MINUTES OF THE CITY OF SARASOTA FIREFIGHTERS PENSION PLAN BOARD OF TRUSTEES REGULAR MEETING OF OCTOBER 23, 2024 Present: Chair Michael Hartley, Vice Chair Charles Joseph, Secretary/Treasurer: Shayla Griggs, Trustee Scott Snow, and Trustee Heather Mushrush telephonic). Others: Attorney Pedro Herrera (telephonic), Pension Plans Administrator Debra Martin, and Pension Specialist Peter Gottlieb. Absent: None. 1. CALL MEETING TO ORDER: Presenter(s): Chair Hartley. Chair Hartley called the City of Sarasota (City), Firefighters' Pension Plan (Plan) Board of Trustees Regular meeting to order at 9:00 a.m. 2. PLEDGE OF ALLEGIANCE: Presenter(s): Secretany/Treasurer Griggs. Vice Chair Joseph led the Board and meeting attendees in the Pledge of Allegiance. 3. PLEDGE OF CIVILITY: Presenter(s): Chair Hartley. Chair Hartley stated for the record, "We may disagree, but we will be respectful to one another, We will direct all comments to issues. We will not engage in personal attacks." 4. ROLL CALL: Presenter(s): Debra Martin, Pension Plans Administrator. Pension Plans Administrator Martin called roll. Trustee Mushrush appeared telephonically. 5. PUBLIC INPUT: None. 6. APPROVAL OF MINUTES: 6.1. Approval Re: Minutes of the Firefighters Pension Plan Board of Trustees Regular Meeting of May 22, 2024. Presenter(s): Chair Hartley To Vice Chair Joseph's and Trustee Snow's comments, Pension Plans Administrator Martin confirmed that the Board must approve the May 22, 2024, minutes because a quorum of trustees was not present at the July 31, 2024, Regular Board meeting. Trustee Snow made a motion to approve the minutes of the Regular Meeting of May 22, 2024; Vice Chair Joseph seconded the motion. The motion passed unanimously (5-0). Book 1 Page 438 10-23-2024 9:00 a.m. Book 1 Page 439 10-23-2024 9:00 a.m. 6.2. Approval Re: Minutes of the Firefighters' Pension Plan Board of Trustees Regular Meeting of July 31, 2024. Presenter(s): Chair Hartley. Trustee Snow made a motion to approve the minutes of the Regular Meeting of July 31, 2024; Vice Chair Joseph seconded the motion. The motion passed unanimously (5-0). 7. INVESTMENT PERFORMANCE REVIEW: 7.1. Presentation and Discussion Re: Cohen and Steers, Investment Performance Review as of September 30, 2024. Presenter(s): Brian Casey, Senior Vice President; Evan Serton, Senior Portfolio Specialist; Cohen and Steers. Evan Serton and Brian Casey of Cohen and Steers appeared before the Board and introduced themselves. Mr. Casey provided a brief overview of their presentation. He advised that there have been no changes in the firm, and in reviewing the Performance page of the materials, he noted the portfolio's absolute and relative outperformance over each timeframe, both Gross and Net. Both Utility and Communication companies in the portfolio benefitted from the largertnan-anticlpated Federal Reserve (Fed) short-term interest rate cut of 50 basis points. He asserted that the portfolio is well-positioned to benefit from the anticipated increases in demands for power required by companies which develop and market artificial intelligence (AI) products. He reviewed the Cashflow Summary and in doing sO, stressec Cohen and Steers' position that the power demands for Al will continue well into the future, which will benefit mid-level energy companies. To Chair Hartley's question, Mr. Casey confirmed that this report marks the first time the Plan's allocation with Cohen & Steers exceeded $10 million. While the portfolio does not typically match the pace of equity markets and the performance in 2023 was soft, the portfolio is currently performing very well. Mr. Serton reiterated that the strategy is designed to be more defensive than the broader equity market. The top of the chart on the right side of the page of the materials titled, Significant subsector dispersion in 2024, shows infrastructure generally provides better returns than global bonds, but less than global equities; he added that 2023 was an exceptional year for global equities in which infrastructure's considerable relative underperformance to equities was entirely expected. In 2024, the marine ports and mid-stream energy subsectors boosted global infrastructure's performance and were similarly overweighted in the portfolio; more economically sensitive subsectors like passenger and freight rails, were drags on the infrastructure asset class as a whole. To Chair Hartley's questions, Mr. Serton explained that bridges are part of the Toll roads subsector, which underperformed, along with the larger transportation sector, as they are economically sensitive in a slowing market. Aging