2023 ACT 44 DISCLOSURE FORM FOR ENTITIES PROVIDING PROFESSIONAL SERVICES TO THE PENSIONS SYSTEM(s) OF: BOROUGH OF FLEETWOOD HEREINAFTERI REFERRED1 TO AST THE "REQUESTING MUNICIPAL ENTITY" CHAPTER 7-A OF ACT 44 OF 2009 MANDATES the annual disclosure of certain information by every entity (hereinafter "Contractor") which provides professional services under contract to one or more of the pension funds of the Borough of Fleetwood.. Act 44 disclosure requirements apply to Contractors who provide professional pension services and receive payment ofa anyl kindi from the Requesting Municipal Entity's pension fund. Your company falls under the requirements of Act 44 and must complete this disclosure form. You are expected to submit this completed form to the Requesting Municipal Entity below, by December 17, 2023. If for any reason you believe that Act 44 does not require you to complete this disclosure form, please provide a written explanation of your reason(s), not later than 15 days following receipt oft this request. As changes occur and before the next disclosure isr made, updates should be made in writing. Return the completed disclosure to: Borough of Fleetwood Christopher E. Young 1101 W. Arch Street, Suite 104 Fleetwood, PA: 19522 610-944-8220 Chrs.youngeFleetwoodboro.com Definitions for Disclosure CONTRACTOR: Any person, company, or other entity that receives payments, fees, or any other form of compensation from a municipal pension fund ine exchangei for rendering professional services for1 the benefit oft the SUBCONTRACTOR OR ADVISOR: Anyone who is paid ai fee or receives compensation from a municipal pension system - AFFILIATED ENTITY: Any oft thei following: (1) A subsidiary or holding company of al lobbying firm or other business entity owned in whole or in part by a lobbying firm; or (2) An organization recognized by the Internal Revenue Service as ai tax-exempt organization under section 501(c) oft the Internal Revenue Code of1986 (Public Law99-514, CONTRIBUTIONS: As defined in section 1621 of the act of June 3rd, 1937 (P.L. 1333, No. 320), known as the POLITICAL COMMITTEE: As defined in section 1621of the act of June 3rd, 1937 (P.L. 1333, No. 320), known as the EXECUTIVE LEVEL EMPLOYEE: Any employee or person ort the person'safiliated entitywho: (1) Can affect ori influence the outcome oft the person's or affiliated entity's actions, policies, or decisions relating to pensions and the conduct of business with a municipality or a municipal pension system; or (2) Is directly involved in the implementation or municipal pension fund. directly or indirectly from or through a contractor. 26 U.S.C. 55 501 (c))established by al lobbyist or lobbying firm or an affiliated entity. Pennsylvania Election Code. Pennsylvania Election Code 1 development policies relating to pensions, investments, contracts or procurement or the conduct of business with MUNICIPAL PENSIONSYSTEM: Any qualifying pension plan, under Pennsylvania state law, fora any municipality within MUNICIPAL PENSION SYSTEM OFFICIALS AND EMPLOYEES; MUNICIPAL OFFICIALS AND EMPLOYEES: Specifically, those listed in Table 21 titled: "List of Pension. System and Municipal Officials and Employees" on the next page. Where PROFESSIONAL SERVICES CONTRACT: A contract to which the municipal pension system is a party that is: (1) for the purchase of professional services including investment services, legal services, real estate services, and other amunicipality or municipal pension system. the Commonwealth of Pennsylvania; includes the Pennsylvania Municipal Retirement System. Example: The Police Pension Planj for the Borough of Winchesterville applicable, includes any employee oft the Requesting Municipal Entity. consulting services; and (2) not subject to a requirement that the lowest bid be accepted. List of Municipal Officials for the Requesting Municipal Entity CONTRACTORS: Certain requests fori information ini thisi form will refer to a' "List of Municipal Officials." To assist you in preparing your answers, you: should consider the following names to be a compiete list of pension system and municipal officials and employees. Throughout this Disclosure Form, thel below names willl be referred to ast the REQUESTING MUNICIPAL ENTITY: Enter below, a list of municipal officials that have any involvement in the administration or management oft the pension system - Elected Officials, Appointed Officials and Employees, Board Members, or other Pension Committee Members (if applicable). Do not include employees that are not in a management position or serve on a pension committee or in a decision-making position relative to this pension "List of Municipal Officials." system. Ifa