups) 1 30 $6.73 $6.79 -0.89% $6.79 -0.89% $6.78 -0.74% $6.78 -0.74% $6.78 01 EOA Exchange Online GCC Sub Per User(Net New)(True-Ups) 1 1,507 $2.32 $2.34 -0.86% $2.34 -0.86% 52.34 -0.86% $2.34 -0.85% $2.34 01 Exchange Online Kiosk GCC Sub Per User(Net New)(True-Ups) 1 30 31.76 $1.78 -1.14% $1.78 -1.14% $1.78 -1.14% $1.78 -1.14% 51.78 101 Exchange Online P1 GCC Sub Per User(Net New)(True-Ups) 1 1 $2.99 $3.02 -1.00% $3.02 -1.00% $3.01 -0.67% $3.01 -0.67% 53.01 03 Exchange Online P2 GCC Sub Per User(Net New)(True-Ups) 1 5.813 $5.98 $6.03 -0.84% $6.03 -0.84% $6.02 -0.67% $6.02 -0.67% $6.02 102 GitHub Advanced Security Sub Add-on(Net New)(True-Ups) 1 1 536.65 $36.95 -0.82% 536.95 -0.82% $36.88 -0.63% $36.88 -0.63% $36.88 102 GitHub Enterprise Sub Per User(Net New)(True-Ups) 1 1 $15.71 $15.84 -0.83% $15.84 -0.83% $15.81 -0.64% $15.81 -0.64% $15 81 101 Intune Device P1 GCC Sub Per Device(Net New)(True-Ups) 1 1 51.65 $1.66 -0.61% 51.66 -0.61% $1.66 -0.61% $1.66 -0.61% 51.66 03 Intune Remote Help for Gov Sub Per User(Net New)(True-Ups) 1 1 $3.08 $3.11 -0.97% $3.11 -0.97% $3.10 -0.65% $3.10 -0.65% $3.10 24 Intune Suite for Gov Sub Per User(Net New)(True-Ups) 1 1 $8.80 $8.88 -0.91% $8.88 -0.91% $8.86 -0.68% $8.86 -0.68% $8.86 02 0365 Extra File Storage GCC Sub Add-on Extra Storage 1 GB 1 300,310 50.17 50.17 0.00% $0.17 0.00% $0.17 0.00% $0.17 0.00% 50.17 (Net New)(True-Ups)
02 0365 G1 GCC Sub Per User(Net New)(True-Ups) 1 3,227 $8.10 $8.17 -0.86% $8.17 -0.86% $8 16 -0.74% $8.16 -0.74% 38.16 02 OneDrive business P1 GCC Sub Per User(Net New)(True-Ups) 1 1 $3.74 $3.77 -0.80% 53.77 -0.80% $3.77 -0.80% $3.77 -0.80% $3.77 104 Phone Resource Account GCC Sub Phone System Virtual User 1 1 $0.00 $0.00 0.00% $0.00 0.00% $0.00 0.00% $0.00 0.00% $0.00 (Net Newl(True-Ups)
31 Planner&Project P3 FSA GCC Renewal Sub Per User(Net New)(True-Ups) 1 4,502 $17.55 $17.70 -0.85% 517.70 -0.85% $17.66 -0.63% $17.56 -0.63% $17.66 101 Planner&Project P3 GCC Sub Per User(Net New)(True-Ups) 1 5,740 $20.64 $20.81 -0.82% $20.81 -0.82% $20.77 -0.63% 520.77 -0.63% $20.77 01 Planner&Project P5 FSA GCC Renewal Sub Per User(Net New)(True-Ups) 1 495 $34.97 $35.26 -0.83% $35.26 -0.83% $35.19 -0.63% $35.19 -0.63% $35.19 31 Planner&Project P5 GCC Sub Per User(Net New)(True-Ups) 1 444 $41.14 $41.47 -0.80% $41.47 -0.80% $41.40 -0.63% $41.40 -0.63% $41.40 13 Power Apps Per App GCC Sub 1 App or Website(Net New)(True-Ups) 1 794 $4.40 $4.44 -0.91% $4.44 -0.91% $4.43 -0.68% $4.43 -0.68% 54.43 01 Power Apps Premium GCC Sub Per User 1 3.707 $17.60 $17.75 -0.85% $17.75 -0.85% $17.71 -0.62% 317.71 -0.62% 517.71 (If I)/3/>=25%at start of Agreement)