bridges across the world are in need of significant maintenance which will require considerable capital expenditure; while local municipalities balance sheets are currently very stressed, the publicly traded markets in which Cohen and Steers invests are poised to make those investments. Pension Specialist Gottlieb left the meeting at 9:09 a.m. and returned at 9:11 a.m. Mr. Serton asserted that the economy is poised to slow down, and that historically, after periods of initial containment of inflation, as has been seen over the last several years, there is an ineviiable resurgence of inflation; the infrastructure asset class is designed to protect assets when actual inflation exceeds the market's expectations, while stocks and bonds typically underperform. Mr. Serton reviewed the Global Listed Infrastructure Performance and Global Listed Infrastructure Performance Attribution pages of the materials, noting the portfolio's relative and absolute performance. Most of the marine port holdings in the portfolio are in countries like Brazil and India where more goods are expected to be delivered as supply chains are reconfigured. The portfolio is overweighted to mid-stream energy, which are pipeline and storage companies which transport raw energy, such as oil and natural gas; he added that natural gas is quickly becoming a favored energy source for the data centers which are integral to Al, cloud computing, and data storage. He briefly reviewed the portfolio's modest detractors. On the page titied Global macro outlook, Mr. Serton explained that inflation is coming down and interest rate-sensitive sectors have performed well, however inflation issues are not only unresolved, but expected to re-accelerate over the longer term. The revenue models which drive infrastructure companies are designed to benefit in this environment. He briefly reviewed the portfolio weights, noting that Cohen and Steers continues to be mindful of regulatory and environmental risks within the Electric sub-sector. It has shifted to being more bearish on transportation, and more specifically freight rail. Outside of electric and gas utilities, the portfolio has only a modest weight in Water as it a slow and uncompelling sector. Mr. Casey added that the portfolio is biased towards domestics with 58% of holdings being in the United States and 67% in North America. To Chair Hartley's question, Mr. Serton explained that National Grid PLC is an electric and gas utility company based in the United Kingdom, although it has assets in the United States. The Board thanked Mr. Casey and Mr. Serton for their presentation. 7.2. Presentation and Discussion Re: UBS, Investment Performance Review as of September 30, 2024. Presenter(s): Julie Pierro, Executive Director, Real Estate Investment Specialist, UBS. Julie Pierro appeared before the Board and introduced herself. Ms. Pierro provided a brief market overview through Q2 2024 and advised that Q3 2024 data is still being compiled. She reminded the Board of the significant difficulty in the real estate markets over the last 12 to 18 months when higher interest rates led to less transactions and securing debt became more challenging. UBS's research team believes the economy is experiencing a soft landing from the COVID-19 pandemic which may give way to growth by the end of 2024 and into 2025. Ms. Pierro noted that economic growth will be good for the broader real estate market, and declining interest rates will soften the transaction market. Generally, operating income is up across all sectors with the exception of office space, which has struggled since prior to the COVID-19 pandemic, and may continue to do sO for several years. Ms. Pierro discussed the TPF Summary and Portfolio Positioning pages of the materials; she noted that 2018 is significant as Paul Canning became the Lead Portfolio Manager in that year. She reviewed the changes in the portfolio's allocation from 2018 to Q2 2024, as well as the portfolio targets, and noted that Alternatives include life sciences and affordable housing. On the TPF performance VS. NFI-ODCE page, Ms. Pierro advised that the Q3 2024 return was 2 basis points, which is the first positive return since Q2 2022, and may indicate the real estate market has begun to rebound. She advised the Board that during Q3 2024, the TPF sold its last non-strategic asset which had been identified when UBS restructured the portfolio in 2020. Turning to the Sector highlights pages, Ms. Pierro reiterated the portfolio's mainstay of low capital expenditure (CapEx) structures such as apartments, industrial properties, and