category listed below is not applicable, enter "NA"i in the top right box only. TABLE 2: List of Municipal Officials and/or Employees = "List of Municipal Officials" Elected Officials: Name: Peter Merkel John Rothenberger Ralph Touch Tammy Gore Title: President Member Member Member Title: Vice-President Member Member Mayor Suzanne P. Touch Mark Watkins James Meals Colin Boyer Employees or Appointed Officials: Name: Christopher Young Janice DeLay Peter Merkel Name: Title: Manager Administrator Personnel Chairman Title: Name: Doreen O'Neil K.Ray Stauffer Name: Title: Secretary Treasurer Title: Others: Pension Committee Members (if applicable) (persons not already listed above): 2 Identification of Contractors & Related Personnel CONTRACTORS: (Review "Definitions" on page 2 before completing thist form) Any entity who currently provides service(s) by means ofa Professional Services Contract to the Municipal Pension System of the Requesting Municipal Entity, please complete allt the following: Identify the Municipal Pension System(s) for which you are providing information: Indicate all that apply with an "X": X Non-Uniform Plan Fire Plan X Police Plan Instructions: For all that follow, any yes or affirmative response requires further information. Please provide this information tot the extent detailed in each question. Answer all questions below, then ona as separate sheet of paper provide the detailed information required and attach it to this Disclosure. Please reference each question you are responding to by the appropriate number. (Example: REF. = Question #3). NOTE: Question #1 requiresa detailed response. Alli information provided fori items 1- 4: above must be updated as changes occur. READ each question, put and "X" int the Yes or No Box to the left or right to respond. If necessary, provide the information requested: for a yes or affirmative answer. YES Question NO Q1: Please provide the names and titles of all individuals providing professional services to the Requesting Municipal Entity's pension plan(s) identified above. Also include the names and titles of X anyadvisors and subcontractors oft the Contractor, identifying them as such. After each name provide a description of the responsibilities of that person regarding the professional services being provided Q2: Please list the name and title of any Affiliated Entity and their Executive-level Employee(s) that require disclosure; after each name, include al brief description of their duties. (See: Definitions) Q3: Are any ofi thei individuals named in Questions 1a and: 2 above a current orf former official or ** IF' "VES," provide the name of the person employed, their position with the municipality, and dates X Q4: Are any oft thei individuals named in Item 1 or Item 2 above ac current ori former registered Federal ** IF "YES," provide ther name oft thei individual, specify whether they are a state ori federal lobbyist, Q5: Since December 17thz 2009, has the Contractor, or any agent, officer, director, or employee of the Contractor solicited a contribution to any municipal officer or candidate for municipal office in the Requesting Municipal Entity, or to the political party or political action committee of that official or IF "YES," identify the agent, officer, director, or employee who made the solicitation and the municipal officials, candidates, political party, or political committee who were: solicited (to whom the Q6: Within the past two years: Has the Contractor or an Affiliated Entity made any contributions toa municipal official or any candidate for municipal officei int the Requesting Municipal Entity? ** IF' "YES," provide ther name anda address oft the person(s) making the contribution, the contributor's X relationshipi tot the Contractor, ther name: and office orp position oft the person receiving the contribution, to each designated pension plan. X employee oft the Requesting Municipal Entity? of employment. X or State lobbyist? andt the date of their most recent registration /renewal. candidate? ** X solicitation was made). the date of the contribution, and the amount oft the contribution. Continued next page. 3 YES Question NO Q7: Since December 17th 2009, has the Contractor or an Affiliated Entity paid compensation to or employed any third party intermediary, agent, or lobbyist that is to directly or indirectly communicate with an official or employee oft the Municipal Pension: System of thel Requesting Municipal Entity (OR), any municipal official or employee of the Requesting Municipal Entity in connection with any transaction ori investment involving the Contractora andi the! Municipal Pension System oft the Requesting This question does not apply