01 Power Apps Premium GCC Sub Per User 1 1 517.50 $17.75 -0.85% 517.75 -0.85% $17.71 -0.62% $17.71 -0.62% 517.71 [If IW =25.500 at start of Agreement)
_ 6 C ❑ E F G H I 1 K L M N 105 Power Apps Premium GCC Sub Per User(2000 Seat Min) 1 11.698 $10.56 $10.65 -0.85% $10.65 -0.85% $10.63 -0.66% $10.63 -0.66% $10.63 [If licenses<=25,499 at start of Agreement)[Net New)(True-Ups$ 01 Power Automate Flow GCC Sub Min 5 Licenses(Net New)(True-Ups) 1 15 $88.00 $88.71 -0.81% $88.71 -0.81% $88.55 -0.62% $88.55 -0.62% 588.55 101 Power Automate GCC Sub Per User(Net New)(True-Ups) 1 225 $13.20 $13.31 -0.83% $13.31 -0.83% $13.29 -0.68% $13.29 -0.68% $13.29 iO3 Power Automate Hosted Process GCC Sub(Net New)(True-Ups) 1 1 $215.00 5216.73 -0.80% 3215.73 -0.80% 5216 35 -0.63% $216.35 -0.63% $215.35 01 Power Automate Premium GCC Sub Per User(Net New)(True-Ups) 1 1 $13.20 $13.31 -0.83% $13.31 -0.83% $13.29 -0.68% 513.29 -0.68% 513.29 01 Power Automate Process GCC Sub(Net New)(True-Ups) 1 1 $132.00 $133.06 -0.80% $133.05 -0.80% 6132.83 -0.63% S132.83 -6.53% $132.83 01 Power Automate Unattended RPA AO GCC Sub Per Bot(Net New)(True-Ups) 1 1 $132.00 $133.06 -0.80% 3133.05 -0.80% $132.33 -0.63% $132.83 -0.63% $132.83 02 Power El Premium EM1 GCC Sub(Net New)(True-Ups) 1 4 5467.50 5471.25 -0.80% 5471.25 -0.80% $470.43 -0.63% S470.43 -0.83% $470 43 102 Power Ell Premium P1 GCC Sub(Net New)(True-Ups) 1 18 $3.736.26 53.765.23 -0.80% S3.766.23 -0.80% $3.759.51 -0.62% $3.759.61 -0.82% $3.759.61 33 Power El Premium USL AO GCC Sub Add-on(Net New)(True-Ups) 1 265 57.48 $7.54 -0.80% $7.54 -0.80% $7.53 -0.67% 57.53 -0.67% $7.53 04 Power El Premium USL GCC Sub Per User(Net New)(True-Ups) 1 130 $15.46 $15.50 -0.85% $16.60 -0.85% $16.57 -0.67% $16.57 -0.67% $16.57 01 Power El Pro GCC Sub Per User(Net New)(True-Ups) 1 1 $8.22 $8.29 -0.85% $8.29 -0.85% 58.28 -0.73% $8.28 -0.73% $8.28 001 Power Pages Anonymous Users Ti GCC Sub(500 UserlSite/Mo) 1 1 $66.00 $66.53 -0.80% $66.53 -0.80% $66.42 -0.64f $66.42 -0.64% 36642 [Net New)[True-Ups)
001 Power Pages Anonymous Users T2 GCC Sub(20 Units 500 User/Site/Mo Min) 1 1 $33.00 $33.27 -0.82% $33.27 -0.82% $33.21 -0.54% $33.21 -0.54% 533.21 [Net New)(True-Ups$
1001 Power Pages Anonymous Users T3 GCC Sub(200 Units 500 User/Site/Mo Min) 1 1 $22.00 $22.18 -0.82% $22.18 -0.82% $22.14 -0.541 $22.14 -0.641 $22.14 [Net New)[True-Ups$
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