affordable housing alternatives. Going forward, the portfolio may begin to shift the residential buildings it buys away from central business district areas, which had been popular over the last decade, and seek more suburban locations as the millennials transition from city centers to more outlying areas. Industrials remain well leased, but properties are concentrated in the center of the country; UBS may look in more coastal markets as new properties develop. In Traditional Office, Ms. Pierro noted that the materials do not reflect the sale of New York office space in Q3 2024 and asserted that employers are still determining how much space they need as they bring workers back into the office. She provided an anecdote regarding UBS's office sace reduction and posited that employers across the country are making similar reductions over time. Book 1 Page 440 10-23-2024 9:00 a.m. Book 1 Page 441 10-23-2024 9:00 a.m. Employers in dense cities with housing shortages are more likely to bring more workers back into the office as work-from-home options may be less appealing. Because office space leases are typically 10 to 20 years, it will take longer for the Office sector to recover and reach higher occupancy rates. Retail has rebounded considerably; while the portfolio has no regional mall properties, it instead holds dominant community centers with strong anchor tenants, such as grocery and pharmacy anchors which fared well during the COVID-19 pandemic. Alternatives include life science and self-storage but comprise less than 5% of the portfolio. On the Capital flows page of the materials, Ms. Pierro advised that the Redemption pool is currently down to approximately $5.6 billion'. UBS is funding redemptions through new sales, and the Lead Portfolio Manager has a 3-year strategy which will have the portfolio back in balance by 2027, provided that the transaction market continues to grow. She advised that the fund is required to reinvest 50% of the capital generated by sales and apply 50% towards the redemption pool. To Chair Hartley's questions, Ms. Pierro explained that each quarter, Paul Canning and the portfolio management team performs a capital flow analysis for the entire portfolio to determine an amount of available cash, after debt servicing and funds earmarked for any CapEx programs; approximately 50% of the available cash is applied to pay down the redemption pool. Chair Hartley expressed frustration that the Plan's redemption request, which was made in May 2023, is not estimated to be satisfied until 2027, even when considering the Plan is a tenured client. Ms. Pierro noted Chair Hartley's frustration; she clarified that more than half the investors in the portfolio wish to remain invested, and the fund management has a fiduciary responsibility to both pay down the redemption queue and maintain the portfolio's value through newi investments. Ms. Pierro reviewed the Trumbull Property Income Fund page of the materials and noted its differences from the TPF; the Participating mortgage structure page of the materials shows how UBS lends money to speculators who then use the capital to develop real estate investments. The TPI receives both fixed and variable returns on a monthly basis, as well as fixed and variable returns at loan maturity. The page titled Advantages of participating mortgages highlights why a borrower would use the TPI instead of a traditional lender. The TPI portfolio diversification page shows the portfolio has a geographic concentration on the coasts, as well as a sector concentration in Apartments; the portfolio hasn't had any office properties in the last decade, nor does UBS anticipate adding to that sector. She reviewed the TPI performance page; UBS is confident that the market correction will benefit the portfolio towards the end of 2024 and into 2025. She briefly reviewed the Risk-return profile versus NFI-ODCE funds, noting there is no benchmark for the portfolio and compiled the information presented as a peer comparison. Chair Hartley reiterated his frustration with the illiquidity of the TPF. Theodore Loew of Graystone Consulting appeared before the Board and introduced himself; he asked Ms. Pierro for UBS's outlook on the Retail sector. Ms. Pierro advised, referring to the Sector highlights - Retail page, that retail net operating income (NOI) is broadly and significantly positive, and likely the strongest across all sectors. She stressed that the TPF has no regional malls, and many are being razed or repurposed into offices and office condominiums. UBS's focus on community centers with grocery and pharmacy anchors are central to the strategy because consumers need these types of retail stores; they bring better in-line tenants with stronger credit which in turn drives NOI. The Board thanked Ms. Pierro for her presentation. 