to an officer ore employee oft the Contractorwho isa acting within the scope oft the firm's standard professional duties on behalf of the firm, including the actual provision of legal, X accounting, engineering, real estate, or other professional advice, services, or assistance pursuant to **I IF "VES", identify: (1) whom (the third party intermediary, agent, or lobbyist) was paid the compensation or employed byt the Contractor or Affiliated Entity, (2) theirs specific duties to directly or indirectly communicate with an official or employee ofthe Municipal Pension System oft thel Requesting Municipal Entity (OR), any municipal official or employee of the Requesting Municipal Entity, (3) the Q8: Does the Contractor or an Affiliated Entity have any direct financial, commercial, or business relationship with any official identified on the List of Municipal Officials, of the Requesting Municipal ** IF "YES," identify thei individual with whom the relationship exists and give a detailed description of that relationship. NOTE: A written letter is_required from the Requesting Municipal Entity X acknowledging the relationship and consenting to its existence. The letter must be attached to this disclosure.Contact: thel Requesting Municipal Entityt to obtain this letter and attachi iti tot this disclosure Q9: Since December 17th, 2009: Has the Contractor or an Affiliated Entity given any gifts having more than a nominal valuei to any official, employee or fiduciary - specifically, those ont the List of Municipal IF "YES," Provide ther name of thep person conferring the gift, the person receiving the gift, the office or position oft thep person receiving the gift, specify what the gift was, and the date conferred. Q10: Disclosure of contributions to any political entityi int the Commonwealth of Pennsylvania Applicability: A "yes" response is required, and full disclosure is required ONLY WHEN ALL the Municipal Entity? the professional services contact with municipality's pension: system. official they communicated with, and (4) the dates oft this service. Entity? before. submission. Officials of the Requesting Municipal Entity? ** X following applies: a) The contribution was made within thel last 5 years least! 5% oft the Contractor or Affiliated Entity. The: amount of the contribution was atl least $500 and int thet form of: 1. Asingle contribution by a person in (b.) above, OR 2. The aggregate of all contributions to all persons in (b.) above. The contribution was made by an officer, director, executive-level employee, or owner of at X d) The contribution was for 1. Any candidate for any public office or any person who holds an office in the 2. The political committee ofa a candidate for public office or any person that holds an office **I IF"YES", provide the name and address oft the person(s) making the contribution, the contributor's relationship tot the Contractor, ther name and office or position oft thej person receiving the contribution (ort the political entity/ /p party receiving the contribution), the date oft the contribution, Commonwealth of Pennsylvania; or int the Commonwealth of Pennsylvania. and the amount of the contribution. Continued next page. 4 YES Question NO Q11: With respect to your provision of professional services to the Municipal Pension System of the Requesting Municipal Entity: Are you, the Contractor, aware of any apparent, potential, or actual conflicts ofi interest with respect to any officer, director or employee of the Contractor and officials or NOTE: If, int thef future,) you become awareofanya apparent, potential, ora actual conflict ofi interest, you are expected to update this Disclosure Formi immediately in writing by: An explanation of the steps taken to address this apparent, potential, ora actual conflict of ** IF "YES," Provide a detailed explanation oft the circumstances which provide you witha al basis to concludet thata an apparent, potential, or actual conflict ofi interest may exist. employees of the Requesting Municipal Entity? Providing interest. X al brief synopsis of the conflict ofi interest (and); VERIFICATION Joseph A. Scott Jr. hereby state that I am the MRT Client Services Director for PA State Assoc. of Boroughs - Municipal Retirement Trust andlama authorized to make this verification. Ihereby verify that the facts set forth in the foregoing Act 44 Disclosure Form for Entities Providing Professional Services to the Requesting Municipal Entity's Pension System(s) are true and correct to the best of my knowledge, information, and belief. I also understand that knowingly making material misstatements or omissions in this form could subject the responding Contractor to the penalties