7.3. Presentation and Discussion Re: Graystone Consulting, Quarterly Performance Review as of September 30, 2024. Presenter(s): Scott Owens CFA, CIMA, Managing Director - Wealth Management, Institutional Consulting Director, Corporate Retirement Director, Impact Investing Director, Alternative Investment Director; Theodore Loew, CFA, Vice President, Institutional Consultant; Graystone Consulting. 1 During the meeting, Ms. Pierro stated that the redemption pool was at, "5.6 percent. After the meeting, she advised Pension Administration that she misspoke and clarified the pool was approximately $5.6 billion. Mr. Loew appeared again before the Board. Chair Hartley asked Mr. Loew to include in Graystone's presentation a discussion of core equity. Mr. Loew provided an economic outlook. He noted the portfolio's positive returns in equities, alternatives, and fixed income markets, as well as that the Fed finally cut short term interest rates. Economic indicators are mixed. Inflation is down from nearly 9% to under 3%, and the ensuing price stability is reassuring. On the other hand, the softness in the employment market was sufficient to trigger the Fed to cut short term rates. The stock market welcomed the interest rate cut as it is expected to stimulate the economy. Since the rate cuts, employment numbers are improving, which is the opposite of what the Fed wants in the context of inflation. Gross Domestic Product (GDP), another measure of the economy, was forecasted to be near 1% in 2024, however the forecast has been revised 3%, indicating consumers are still spending money. In Q4 2024, interest rates appear to be rising as investors question whether the Fed can continue cutting rates and meet the market's expectations. Turning to the Capital Market Returns page of the materials, Mr. Loew explained that growth had been leading value until this quarter; as of September 30, 2024, the Russell 3000 Value Index outperformed the Russell 3000 Growth by 6%. At the end of 2023, the market had been expecting the Fed to cut rates 6 times in 2024 and would have benefitted debt-dependent tech stocks; by the time the Fed made its first cut in 2024 in September, the expectation had already been priced into the market and there was no corresponding lift to tech stocks, thus defying the expectation. Technology and Communication Services, which had been leading sectors over the last 18 months, had the lowest retums while defensive sectors outperformed. Mid-cap stocks, indicated by the Russell 2000 Index, outperformed the Russell 1000 small- cap stock index, and again value outperformed growth which represents a defiance of the expectation. He asserted small- and mid-cap companies have more debt than large-caps, and therefore as interest rates come down, small- and mid-cap companies will benefit more than large-caps as debt-loads are reduced. He asserted this rotation is an opportune time for fund managers to sell their outperforming stocks, like the highly profitable tech companies, while their relative prices are high just to buy them back when their prices decline. Mr. Loew asserted that international markets tend to rhyme with domestics in that Deviloped Markets also outperformed for the quarter; as interest rates come down, however, sO will the value of the US Dollar. When interest rates were high, foreign investors sought US fixed income investments; as rates decline, they will withdraw from those investments. In Emerging Markets, China significantly outperformed the regional index, although it remains negative over longer periods; Mr. Loew explained that the Chinese government is supporting its economy and cutting their domestic interest rates to combat slow economic growth and high unemployment in a deflationary environment, thus exemplifying how outperformance in emerging markets tends to be more dramatic than subtle. He cautioned that there are other significant risks and concerns in investing in Chinese companies. Fixed Income continues to provide strong returns in the 9% to 18% range over the last 12 months despite being a historically low-performing class; performance has been primarily due to declining short-term interest rates. The current performance notwithstanding, 3-year returns remain mostly negative. Graystone anticipates the Fed to continue to cut rates in 2024 and 2025 by as much as 1% in total to continue to bring inflation closer to its target; at the same time, unemployment is coming down and there has been unexpected GDP growth, which may compete for the Fed's attention. The market has adjusted for potential interest rate cuts into the next year; if the Fed refrains from cutting interest rates, there may be short-term volatility as a result. Further, the 2024 election cycle will cause more volatility, which will abate when the election is finalized. Graystone asserts that the markets will be less volatile after the presidential election is finalized, irrespective of the outcome, and recommends investors to remain faithful to their established investment strategies. Graystone believes equity markets will have high, single digit returns and fixed income will return 4% to 6%. Mr. Loew reviewed the Asset Allocation & Time Weighted Performance, noting strong returns and that most managers are performing as intended, as shown on the Total Fund -= Risk/Return Analysis. The Asset Allocation Compliance shows the portfolio is allocated fairly close to its targets, although there is an underweight in UBS at 6% and corresponding overweight in cash at 2.5%. He noted that the redemption Book 1 Page 442 10-23-2024 9:00 a.m. Book 1 Page 443 10-23-2024 9:00 a.m. request is beginning to be satisfied and advised the Board it may wish to contemplate what to do in the allocation which will be vacated by UBS. Mr. Loewi reminded the Board that UBS was one of the few positive returns in 2022, and that the Board is educated on real estate investing, and Graystone continues to recommend the asset class. Chair Hartley noted that the Asset Allocation & Time Weighted Performance page shows UBS has still outperformed fixed income since inception. Mr. Loew added that Cohen & Steers also continues to outperform, and that Graystone will bring the matter up for discussion as more redemptions are paid. Noting the portfolio has 2 large cap value and 2 large cap growth managers, Mr. Loew explained that a core equity manager can change their weighting between growth and value. While both Wedge and Hudson Edge, as large cap value managers, have performed well, Wedge has had better performance. Similarly, Sawgrass and Brown Advisory are both large cap growth managers which have also done well but relatively lagged due to the outperformance of some select tech stocks. Mr. Loew proposed bringing a large cap core manager search to Graystone's next appearance to compare to the existing growth and value managers, and that the Board consider changing allocations from 2 large cap growth and 2 large cap value managers to 1 large cap growth, 1 large cap value, and 1 large cap core manager. The Board and Mr. Loew discussed the merits of having the large cap allocation spread across 4 fund managers versus a single manager. Mr. Loew reiterated his recommendation as a core manager can shift between growth and value based on what the market favors at that time. He asserted that would lessen the overlap between the current managers, which may have style drift as well as maintain a diversified portfolio for across the entire large cap spectrum instead of being separately diversified within value and within growth. Secretary/Treasurer Griggs left the meeting at 10:21 a.m. and returned to the meeting at 10:22 a.m. Mr. Loew continued to state that core managers are fully liquid, and changing the number of large cap managers is not changing the allocation of the portfolio. Some of the trustees have received education on core equity and discussed the style with Scott Owens of Graystone Consulting. In keeping with the Board's larger defensive strategy, Graystone will focus on identifying core managers which seek to mitigate risk. Chair Hartley and Secretary/Treasurer Griggs expressed interest in reviewing a core manager search and receiving more education on the style. By consensus, the Board agreed to review a core equity manager search at Graystone's next appearance. To Vice Chair Joseph's question, Mr. Loew explained that the Board made decisions to diversify within the value and growth styles to maintain control over the weighting between the two styles, adding a core manager would move the style decision to a fund manager, and this change in approach is an evolution in Graystone's thinking. A Mr. Loew continued his review of the fund managers. The 2 value managers and 2 growth mangers within the large cap space complement each other. Brown, the newest large cap manager to the portfolio, has relatively underperformed due to a tech underweight, and may be worth discussing further at Brown's next appearance before