in (Name) (Position) (Contractor) Section 705-A(e) of Act 44. lunderstand that false statements herein are made subject to the penalties of 18 P.A.C.S. S 4904 relating to unsworn falsification to authorities. Signature glase 11/13/2023 Date 5 PSAB Municipal Retirement Trust 2023 Addendum Required Disclosure Form Statements (updated as of1 November 2023) (Reference Question #1) List of MRT Personnel PSAB Municipal Retirement Trust (MRT) - State Association and Pension Operations Contractor Thel Municipal Retirement Trust is wholly owned and operated by the PSAB and is the primary contractor. The MRT employs several subcontracted firms to provide specific and unique services to the Trust. Thej principal PSAB-MRT team members are listed first, followed by those ofe each subcontractor. Contractor Team Listing PSAB. Municipal Retirement Trust (MRT) The PA State Association of Boroughs and Principal Pension Operations Contractor Chris Cap, PSAB Executive Director - Serves as MRT Treasurer/ecretary Joseph Scott, MRT Client Services Director- - Inside/Outside pension service liaison and administrative services Sub-Contractor and Advising Team Listing Administrative, Accounting, Custodial, and Actuarial Companies Thomas J.. Anderson & Associates - Trust Administrator (optional actuarial services) James Kennedy, President- - Manages. Act 205 administrative compliance efforts. TPA Administrative Services. (TJA offers optional actuarial services through an agreement with CBiz Actuary Svcs.) John W. Bonawitz, Jr., Principal - Supervises annual audit functions for the' Trust. Robert Mast, Shareholder- - Manages account reporting, tax filings and fund disbursements. Tammy Snyder, VPofCorporate) Development- - Manages checking and disbursement accounts. H.J Jeffrey Herb, Senior Vice President, Investments Serves asi investment monitor OfMRT. Mette Evans & Woodside- -Law: firm providing legal counsel Mary Alice Busby, Shareholder Serves as thel MRT Solicitor. Robeco/Boston Partners-Large Cap Value Manager Joseph F. Feeney, CFA, CEO Mark Donovan, CFA,- Portfolio Manager Greg Savage - Portfolio Manager SPDR S&P 500-Large Cap Core Manager Michael Feehily - Senior Managing Director Greg Savage - Portfolio Manager Brown, Schultz, Sheridan & Fritz- - Trust Auditor Hamilton & Musser Accounting Sub-contractor Fulton Bank-1 Fund Depository Morgan Stanley - Investment Market Monitor Investment. Management- Style-Specific Companies ISHARES RUSSELL 1000 VALUE ETF-Large Cap Value Manager ISHARES RUSSELL 1000 GRW: ETF - Large Cap Growth Manager 6 Wedge Capital Management = Mid-Cap, Core Bond Manager and Short' Term Fixed Bradley W. Horstmann, CFA, General Partner- Chief Compliance Officer John G. Norman, Executive Vice President -1 Portfolio Manager Equity Ancora/Thelen Advisors - Small Mid Cap Manager Dan' Theleni, CFA -] Portfolio Manager Frederick DiSanto - Chairman & Chief] Executive Officer Great Lakes Advisors - Small Mid Capl Manager Jon Quigley, CIO - Portfolio Manager Laurie Watson - Relationship Management Vanguard Extended Market ETF-Mid Cap Manager Donald M. Butler, CFA -Portfolio Manager William Coleman, CFA Portfolio Manager Greg Savage - Portfolio Manager Harding Loevner - International Fund Manager Ferrill Roll, CFA -Portfolio Manager Lindsey Andresen Manager, Client Management Causeway Capital Management- -Internationai Fund Manager Sarah Ketterer - CEO/Portfolio Manager Eric Crabtree - Chief Client Service Officer ISHARES MSCI EAFE ETF-International Fund Manager Greg Savage - Portfolio Manager Bentall Kennedy - Real Estate Manager Michael Keating, Senior Vice President - Portfolio Manager Josh Samilow, Vice President Business Development and Client Relations Intercontinental - Real Estate Manager Peter Palandjian - Chairman and CEO James Beloff- Senior Managing Director C.S. McKeel L.P.-] Fixed Income Manager Mark. R. Gensheimer President ISHARES RUSSELL Mid-Cap Growth - Small Mid Cap Manager Brian S. Allen, CFA - Senior Vice President and ChiefInvestment Officer-1 Portfolio Manager (Reference Question # 4) List current or former registered Federal or State lobbyists Chris Cap, State Registered Lobbyist (last renewed 1/1/2021). Position: PA State. Association ofBoroughs- = PSAB Executive Director (Reference Question # 10) Disclosure of contributions to any political entity Randy Riddle - PSAB Board of Directors $300 (2020)-1 Friends ofTimothy Bonner PA State Representative $250 (2023) - Mercer Co. Commissioner Campaign Ann Colman $50 (2018 and 2020) -1 David Hickernel PA State Representative Chuck Mummert - Trustee Chris D Yanoff- Board of] Directors $ 100 (2019) - Campaign contribution for. John Fetterman - PA Lt. Governor Campaign 2019 7