the Board. DRZ continues to outperform with slightly more risk. Congress is outperforming slightly with less risk. Lazard is slightly underperforming in the quarter but has stronger performance over the last fiscal year to date and rolling year as volatility picks up. Renaissance is performing similarly, but with a stronger Since Inception number than Lazard. Richmond Capital remains steadily just above its benchmark. UBS continues to underperform absolutely, although the real estate market may have hit bottom; Real Estate Investment Trusts (REITs), however, are currently outperforming. Mr. Loew noted the real estate market is softening, and some cash flows are returning. To Chair Hartley's and Trustee Snow's questions, Pension Plans Administrator Martin advised the Plan has received $947,000 total from its redemption request, of which $527,000 was received in October 2024; these are redemption payments and not dividend payments. Mr. Loew reiterated the need for an ongoing conversation on this allocation to determine if the Board wants to replace UBS with a different real estate product, move to a different asset class, or consider adding back to real estate if the market is beginning to rebound. Mr. Loew advised that public REITS are far more liquid than real estate funds like the UBS TPF, however REITS are also considerably more volatile because they are traded on a daily basis. Some private REITS may offer liquidity-reduction tools such as redemption gates which slows investors' divestments over a matter of a few quarters or less, which lower volatility. Mr. Loew recommended the Board receive more education before investing in private REITS. To Chair Hartley's question, Pension Plans Administrator Martin advised that the Plan would not be able to invest in private REITS before controlling ordinances were amended. To Chair Hartley's questions, Mr. Loew expressed confidence in Cohen & Steers' allocation amount and performance, noting it performed similarly to the benchmark, and its explanations for reiurns coincide with the narratives of Al and long-term growth in the utility space. Cohen & Steers is overweight in Master Limited Partnerships (MLPs), which is a volatile asset class, and it has helped performance. It is only 3% overweight in MLPs, which is not significantly concerning in Mr. Loew's opinion. Trustee Snow expressed support for having a more liquid portfolio, considering all participants are retired, and the portfolio is no longer receiving employee contributions; to his question, Pension Plans Administrator Martin advised the Plan has not withdrawn any funds from Cohen and Steers in the last 3 years. Mr. Loew advised that Graystone will incorporate liquidity into recommendations and information they present regarding real estate, as well as report back to the Board about any liquidity requirements for Cohen and Steers. Mr. Loew had no compliance issues to address with the Board. The Board thanked Mr. Loew for his presentation. 8. UNFINISHED BUSINESS: 9. NEW BUSINESS: 9.1. Presentation and Discussion Re: Proposal to Provide Audit Services for Fiscal Year Ending September 30, 2024. Presenter(s): Daniel Anderson, CPA, Mauldin & Jenkins (Telephonic). Daniel Anderson of Mauldin & Jekins appeared telephonically, and Jennifer Trotter of Mauldin & Jekins, appeared in person before the Board and introduced themselves. Mr. Anderson presented the engagement letter for the Board's review, noting there have been no significant changes from prior years. He advised that the letter identifies a significant risk, as now. required by auditing standards, due to managements ability to override internal controls regarding financial reporting. If Mauldin & Jenkins identifies any additional risks during the audit process, it will communicate them appropriately. The letter specifies both the auditor's and managements responsibilities through the audit process. There are no anticipated changes to the audit timeline as compared to prior years' audits, and Mauldin & Jenkins anticipates, at this point, being able to deliver the audited financial statements by the end of. January 2025. He advised that the Government Accounting Standards Board (GASB) has been active in recent years and issued many updates, however only 1 could be applicable to the Plan's audit, and it applies to how management chooses to value its investments; Mr. Anderson does not believe the updated standard will have any impact on the financial statements. The Plan has used the market value approach; if management decided to change the valuation method to an alternate method, Mauldin &. Jenkins would disclose thei impact of that change in the financial statements. To Chair Hartley's question, Pension Plans Administrator Martin advised that, as confirmed by the City Attorney, the Plan must provide Sarasota County (County) with the GASB 68 report for an additional year as that is based on the prior year's actuarial valuation and will communicate the information to County. The Board and Pension Administration discussed the history of which entity, the City, County, or the Plan, has paid for the GASB 68 report. Attorney Herrera appeared before the Board telepnonically. He asked if there was any change to Mauldin & Book 1 Page 444 10-23-2024 9:00 a.m. Book 1 Page 445 10-23-2024 9:00 a.m. Jenkins' fee; Pension Plans Administrator Martin confirmed that the fee was reasonable. The Board and Pension Administration had no additional questions for Mauldin & Jenkins and expressed confidence in Mauldin & Jenkins. Vice Chair Joseph made a motion to approve the engagement with Mauldin & Jenkins for audit services for fiscal year ending September 30, 2024. Trustee Snow seconded the motion. The motion passed unanimously (5-0). 10. ATTORNEY MATTERS: 10.1. Presentation and Discussion Re: Potential Class Action against Perion Network, Ltd. Presenter(s): Pedro Herrera, Sugarman, Susskind, Braswell & Herrera (Telepnonic). Attorney Herrera advised that another plan was awarded lead plaintiff status in the action, however the Plan will remain part of the class; there is no action for the Board to take in the matter. 10.2. Presentation and Discussion Re: Potential Class Action against Outset Medical, Inc. Presenter(s): Pedro Herrera, Sugarman, Susskind, Braswell & Herrera (Telephonic). Attorney Atara Twersky, of Abraham, Fruchter and Twersky (AFT), appeared before the Board telephonically and introduced herself. Attorney Twersky provided a brief overview of the Outset Medical Inc. (Outset) matter, which is being brought under Section 10(b) of the Securities and Exchange (SEC) Acti in the Northern District of California. In this case, Attorney Twerskey argued that Outset was using medication off-label and lied to the public about its financial health. She summarized the details and assertions stated in the presentation materials. The Plan lost more than $65,000 on its investment in Outset. Because Outset is a small-cap stock, fewer public plans have invested in this company. Further, this case was brought by an individual who lost only $1,600, and therefore the individual may have little incentive to accept any settlement in the matter while institutional investors who act as fiduciaries may be more willing to consider them, either through settlement amounts, or through revisions to the controlling legislation and regulations. Attorney Twersky asserted that trustees who act as fiduciaries will have a greater impact on a judge's decisions than an individual who lost a relatively nominal sum. Attorney Twersky reminded the Board that, in securities litigation, AFT works on a contingency basis, and they will not request payment unless the Plan were to receive an award, that it thoroughly researches every potential case for viability before presenting it to potential plaintiffs, and that it makes every effort to minimize the impact to staff during the litigation process, should the Plan be awarded lead plaintiff status. To Chair Hartley's question, Attorney Twersky was unable to advise which fund manager. held Outset. Secretary/Treasurer: Griggs advised that she does not support pursuing lead plaintiff and views it as a form of barratry. Attorney Twersky asserted that the motion is not a form of barratry, and that AFT works with the SEC and criminal investigators to hold public companies' executives accountable for illegal acts which were made to the detriment of public pension plan members. Chair Hartley noted his support for the item because of the efforts to recover losses to the participants' monies; he expressed both concern for the impact it could have on Pension staff as well as respect for Secretary/freasurer: Griggs' position. Vice Chair Joseph made a motion to certify and retain Abraham, Fruchter and Twersky to file for Lead Plaintiff status on behalf of the Plan in the Outset Medical matter, and designate Chair Hartley to execute any necessary related documents on behalf of the Plan; Trustee Snow seconded the motion. The motion passed 4-1 with Secretary/Treasurer dissenting. Attorney Twersky advised she would transmit the necessary certification to Attorney Herrera and Pension Administration; the filing deadline is Monday, October 28, 2024. Attorney Herera advised that the State of Florida will hold an educational conference for new trustees in Daytona Beach in during the end of November 2024; there is no charge to attend. Chair Hartley and Attorney Herrera discussed potential arguments that may encourage a real estate manager to expedite the payment of a redemption request. To the Chair's question, Pension Plan Administrator Martin advised that the unpaid portion of the redemption request is slightly more than $3 million. Mr. Loew appeared before the Board and asked Attorney Herrera if the Plan should retain a certain number of shares of Outset. Attorney Herrera advised that the Outset litigation will be a class' action due to fraud, which only requires plaintiffs to have owned the stock during a specified timeframe to retain its standing; a class action does not require a plaintiff to maintain ownership of the stock. Had this been a derivative action, meaning if the Plan were to sue a company's board of directors for a breach of fiduciary duty to the shareholders, then the Plan would be required to be a current shareholder to have standing. The Board thanked Attorney Herrera for his presentation. 11. OTHER MATTERS 11.1. Approval Re: 2025 Proposed Board Meeting Dates. Presenter(s): Debra Martin, Pension Plans Administrator. Pension Plans Administrator Martin presented proposed Board meeting dates for 2025 with presenters tentatively listed. Vice Chair Joseph and Secretary/rreasurer Griggs advised they may not be able to attend the November 26, 2025, meeting date, as well as the November: 27, 2024, meeting, due to conflicts and noted both meetings are on the days immediately prior to the Thanksgiving holiday. The Board contemplated changing the November 26, 2025, meeting date to the week prior to or the week after, as well as changing the meeting day to alternate days of the week. Pension Specialist Gottlieb confirmed the availability of Commission Chambers on Tuesday, December 2, 2025. By consensus, the Board approved the 2025 proposed meeting schedule, with moving the Wednesday, November 26, 2025, meeting to Tuesday, December 2, 2025. By consensus, the Board approved cancelling the November 27, 2024, meeting because Graystone has already presented the Q3 2024/Q4 Fiscal Year 2024 results. 11.2. Approval Re: Administrative Budget Analysis for April 1, 2024, through June 30, 2024. Presenter(s): Debra Martin, Pension Plans Administrator. Pension Plans Administrator Martin presented the Budget Analysis for the Board's information. She noted that the items at 0% are due to the timing ofv when those items are paid. She may request al budget adjustment depending on what the Fiscal Year end totals. To Vice Chair Joseph's questions, Pension Plans Administrator Martin advised that Pension Administration develops each year's budget based on the prior year's amounts. The 2024 budget required adjustments primarily due to increases to staff salaries which the City announced after the Board had approved the 2024 budget. Book 1 Page 446 10-23-2024 9:00 a.m. Book 1 Page 447 10-23-2024 9:00 a.m. To Chair Hartley's question, Pension Plans Administrator Martin advised that Consult Fees-CertiDeath is a reporting service which notifies Pension Administration when it finds notices in public records of a retiree's death and is a safeguard in the event a deceased retiree's estate fails to notify Pension Administration of the retiree's death. The Plan has contracted with PBI, the fee is paid annually, and PBI's notification is often the first that Pension Administration receives of a retiree's death. 11.3. Presentation and Discussion Re: Check Register for April 1, 2024, through June 30, 2024. Presenter(s): Debra Martin, Pension Plans Administrator. Pension Plans Administrator Martin presented the Check Register for the Board's information. Pension Plans Administrator Martin advised that the Chapter 175, premium tax distribution for 2023 will be paid to retirees on Friday, October 25, 2024, in the amount of $4,494.65 per recipient. Trustee Snow noted the portfolio value as of September 30, 2024, had increased by approximately $21 million since September 30, 2023, even after payments to retirees. To Chair Hartley's question, Pension Plans Administrator Martin advised that she will renew FPPTA memberships. 1. 12. ADJOURN. Chair Hartley adjourned the meeting at 11:11 a.m. Trustee Mushrush advised that she can assist Pension Administration in coordinating communications between Pension Administration and the County regarding the GASB 68 report. Saln Chaip'Michael Hartley SecretanyTreasurer Shayla/Griggs